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 | 811-21720 |
| Northern Lights Fund Trust |
| (Exact name of registrant as specified in charter) |
| 225 Pictoria Drive, Suite 450, Cincinnati, Ohio | 45246 |
| (Address of principal executive offices) | (Zip code) |
| The Corporation Trust Company |
| 1209 Orange Street Wilmington, DE 19801 |
| (Name and address of agent for service) |
| Registrants telephone number, including area code: | 631-490-4300 |
| Date of fiscal year end: | 12/31/24 |
| Date of reporting period: | 12/31/24 |
Item 1. Reports to Stockholders.
(a)
(b) Not applicable
Item 2. Code of Ethics.
| (a) | The registrant has, as of the end of the period covered by this report, adopted a code of ethics that applies to the registrants principal executive officer, principal financial officer, and principal accounting officer or controller, or persons performing similar functions, regardless of whether these individuals are employed by the registrant or a third party. |
| (b) | N/A |
| (c) | During the period covered by this report, there were no amendments to any provision of the code of ethics. |
| (d) | During the period covered by this report, there were no waivers or implicit waivers of a provision of the code of ethics. |
| (e) | N/A |
| (f) | See Item 19(a)(1) |
Item 3. Audit Committee Financial Expert.
(a)(1) The Registrants board of trustees has determined that Mark Gersten, Anthony J. Hertl, and Mark H. Taylor are audit committee financial experts, as defined in Item 3 of Form N-CSR. Mr. Gersten, Mr. Hertl and Mr. Taylor are independent for purposes of this Item.
(a)(2) Not applicable.
(a)(3) Not applicable.
Item 4. Principal Accountant Fees and Services.
| (a) | Audit Fees. The aggregate fees billed for each of the last two fiscal years for professional services rendered by the registrants principal accountant for the audit of the registrants annual financial statements or services that are normally provided by the accountant in connection with statutory and regulatory filings or engagements for those fiscal years are as follows: |
2024 - $49,800
2023 - $32,000
| (b) | Audit-Related Fees. There were no fees billed in each of the last two fiscal years for assurances and related services by the principal accountant that are reasonably related to the performance of the audit of the registrants financial statements and are not reported under paragraph (a) of this item. |
| (c) | Tax Fees. The aggregate fees billed in each of the last two fiscal years for professional services rendered by the principal accountant for tax compliance are as follows: |
2024 – $11,700
2023 – $7,500
Preparation of Federal & State income tax returns, assistance with calculation of required income, capital gain and excise distributions and preparation of Federal excise tax returns.
| (d) | All Other Fees. The aggregate fees billed in each of the last two fiscal years for products and services provided by the registrants principal accountant, other than the services reported in paragraphs (a) through (c) of this item were $0 and $0 for the fiscal years ended December 31, 2023, and 2024 respectively. |
| (e)(1) | The audit committee does not have pre-approval policies and procedures. Instead, the audit committee or audit committee chairman approves on a case-by-case basis each audit or non-audit service before the principal accountant is engaged by the registrant. |
| (e)(2) | There were no services described in each of paragraphs (b) through (d) of this Item that were approved by the audit committee pursuant to paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation S-X. |
| (f) | Not applicable. The percentage of hours expended on the principal accountants engagement to audit the registrants financial statements for the most recent fiscal year that were attributed to work performed by persons other than the principal accountants full-time, permanent employees was zero percent (0%). |
| (g) |
All non-audit fees billed by the registrants principal accountant for services rendered to the registrant for the fiscal years ended September 30, 2023, and 2024 respectively are disclosed in (b)-(d) above. There were no audit or non-audit services performed by the registrants principal accountant for the registrants adviser. |
| (h) | Not applicable. |
| (i) | Not applicable. |
| (j) | Not applicable. |
Item 5. Audit Committee of Listed Companies. Not applicable to open-end investment companies.
Item 6. Schedule of Investments. The Registrants schedule of investments in unaffiliated issuers is included in the Financial Statements under Item 7 of this form.
Item 7. Financial Statements and Financial Highlights for Open-End Management Investment Companies.
(a)

BTS Managed Income Fund
Class A (BTSAX), Class C (BTSCX), Class I (BTSIX), Class R (BSTRX)
BTS Tactical Fixed Income Fund
Class A (BTFAX), Class C (BTFCX), Class I (BTFIX), Class R (BTFRX)
BTS Enhanced Equity Income Fund
Class A (EEQAX), Class I (EEQIX)
Annual Financial Statements and Additional Information
December 31, 2024
1-877-BTS-9820
(1-877-287-9820)
www.btsfunds.com
This report and the financial statements contained herein are submitted for the general information of shareholders and are not authorized for distribution to prospective investors unless preceded or accompanied by an effective prospectus. Nothing herein contained is to be considered an offer of sale or solicitation of an offer to buy shares of the BTS Funds. Such offering is made only by prospectus, which includes details as to offering price and other material information.
| BTS MANAGED INCOME FUND |
| SCHEDULE OF INVESTMENTS |
| December 31, 2024 |
| Shares | Fair Value | |||||||
| EXCHANGE-TRADED FUNDS — 97.3% | ||||||||
| EQUITY - 19.8% | ||||||||
| 6,271 | Alerian MLP ETF | $ | 302,011 | |||||
| 5,342 | ALPS Sector Dividend Dogs ETF | 301,886 | ||||||
| 3,026 | ProShares S&P 500 Dividend Aristocrats ETF | 301,238 | ||||||
| 3,073 | Vanguard Dividend Appreciation ETF | 601,786 | ||||||
| 1,506,921 | ||||||||
| FIXED INCOME - 73.5% | ||||||||
| 5,529 | iShares 1-3 Year Treasury Bond ETF | 453,267 | ||||||
| 6,226 | iShares Broad USD High Yield Corporate Bond ETF | 229,055 | ||||||
| 17,820 | iShares Floating Rate Bond ETF | 906,681 | ||||||
| 8,983 | iShares Treasury Floating Rate Bond ETF | 453,372 | ||||||
| 6,146 | Janus Henderson B-BBB CLO ETF | 302,137 | ||||||
| 4,781 | SPDR Bloomberg High Yield Bond ETF | 456,442 | ||||||
| 15,891 | SPDR Bloomberg International Corporate Bond ETF | 450,669 | ||||||
| 11,951 | SPDR Bloomberg Short Term High Yield Bond ETF | 301,763 | ||||||
| 25,721 | SPDR Portfolio High Yield Bond ETF | 603,672 | ||||||
| 39,732 | Xtrackers USD High Yield Corporate Bond ETF | 1,433,530 | ||||||
| 5,590,588 | ||||||||
| MIXED ALLOCATION - 4.0% | ||||||||
| 15,775 | Invesco CEF Income Composite ETF | 302,249 | ||||||
| TOTAL EXCHANGE-TRADED FUNDS (Cost $7,336,742) | 7,399,758 | |||||||
| SHORT-TERM INVESTMENT — 1.5% | ||||||||
| MONEY MARKET FUND - 1.5% | ||||||||
| 111,920 | Fidelity Investments Money Market Government Portfolio, Class I, 4.38% (Cost $111,920) (a) | 111,920 | ||||||
| TOTAL INVESTMENTS - 98.8% (Cost $7,448,662) | $ | 7,511,678 | ||||||
| OTHER ASSETS IN EXCESS OF LIABILITIES - 1.2% | 91,719 | |||||||
| NET ASSETS - 100.0% | $ | 7,603,397 | ||||||
CEF - Closed-End Fund
CLO - Collateralized Loan Obligation
ETF - Exchange-Traded Fund
MLP - Master Limited Partnership
SPDR - Standard & Poors Depositary Receipt
| (a) | Rate disclosed is the seven day effective yield as of December 31, 2024. |
See accompanying notes to financial statements.
1
| BTS TACTICAL FIXED INCOME FUND |
| SCHEDULE OF INVESTMENTS |
| December 31, 2024 |
| Shares | Fair Value | |||||||
| EXCHANGE-TRADED FUNDS — 100.0% | ||||||||
| FIXED INCOME - 100.0% | ||||||||
| 162,298 | iShares Broad USD High Yield Corporate Bond ETF | $ | 5,970,943 | |||||
| 125,068 | SPDR Bloomberg High Yield Bond ETF(a) | 11,940,242 | ||||||
| 1,125,684 | Xtrackers USD High Yield Corporate Bond ETF | 40,614,679 | ||||||
| TOTAL EXCHANGE-TRADED FUNDS (Cost $55,957,805) | 58,525,864 | |||||||
| SHORT-TERM INVESTMENTS — 20.4% | ||||||||
| COLLATERAL FOR SECURITIES LOANED - 20.1% | ||||||||
| 11,770,000 | State Street Institutional U.S. Government Money Market Fund, Premier Class, 4.43% (Cost $11,770,000) (b)(c) | 11,770,000 | ||||||
| MONEY MARKET FUND - 0.3% | ||||||||
| 198,426 | Fidelity Investments Money Market Government Portfolio, Class I, 4.38% (Cost $198,426) (c) | 198,426 | ||||||
| TOTAL SHORT-TERM INVESTMENTS (Cost $11,968,426) | 11,968,426 | |||||||
| TOTAL INVESTMENTS - 120.4% (Cost $67,926,231) | $ | 70,494,290 | ||||||
| LIABILITIES IN EXCESS OF OTHER ASSETS - (20.4)% | (11,944,405 | ) | ||||||
| NET ASSETS - 100.0% | $ | 58,549,885 | ||||||
ETF - Exchange-Traded Fund
SPDR - Standard & Poors Depositary Receipt
| (a) | All or a portion of the security is on loan. The total fair value of the securities on loan as of December 31, 2024 was $11,532,776. |
| (b) | Security was purchased with cash received as collateral for securities on loan at December 31, 2024. Total collateral had a value of $11,770,000 at December 31, 2024. |
| (c) | Rate disclosed is the seven day effective yield as of December 31, 2024. |
See accompanying notes to financial statements.
2
| BTS ENHANCED EQUITY INCOME FUND |
| SCHEDULE OF INVESTMENTS |
| December 31, 2024 |
| Shares | Fair Value | |||||||
| COMMON STOCKS — 89.9% | ||||||||
| ADVERTISING & MARKETING - 0.9% | ||||||||
| 825 | Omnicom Group, Inc. | $ | 70,983 | |||||
| AEROSPACE & DEFENSE - 1.8% | ||||||||
| 295 | Lockheed Martin Corporation | 143,352 | ||||||
| AUTOMOTIVE - 0.9% | ||||||||
| 7,196 | Ford Motor Company | 71,240 | ||||||
| BEVERAGES - 1.3% | ||||||||
| 85 | Coca-Cola Consolidated, Inc. | 107,099 | ||||||
| BIOTECH & PHARMA - 3.6% | ||||||||
| 773 | Gilead Sciences, Inc. | 71,402 | ||||||
| 150 | Regeneron Pharmaceuticals, Inc.(a) | 106,850 | ||||||
| 299 | United Therapeutics Corporation(a) | 105,499 | ||||||
| 283,751 | ||||||||
| CABLE & SATELLITE - 2.7% | ||||||||
| 5,723 | Comcast Corporation, Class A | 214,784 | ||||||
| CHEMICALS - 1.8% | ||||||||
| 1,195 | PPG Industries, Inc. | 142,743 | ||||||
| ELECTRIC UTILITIES - 5.4% | ||||||||
| 896 | Edison International | 71,537 | ||||||
| 2,322 | Evergy, Inc. | 142,919 | ||||||
| 761 | WEC Energy Group, Inc. | 71,564 | ||||||
| 2,112 | Xcel Energy, Inc. | 142,602 | ||||||
| 428,622 | ||||||||
| FOOD - 13.5% | ||||||||
| 636 | Hershey Company (The) | 107,707 | ||||||
| 16,525 | Hormel Foods Corporation | 518,389 | ||||||
| 4,044 | J M Smucker Company (The) | 445,325 | ||||||
| 1,071,421 | ||||||||
See accompanying notes to financial statements.
3
| BTS ENHANCED EQUITY INCOME FUND |
| SCHEDULE OF INVESTMENTS (Continued) |
| December 31, 2024 |
| Shares | Fair Value | |||||||
| COMMON STOCKS — 89.9% (Continued) | ||||||||
| HEALTH CARE FACILITIES & SERVICES - 2.7% | ||||||||
| 1,604 | CVS Health Corporation | $ | 72,004 | |||||
| 386 | Elevance Health, Inc. | 142,395 | ||||||
| 214,399 | ||||||||
| HOTEL REITS - 0.9% | ||||||||
| 4,079 | Host Hotels & Resorts, Inc. | 71,464 | ||||||
| INFRASTRUCTURE REIT - 1.4% | ||||||||
| 1,183 | Crown Castle, Inc. | 107,369 | ||||||
| INSTITUTIONAL FINANCIAL SERVICES - 1.3% | ||||||||
| 1,286 | SEI Investments Company | 106,069 | ||||||
| INSURANCE - 5.0% | ||||||||
| 516 | Chubb Ltd. | 142,571 | ||||||
| 259 | Erie Indemnity Company, Class A | 106,768 | ||||||
| 1,305 | Hartford Financial Services Group, Inc. (The) | 142,767 | ||||||
| 392,106 | ||||||||
| INTERNET MEDIA & SERVICES - 8.3% | ||||||||
| 1,749 | Alphabet, Inc., Class A | 331,086 | ||||||
| 564 | Meta Platforms, Inc., Class A | 330,228 | ||||||
| 661,314 | ||||||||
| LEISURE FACILITIES & SERVICES - 1.3% | ||||||||
| 254 | Dominos Pizza, Inc. | 106,619 | ||||||
| MACHINERY - 2.7% | ||||||||
| 629 | Snap-on, Inc. | 213,533 | ||||||
| MEDICAL EQUIPMENT & DEVICES - 1.8% | ||||||||
| 621 | ResMed, Inc. | 142,016 | ||||||
| MULTI ASSET CLASS REIT - 1.4% | ||||||||
| 1,980 | WP Carey, Inc. | 107,870 | ||||||
See accompanying notes to financial statements.
4
| BTS ENHANCED EQUITY INCOME FUND |
| SCHEDULE OF INVESTMENTS (Continued) |
| December 31, 2024 |
| Shares | Fair Value | |||||||
| COMMON STOCKS — 89.9% (Continued) | ||||||||
| OIL & GAS PRODUCERS - 3.2% | ||||||||
| 652 | Diamondback Energy, Inc. | $ | 106,818 | |||||
| 2,591 | Kinder Morgan, Inc. | 70,993 | ||||||
| 4,934 | Permian Resources Corporation | 70,951 | ||||||
| 248,762 | ||||||||
| OIL & GAS SERVICES & EQUIPMENT - 1.3% | ||||||||
| 3,916 | Halliburton Company | 106,476 | ||||||
| RESIDENTIAL REIT - 3.6% | ||||||||
| 2,151 | Equity LifeStyle Properties, Inc. | 143,257 | ||||||
| 931 | Mid-America Apartment Communities, Inc. | 143,905 | ||||||
| 287,162 | ||||||||
| RETAIL - DISCRETIONARY - 2.2% | ||||||||
| 830 | Best Buy Company, Inc. | 71,214 | ||||||
| 90 | OReilly Automotive, Inc.(a) | 106,722 | ||||||
| 177,936 | ||||||||
| RETAIL REIT - 0.9% | ||||||||
| 414 | Simon Property Group, Inc. | 71,295 | ||||||
| SEMICONDUCTORS - 4.1% | ||||||||
| 789 | NVIDIA Corporation | 105,955 | ||||||
| 2,505 | Skyworks Solutions, Inc. | 222,143 | ||||||
| 328,098 | ||||||||
| SOFTWARE - 1.8% | ||||||||
| 337 | Microsoft Corporation | 142,046 | ||||||
| STEEL - 4.5% | ||||||||
| 2,135 | Nucor Corporation | 249,176 | ||||||
| 396 | Reliance, Inc. | 106,627 | ||||||
| 355,803 | ||||||||
| TECHNOLOGY HARDWARE - 4.2% | ||||||||
| 962 | Arista Networks Inc(a) | 106,330 | ||||||
| 3,757 | Cisco Systems, Inc. | 222,414 | ||||||
| 328,744 | ||||||||
See accompanying notes to financial statements.
5
| BTS ENHANCED EQUITY INCOME FUND |
| SCHEDULE OF INVESTMENTS (Continued) |
| December 31, 2024 |
| Shares | Fair Value | |||||||
| COMMON STOCKS — 89.9% (Continued) | ||||||||
| TECHNOLOGY SERVICES - 2.7% | ||||||||
| 405 | Accenture PLC, Class A | $ | 142,474 | |||||
| 507 | Paychex, Inc. | 71,092 | ||||||
| 213,566 | ||||||||
| TELECOMMUNICATIONS - 1.8% | ||||||||
| 3,582 | Verizon Communications, Inc. | 143,244 | ||||||
| WHOLESALE - CONSUMER STAPLES - 0.9% | ||||||||
| 1,417 | Archer-Daniels-Midland Company | 71,587 | ||||||
| TOTAL COMMON STOCKS (Cost $7,307,750) | 7,131,473 | |||||||
| EXCHANGE-TRADED FUNDS — 8.0% | ||||||||
| EQUITY - 8.0% | ||||||||
| 5,509 | JPMorgan Equity Premium Income ETF | 316,933 | ||||||
| 5,603 | JPMorgan Nasdaq Equity Premium Income ETF | 315,897 | ||||||
| TOTAL EXCHANGE-TRADED FUNDS (Cost $631,784) | 632,830 | |||||||
| SHORT-TERM INVESTMENT — 1.5% | ||||||||
| MONEY MARKET FUND - 1.5% | ||||||||
| 122,711 | Fidelity Investments Money Market Government Portfolio, Class I, 4.38% (Cost $122,711)(b) | 122,711 | ||||||
| TOTAL INVESTMENTS - 99.4% (Cost $8,062,245) | $ | 7,887,014 | ||||||
| OTHER ASSETS IN EXCESS OF LIABILITIES - 0.6% | 47,073 | |||||||
| NET ASSETS - 100.0% | $ | 7,934,087 | ||||||
ETF - Exchange-Traded Fund
LTD - Limited Company
PLC - Public Limited Company
REIT - Real Estate Investment Trust
| (a) | Non-income producing security. |
| (b) | Rate disclosed is the seven day effective yield as of December 31, 2024. |
See accompanying notes to financial statements.
6
| BTS Funds |
| STATEMENTS OF ASSETS AND LIABILITIES |
| December 31, 2024 |
| BTS | BTS | BTS | ||||||||||
| Managed Income | Tactical Fixed Income | Enhanced Equity | ||||||||||
| ASSETS | Fund | Fund | Income Fund | |||||||||
| Investment securities: | ||||||||||||
| At cost | $ | 7,448,662 | $ | 67,926,231 | $ | 8,062,245 | ||||||
| At fair value (includes securities on loan with a market value of $0, $11,532,776, $0) | $ | 7,511,678 | $ | 70,494,290 | $ | 7,887,014 | ||||||
| Receivable for fund shares sold | — | 947 | — | |||||||||
| Receivable for investments sold | 3,360,548 | — | 3,531,901 | |||||||||
| Interest and dividends receivable | 3,123 | 8,316 | 13,570 | |||||||||
| Receivable due from advisor | 20,672 | — | 9,433 | |||||||||
| Prepaid expenses and other assets | 71,493 | 22,993 | 13,529 | |||||||||
| TOTAL ASSETS | 10,967,514 | 70,526,546 | 11,455,447 | |||||||||
| LIABILITIES | ||||||||||||
| Payable for investments purchased | 3,332,761 | — | 3,496,767 | |||||||||
| Securities lending collateral | — | 11,770,000 | — | |||||||||
| Payable to related parties | 11,093 | 25,058 | 11,050 | |||||||||
| Distribution (12b-1) fees payable | 529 | 14,523 | 22 | |||||||||
| Investment advisory fees payable | — | 50,436 | — | |||||||||
| Payable for fund shares redeemed | 422 | 93,655 | — | |||||||||
| Accrued expenses and other liabilities | 19,312 | 22,989 | 13,521 | |||||||||
| TOTAL LIABILITIES | 3,364,117 | 11,976,661 | 3,521,360 | |||||||||
| NET ASSETS | $ | 7,603,397 | $ | 58,549,885 | $ | 7,934,087 | ||||||
| Net Assets Consist Of: | ||||||||||||
| Paid in capital ($0 par value, unlimited shares authorized) | $ | 11,236,651 | $ | 167,625,653 | $ | 8,402,088 | ||||||
| Accumulated deficits | (3,633,254 | ) | (109,075,768 | ) | (468,001 | ) | ||||||
| NET ASSETS | $ | 7,603,397 | $ | 58,549,885 | $ | 7,934,087 | ||||||
| Net Asset Value Per Share: | ||||||||||||
| Class A Shares: | ||||||||||||
| Net Assets | $ | 195,783 | $ | 13,434,487 | $ | 98,741 | ||||||
| Shares of beneficial interest outstanding ($0 par value, unlimited shares authorized) | 20,506 | 1,725,790 | 9,863 | |||||||||
| Net asset value and redemption price per share (Net assets/Shares of Beneficial Interest) | $ | 9.55 | $ | 7.78 | $ | 10.01 | ||||||
| Maximum offering price per share (Maximum sales charge of 3.75%) (1) | $ | 9.92 | $ | 8.08 | $ | 10.40 | ||||||
| Class C Shares: | ||||||||||||
| Net Assets | $ | 595,496 | $ | 13,175,364 | ||||||||
| Shares of beneficial interest outstanding ($0 par value, unlimited shares authorized) | 62,537 | 1,708,513 | ||||||||||
| Net asset value, offering price and redemption price per share (Net assets/Shares of Beneficial Interest) | $ | 9.52 | $ | 7.71 | ||||||||
| Class I Shares: | ||||||||||||
| Net Assets | $ | 6,784,288 | $ | 31,288,086 | $ | 7,835,346 | ||||||
| Shares of beneficial interest outstanding ($0 par value, unlimited shares authorized) | 711,277 | 4,037,670 | 782,723 | |||||||||
| Net asset value, offering price and redemption price per share (Net assets/Shares of Beneficial Interest) | $ | 9.54 | $ | 7.75 | $ | 10.01 | ||||||
| Class R Shares: | ||||||||||||
| Net Assets | $ | 27,830 | $ | 651,948 | ||||||||
| Shares of beneficial interest outstanding ($0 par value, unlimited shares authorized) | 2,911 | 84,067 | ||||||||||
| Net asset value, offering price and redemption price per share (Net assets/Shares of Beneficial Interest) | $ | 9.56 | $ | 7.76 | ||||||||
| (1) | On investments of $5 million or more, the maximum sales charge will not apply. However, the investment may be subject to a 1.00% contingent deferred sales charge if redeemed during the first 18 months. |
See accompanying notes to financial statements.
7
| BTS Funds |
| STATEMENTS OF OPERATIONS |
| For the Year and Period Ended December 31, 2024 |
| BTS | BTS | BTS | ||||||||||
| Managed Income | Tactical Fixed Income | Enhanced Equity | ||||||||||
| Fund | Fund | Income Fund (1) | ||||||||||
| INVESTMENT INCOME | ||||||||||||
| Dividends | $ | 409,850 | $ | 3,985,190 | $ | 69,767 | ||||||
| Interest | 9,646 | 32,483 | 2,811 | |||||||||
| Securities lending income | — | 29,992 | — | |||||||||
| TOTAL INVESTMENT INCOME | 419,496 | 4,047,665 | 72,578 | |||||||||
| EXPENSES | ||||||||||||
| Investment advisory fees | 52,346 | 661,877 | 13,666 | |||||||||
| Distribution (12b-1) fees, Class A shares | 545 | 39,340 | 61 | |||||||||
| Distribution (12b-1) fees, Class C shares | 4,237 | 145,599 | — | |||||||||
| Distribution (12b-1) fees, Class R shares | 184 | 3,827 | — | |||||||||
| Registration fees | 54,053 | 65,030 | 2,521 | |||||||||
| Accounting services fees | 45,486 | 45,205 | 15,562 | |||||||||
| Transfer agent fees | 28,439 | 136,154 | 4,669 | |||||||||
| Administrative services fees | 27,597 | 77,543 | 21,033 | |||||||||
| Audit and tax fees | 24,332 | 24,540 | 19,855 | |||||||||
| Trustees fees and expenses | 16,780 | 16,814 | 6,614 | |||||||||
| Legal fees | 15,062 | 14,448 | 11,640 | |||||||||
| Printing and postage expenses | 7,226 | 14,614 | 8,595 | |||||||||
| Compliance officer fees | 7,140 | 19,063 | 3,069 | |||||||||
| Custodian fees | 4,966 | 8,509 | 3,835 | |||||||||
| Third party administrative servicing fees | 3,892 | 25,078 | 101 | |||||||||
| Insurance expense | 3,098 | 3,979 | 1,005 | |||||||||
| Other expenses | 6,208 | 5,367 | 4,636 | |||||||||
| TOTAL EXPENSES | 301,591 | 1,306,987 | 116,862 | |||||||||
| Less: Fees waived/reimbursed by the Advisor | (175,420 | ) | — | (86,903 | ) | |||||||
| NET EXPENSES | 126,171 | 1,306,987 | 29,959 | |||||||||
| NET INVESTMENT INCOME | 293,325 | 2,740,678 | 42,619 | |||||||||
| REALIZED AND UNREALIZED GAIN (LOSS) FROM INVESTMENTS | ||||||||||||
| Net realized gain (loss) from investments | 278,280 | 453,301 | (256,937 | ) | ||||||||
| Net change in unrealized appreciation (depreciation) of investments | (103,334 | ) | 121,891 | (175,231 | ) | |||||||
| NET REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS | 174,946 | 575,192 | (432,168 | ) | ||||||||
| NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS | $ | 468,271 | $ | 3,315,870 | $ | (389,549 | ) | |||||
| (1) | The BTS Enhanced Equity Income Fund commenced operations on June 28, 2024. |
See accompanying notes to financial statements.
8
| BTS Managed Income Fund |
| STATEMENTS OF CHANGES IN NET ASSETS |
| For the | For the | |||||||
| Year Ended | Year Ended | |||||||
| December 31, 2024 | December 31, 2023 | |||||||
| FROM OPERATIONS | ||||||||
| Net investment income | $ | 293,325 | $ | 575,018 | ||||
| Net realized gain (loss) from investments | 278,280 | (1,146,069 | ) | |||||
| Net change in unrealized appreciation (depreciation) of investments | (103,334 | ) | 1,025,375 | |||||
| Net increase in net assets resulting from operations | 468,271 | 454,324 | ||||||
| DISTRIBUTIONS TO SHAREHOLDERS | ||||||||
| Distributions paid | ||||||||
| Class A | (8,454 | ) | (5,866 | ) | ||||
| Class C | (16,958 | ) | (3,579 | ) | ||||
| Class I | (302,909 | ) | (441,036 | ) | ||||
| Class R | (1,138 | ) | (2,507 | ) | ||||
| Net decrease in net assets from distributions to shareholders | (329,459 | ) | (452,988 | ) | ||||
| FROM SHARES OF BENEFICIAL INTEREST | ||||||||
| Proceeds from shares sold: | ||||||||
| Class A | — | 19,278 | ||||||
| Class C | 375,000 | — | ||||||
| Class I | 2,356,062 | 2,084,643 | ||||||
| Net asset value of shares issued in reinvestment of dividends and distributions to shareholders: | ||||||||
| Class A | 8,454 | 5,866 | ||||||
| Class C | 16,958 | 3,535 | ||||||
| Class I | 241,603 | 436,583 | ||||||
| Class R | 1,138 | 2,507 | ||||||
| Payments for shares redeemed: | ||||||||
| Class A | (36,615 | ) | (93,124 | ) | ||||
| Class C | (24,822 | ) | (21,042 | ) | ||||
| Class I | (2,966,622 | ) | (13,115,572 | ) | ||||
| Class R | (94,897 | ) | (20,000 | ) | ||||
| Net decrease in net assets from shares of beneficial interest | (123,741 | ) | (10,697,326 | ) | ||||
| TOTAL INCREASE (DECREASE) IN NET ASSETS | 15,071 | (10,695,990 | ) | |||||
| NET ASSETS | ||||||||
| Beginning of Year | 7,588,326 | 18,284,316 | ||||||
| End of Year | $ | 7,603,397 | $ | 7,588,326 | ||||
| SHARE ACTIVITY | ||||||||
| Class A: | ||||||||
| Shares sold | — | 2,091 | ||||||
| Shares reinvested | 886 | 642 | ||||||
| Shares redeemed | (3,790 | ) | (10,048 | ) | ||||
| Net decrease in shares of beneficial interest outstanding | (2,904 | ) | (7,315 | ) | ||||
| Class C: | ||||||||
| Shares sold | 39,633 | — | ||||||
| Shares reinvested | 1,781 | 388 | ||||||
| Shares redeemed | (2,610 | ) | (2,296 | ) | ||||
| Net increase (decrease) in shares of beneficial interest outstanding | 38,804 | (1,908 | ) | |||||
| Class I: | ||||||||
| Shares sold | 250,784 | 226,766 | ||||||
| Shares reinvested | 25,367 | 47,902 | ||||||
| Shares redeemed | (313,942 | ) | (1,460,502 | ) | ||||
| Net decrease in shares of beneficial interest outstanding | (37,791 | ) | (1,185,834 | ) | ||||
| Class R: | ||||||||
| Shares reinvested | 119 | 274 | ||||||
| Shares redeemed | (10,173 | ) | (2,166 | ) | ||||
| Net decrease in shares of beneficial interest outstanding | (10,054 | ) | (1,892 | ) | ||||
See accompanying notes to financial statements.
9
| BTS Tactical Fixed Income Fund |
| STATEMENTS OF CHANGES IN NET ASSETS |
| For the | For the | |||||||
| Year Ended | Year Ended | |||||||
| December 31, 2024 | December 31, 2023 | |||||||
| FROM OPERATIONS | ||||||||
| Net investment income | $ | 2,740,678 | $ | 2,996,795 | ||||
| Net realized gain (loss) from investments | 453,301 | (4,453,218 | ) | |||||
| Net change in unrealized appreciation of investments | 121,891 | 2,845,139 | ||||||
| Net increase in net assets resulting from operations | 3,315,870 | 1,388,716 | ||||||
| DISTRIBUTIONS TO SHAREHOLDERS | ||||||||
| Distributions paid | ||||||||
| Class A | (642,427 | ) | (753,650 | ) | ||||
| Class C | (507,977 | ) | (465,583 | ) | ||||
| Class I | (1,550,077 | ) | (1,685,828 | ) | ||||
| Class R | (28,432 | ) | (34,258 | ) | ||||
| Net decrease in net assets from distributions to shareholders | (2,728,913 | ) | (2,939,319 | ) | ||||
| FROM SHARES OF BENEFICIAL INTEREST | ||||||||
| Proceeds from shares sold: | ||||||||
| Class A | 226,412 | 671,016 | ||||||
| Class C | 829,098 | 155,893 | ||||||
| Class I | 6,369,318 | 4,568,438 | ||||||
| Class R | 7,247 | 6,775 | ||||||
| Net asset value of shares issued in reinvestment of dividends and distributions to shareholders: | ||||||||
| Class A | 559,209 | 634,910 | ||||||
| Class C | 440,060 | 403,194 | ||||||
| Class I | 1,269,538 | 1,527,781 | ||||||
| Class R | 24,514 | 30,358 | ||||||
| Payments for shares redeemed: | ||||||||
| Class A | (6,727,286 | ) | (10,780,232 | ) | ||||
| Class C | (4,292,905 | ) | (6,495,206 | ) | ||||
| Class I | (14,724,338 | ) | (33,731,810 | ) | ||||
| Class R | (332,063 | ) | (844,665 | ) | ||||
| Net decrease in net assets from shares of beneficial interest | (16,351,196 | ) | (43,853,548 | ) | ||||
| TOTAL DECREASE IN NET ASSETS | (15,764,239 | ) | (45,404,151 | ) | ||||
| NET ASSETS | ||||||||
| Beginning of Year | 74,314,124 | 119,718,275 | ||||||
| End of Year | $ | 58,549,885 | $ | 74,314,124 | ||||
| SHARE ACTIVITY | ||||||||
| Class A: | ||||||||
| Shares sold | 28,810 | 85,882 | ||||||
| Shares reinvested | 71,743 | 82,375 | ||||||
| Shares redeemed | (865,222 | ) | (1,391,690 | ) | ||||
| Net decrease in shares of beneficial interest outstanding | (764,669 | ) | (1,223,433 | ) | ||||
| Class C: | ||||||||
| Shares sold | 106,817 | 20,170 | ||||||
| Shares reinvested | 56,958 | 52,794 | ||||||
| Shares redeemed | (555,433 | ) | (844,332 | ) | ||||
| Net decrease in shares of beneficial interest outstanding | (391,658 | ) | (771,368 | ) | ||||
| Class I: | ||||||||
| Shares sold | 826,025 | 587,022 | ||||||
| Shares reinvested | 163,670 | 199,037 | ||||||
| Shares redeemed | (1,900,769 | ) | (4,366,775 | ) | ||||
| Net decrease in shares of beneficial interest outstanding | (911,074 | ) | (3,580,716 | ) | ||||
| Class R: | ||||||||
| Shares sold | 941 | 868 | ||||||
| Shares reinvested | 3,157 | 3,953 | ||||||
| Shares redeemed | (42,826 | ) | (108,993 | ) | ||||
| Net decrease in shares of beneficial interest outstanding | (38,728 | ) | (104,172 | ) | ||||
See accompanying notes to financial statements.
10
| BTS Enhanced Equity Income Fund |
| STATEMENT OF CHANGES IN NET ASSETS |
| For the | ||||
| Period Ended | ||||
| December 31, 2024 * | ||||
| FROM OPERATIONS | ||||
| Net investment income | $ | 42,619 | ||
| Net realized loss from investments | (256,937 | ) | ||
| Net change in unrealized depreciation of investments | (175,231 | ) | ||
| Net decrease in net assets resulting from operations | (389,549 | ) | ||
| DISTRIBUTIONS TO SHAREHOLDERS | ||||
| Distributions paid | ||||
| Class A ** | (1,184 | ) | ||
| Class I | (102,871 | ) | ||
| Net decrease in net assets from distributions to shareholders | (104,055 | ) | ||
| FROM SHARES OF BENEFICIAL INTEREST | ||||
| Proceeds from shares sold: | ||||
| Class A ** | 104,812 | |||
| Class I | 8,228,568 | |||
| Net asset value of shares issued in reinvestment of dividends and distributions to shareholders: | ||||
| Class A ** | 1,184 | |||
| Class I | 101,696 | |||
| Payments for shares redeemed: | ||||
| Class I | (8,569 | ) | ||
| Net increase in net assets from shares of beneficial interest | 8,427,691 | |||
| TOTAL INCREASE IN NET ASSETS | 7,934,087 | |||
| NET ASSETS | ||||
| Beginning of Period | — | |||
| End of Period | $ | 7,934,087 | ||
| SHARE ACTIVITY | ||||
| Class A: ** | ||||
| Shares sold | 9,746 | |||
| Shares reinvested | 117 | |||
| Net increase in shares of beneficial interest outstanding | 9,863 | |||
| Class I: | ||||
| Shares sold | 773,499 | |||
| Shares reinvested | 10,064 | |||
| Shares redeemed | (840 | ) | ||
| Net increase in shares of beneficial interest outstanding | 782,723 | |||
| * | The BTS Enhanced Equity Income Fund Class I shares commenced operations on June 28, 2024. |
| ** | The BTS Enhanced Equity Income Fund Class A shares commenced operations on October 4, 2024. |
See accompanying notes to financial statements.
11
| BTS Managed Income Fund |
| FINANCIAL HIGHLIGHTS |
| Per Share Data and Ratios for a Share of Beneficial Interest Outstanding Throughout Each Year |
| Class A | ||||||||||||||||||||
| For the | For the | For the | For the | For the | ||||||||||||||||
| Year Ended | Year Ended | Year Ended | Year Ended | Year Ended | ||||||||||||||||
| December 31, 2024 | December 31, 2023 | December 31, 2022 | December 31, 2021 | December 31, 2020 | ||||||||||||||||
| Net asset value, beginning of year | $ | 9.39 | $ | 9.12 | $ | 10.66 | $ | 10.92 | $ | 10.20 | ||||||||||
| Activity from investment operations: | ||||||||||||||||||||
| Net investment income (1) | 0.33 | 0.30 | 0.18 | 0.12 | 0.96 | |||||||||||||||
| Net realized and unrealized gain (loss) on investments | 0.21 | 0.18 | (5) | (1.51 | ) | (0.26 | ) | (0.09 | ) | |||||||||||
| Total from investment operations | 0.54 | 0.48 | (1.33 | ) | (0.14 | ) | 0.87 | |||||||||||||
| Less distributions from: | ||||||||||||||||||||
| Net investment income | (0.38 | ) | (0.21 | ) | (0.21 | ) | (0.12 | ) | (0.14 | ) | ||||||||||
| Return of capital | — | — | — | — | (0.01 | ) | ||||||||||||||
| Total distributions | (0.38 | ) | (0.21 | ) | (0.21 | ) | (0.12 | ) | (0.15 | ) | ||||||||||
| Net asset value, end of year | $ | 9.55 | $ | 9.39 | $ | 9.12 | $ | 10.66 | $ | 10.92 | ||||||||||
| Total return (2) | 5.82 | % | 5.37 | % | (12.45 | )% | (1.28 | )% | 8.53 | % | ||||||||||
| Net assets, at end of year (000)s | $ | 196 | $ | 220 | $ | 280 | $ | 321 | $ | 34 | ||||||||||
| Ratio of gross expenses before waiver/reimbursement to average net assets (3) | 3.93 | % (7) | 2.38 | % (6) | 2.07 | % | 1.84 | % | 2.60 | % | ||||||||||
| Ratio of net expenses to average net assets (3) | 1.75 | % (7) | 1.77 | % (6) | 1.75 | % | 1.75 | % | 1.75 | % | ||||||||||
| Ratio of net investment income before waiver/reimbursement to average net assets (3,4) | 1.25 | % | 2.55 | % | 1.60 | % | 1.04 | % | 7.17 | % | ||||||||||
| Ratio of net investment income to average net assets (3,4) | 3.43 | % | 3.24 | % | 1.93 | % | 1.13 | % | 8.02 | % | ||||||||||
| Portfolio Turnover Rate | 216 | % | 165 | % | 277 | % | 243 | % | 281 | % | ||||||||||
| (1) | Per share amounts calculated using the average shares method, which more appropriately presents the per share data for the year. |
| (2) | Total returns shown exclude the effect of applicable sales loads/redemption fees and assumes reinvestment of dividends and capital gain distributions, if any. Had the Adviser not waived a portion of its fees, total returns would have been lower. |
| (3) | The ratios of expenses and net investment income to average net assets do not reflect the Funds proportionate share of expenses of underlying investment companies in which the Fund invests. |
| (4) | The recognition of investment income by the Fund is affected by the timing of the declaration of dividends by the underlying funds in which the Fund invests. |
| (5) | Net realized and unrealized gain (loss) on investments per share are balancing amounts necessary to reconcile the change in net asset value per share for the year, and may not accord with the aggregate gains and losses in the Statement of Operations due to share transactions for the year. |
| (6) | Includes 0.02% for the year ended December 31, 2023 attributed to custody overdraft fees which are not subject to waiver by the Adviser. |
| (7) | Includes 0.00% for the year ended December 31, 2024 attributed to custody overdraft fees which are not subject to waiver by the Adviser. |
See accompanying notes to financial statements.
12
| BTS Managed Income Fund |
| FINANCIAL HIGHLIGHTS |
| Per Share Data and Ratios for a Share of Beneficial Interest Outstanding Throughout Each Year |
| Class C | ||||||||||||||||||||
| For the | For the | For the | For the | For the | ||||||||||||||||
| Year Ended | Year Ended | Year Ended | Year Ended | Year Ended | ||||||||||||||||
| December 31, 2024 | December 31, 2023 | December 31, 2022 | December 31, 2021 | December 31, 2020 | ||||||||||||||||
| Net asset value, beginning of year | $ | 9.37 | $ | 9.12 | $ | 10.67 | $ | 10.93 | $ | 10.20 | ||||||||||
| Activity from investment operations: | ||||||||||||||||||||
| Net investment income (1) | 0.28 | 0.24 | 0.11 | 0.04 | 0.62 | |||||||||||||||
| Net realized and unrealized gain (loss) on investments | 0.19 | 0.16 | (5) | (1.51 | ) | (0.26 | ) | 0.25 | ||||||||||||
| Total from investment operations | 0.47 | 0.40 | (1.40 | ) | (0.22 | ) | 0.87 | |||||||||||||
| Less distributions from: | ||||||||||||||||||||
| Net investment income | (0.32 | ) | (0.15 | ) | (0.15 | ) | (0.04 | ) | (0.13 | ) | ||||||||||
| Return of capital | — | — | — | — | (0.01 | ) | ||||||||||||||
| Total distributions | (0.32 | ) | (0.15 | ) | (0.15 | ) | (0.04 | ) | (0.14 | ) | ||||||||||
| Net asset value, end of year | $ | 9.52 | $ | 9.37 | $ | 9.12 | $ | 10.67 | $ | 10.93 | ||||||||||
| Total return (2) | 5.08 | % (6) | 4.43 | % (6) | (13.15 | )% | (2.00 | )% | 8.53 | % | ||||||||||
| Net assets, at end of year (000)s | $ | 595 | $ | 222 | $ | 234 | $ | 320 | $ | 196 | ||||||||||
| Ratio of gross expenses before waiver/reimbursement to average net assets (3) | 4.68 | % (8) | 3.13 | % (7) | 2.82 | % | 2.59 | % | 3.35 | % | ||||||||||
| Ratio of net expenses to average net assets (3) | 2.50 | % (8) | 2.52 | % (7) | 2.50 | % | 2.50 | % | 2.50 | % | ||||||||||
| Ratio of net investment income before waiver/reimbursement to average net assets (3,4) | 0.68 | % | 1.83 | % | 0.78 | % | 0.25 | % | 4.69 | % | ||||||||||
| Ratio of net investment income to average net assets (3,4) | 2.90 | % | 2.56 | % | 1.10 | % | 0.34 | % | 5.54 | % | ||||||||||
| Portfolio Turnover Rate | 216 | % | 165 | % | 277 | % | 243 | % | 281 | % | ||||||||||
| (1) | Per share amounts calculated using the average shares method, which more appropriately presents the per share data for the year. |
| (2) | Total returns shown exclude the effect of applicable sales loads/redemption fees and assumes reinvestment of dividends and capital gain distributions, if any. Had the Adviser not waived a portion of its fees, total returns would have been lower. |
| (3) | The ratios of expenses and net investment income to average net assets do not reflect the Funds proportionate share of expenses of underlying investment companies in which the Fund invests. |
| (4) | The recognition of investment income by the Fund is affected by the timing of the declaration of dividends by the underlying funds in which the Fund invests. |
| (5) | Net realized and unrealized gain (loss) on investments per share are balancing amounts necessary to reconcile the change in net asset value per share for the year, and may not accord with the aggregate gains and losses in the Statement of Operations due to share transactions for the year. |
| (6) | Includes adjustments in accordance with accounting principles generally accepted in the United States of America and, consequently, the net asset value for financial reporting purposes and the returns based upon those net asset values may differ from the net asset values and returns for shareholder transactions. |
| (7) | Includes 0.02% for the year ended December 31, 2023 attributed to custody overdraft fees which are not subject to waiver by the Adviser. |
| (8) | Includes 0.00% for the year ended December 31, 2024 attributed to custody overdraft fees which are not subject to waiver by the Adviser. |
See accompanying notes to financial statements.
13
| BTS Managed Income Fund |
| FINANCIAL HIGHLIGHTS |
| Per Share Data and Ratios for a Share of Beneficial Interest Outstanding Throughout Each Year |
| Class I | ||||||||||||||||||||
| For the | For the | For the | For the | For the | ||||||||||||||||
| Year Ended | Year Ended | Year Ended | Year Ended | Year Ended | ||||||||||||||||
| December 31, 2024 | December 31, 2023 | December 31, 2022 | December 31, 2021 | December 31, 2020 | ||||||||||||||||
| Net asset value, beginning of year | $ | 9.38 | $ | 9.11 | $ | 10.66 | $ | 10.93 | $ | 10.20 | ||||||||||
| Activity from investment operations: | ||||||||||||||||||||
| Net investment income (1) | 0.35 | 0.33 | 0.21 | 0.15 | 0.22 | |||||||||||||||
| Net realized and unrealized gain (loss) on investments | 0.22 | 0.18 | (5) | (1.52 | ) | (0.27 | ) | 0.66 | ||||||||||||
| Total from investment operations | 0.57 | 0.51 | (1.31 | ) | (0.12 | ) | 0.88 | |||||||||||||
| Less distributions from: | ||||||||||||||||||||
| Net investment income | (0.41 | ) | (0.24 | ) | (0.24 | ) | (0.15 | ) | (0.14 | ) | ||||||||||
| Return of capital | — | — | — | — | (0.01 | ) | ||||||||||||||
| Total distributions | (0.41 | ) | (0.24 | ) | (0.24 | ) | (0.15 | ) | (0.15 | ) | ||||||||||
| Net asset value, end of year | $ | 9.54 | $ | 9.38 | $ | 9.11 | $ | 10.66 | $ | 10.93 | ||||||||||
| Total return (2) | 6.09 | % | 5.65 | % | (12.32 | )% | (1.14 | )% | 8.63 | % | ||||||||||
| Net assets, at end of year (000)s | $ | 6,784 | $ | 7,024 | $ | 17,634 | $ | 24,261 | $ | 19,969 | ||||||||||
| Ratio of gross expenses before waiver/reimbursement to average net assets (3) | 3.68 | % (7) | 2.13 | % (6) | 1.82 | % | 1.59 | % | 2.35 | % | ||||||||||
| Ratio of net expenses to average net assets (3) | 1.51 | % (7) | 1.52 | % (6) | 1.50 | % | 1.50 | % | 1.50 | % | ||||||||||
| Ratio of net investment income before waiver/reimbursement to average net assets (3,4) | 1.52 | % | 2.96 | % | 1.84 | % | 1.24 | % | 1.16 | % | ||||||||||
| Ratio of net investment income to average net assets (3,4) | 3.70 | % | 3.56 | % | 2.16 | % | 1.33 | % | 2.01 | % | ||||||||||
| Portfolio Turnover Rate | 216 | % | 165 | % | 277 | % | 243 | % | 281 | % | ||||||||||
| (1) | Per share amounts calculated using the average shares method, which more appropriately presents the per share data for the year. |
| (2) | Total returns shown exclude the effect of applicable sales loads/redemption fees and assumes reinvestment of dividends and capital gain distributions, if any. Had the Adviser not waived a portion of its fees, total returns would have been lower. |
| (3) | The ratios of expenses and net investment income to average net assets do not reflect the Funds proportionate share of expenses of underlying investment companies in which the Fund invests. |
| (4) | The recognition of investment income by the Fund is affected by the timing of the declaration of dividends by the underlying funds in which the Fund invests. |
| (5) | Net realized and unrealized gain (loss) on investments per share are balancing amounts necessary to reconcile the change in net asset value per share for the year, and may not accord with the aggregate gains and losses in the Statement of Operations due to share transactions for the year. |
| (6) | Includes 0.02% for the year ended December 31, 2023 attributed to custody overdraft fees which are not subject to waiver by the Adviser. |
| (7) | Includes 0.01% for the year ended December 31, 2024 attributed to custody overdraft fees which are not subject to waiver by the Adviser. |
See accompanying notes to financial statements.
14
| BTS Managed Income Fund |
| FINANCIAL HIGHLIGHTS |
| Per Share Data and Ratios for a Share of Beneficial Interest Outstanding Throughout Each Year |
| Class R | ||||||||||||||||||||
| For the | For the | For the | For the | For the | ||||||||||||||||
| Year Ended | Year Ended | Year Ended | Year Ended | Year Ended | ||||||||||||||||
| December 31, 2024 | December 31, 2023 | December 31, 2022 | December 31, 2021 | December 31, 2020 | ||||||||||||||||
| Net asset value, beginning of year | $ | 9.40 | $ | 9.14 | $ | 10.68 | $ | 10.93 | $ | 10.20 | ||||||||||
| Activity from investment operations: | ||||||||||||||||||||
| Net investment income (1) | 0.24 | 0.28 | 0.12 | 0.09 | 0.41 | |||||||||||||||
| Net realized and unrealized gain (loss) on investments | 0.28 | 0.17 | (5) | (1.48 | ) | (0.25 | ) | 0.46 | ||||||||||||
| Total from investment operations | 0.52 | 0.45 | (1.36 | ) | (0.16 | ) | 0.87 | |||||||||||||
| Less distributions from: | ||||||||||||||||||||
| Net investment income | (0.36 | ) | (0.19 | ) | (0.18 | ) | (0.09 | ) | (0.13 | ) | ||||||||||
| Return of capital | — | — | — | — | (0.01 | ) | ||||||||||||||
| Total distributions | (0.36 | ) | (0.19 | ) | (0.18 | ) | (0.09 | ) | (0.14 | ) | ||||||||||
| Net asset value, end of year | $ | 9.56 | $ | 9.40 | $ | 9.14 | $ | 10.68 | $ | 10.93 | ||||||||||
| Total return (2) | 5.56 | % | 4.99 | % | (12.72 | )% | (1.45 | )% | 8.56 | % | ||||||||||
| Net assets, at end of year (000)s | $ | 28 | $ | 122 | $ | 136 | $ | 541 | $ | 343 | ||||||||||
| Ratio of gross expenses before waiver/reimbursement to average net assets (3) | 4.18 | % (7) | 2.63 | % (6) | 2.32 | % | 2.09 | % | 2.85 | % | ||||||||||
| Ratio of net expenses to average net assets (3) | 2.00 | % (7) | 2.02 | % (6) | 2.00 | % | 2.00 | % | 2.00 | % | ||||||||||
| Ratio of net investment income before waiver/reimbursement to average net assets (3,4) | 0.33 | % | 2.29 | % | 0.92 | % | 0.75 | % | 2.89 | % | ||||||||||
| Ratio of net investment income to average net assets (3,4) | 2.49 | % | 3.01 | % | 1.19 | % | 0.84 | % | 3.74 | % | ||||||||||
| Portfolio Turnover Rate | 216 | % | 165 | % | 277 | % | 243 | % | 281 | % | ||||||||||
| (1) | Per share amounts calculated using the average shares method, which more appropriately presents the per share data for the year. |
| (2) | Total returns shown exclude the effect of applicable sales loads/redemption fees and assumes reinvestment of dividends and capital gain distributions, if any. Had the Adviser not waived a portion of its fees, total returns would have been lower. |
| (3) | The ratios of expenses and net investment income to average net assets do not reflect the Funds proportionate share of expenses of underlying investment companies in which the Fund invests. |
| (4) | The recognition of investment income by the Fund is affected by the timing of the declaration of dividends by the underlying funds in which the Fund invests. |
| (5) | Net realized and unrealized gain (loss) on investments per share are balancing amounts necessary to reconcile the change in net asset value per share for the year, and may not accord with the aggregate gains and losses in the Statement of Operations due to share transactions for the year. |
| (6) | Includes 0.02% for the year ended December 31, 2023 attributed to custody overdraft fees which are not subject to waiver by the Adviser. |
| (7) | Includes 0.00% for the year ended December 31, 2024 attributed to custody overdraft fees which are not subject to waiver by the Adviser. |
See accompanying notes to financial statements.
15
| BTS Tactical Fixed Income Fund |
| FINANCIAL HIGHLIGHTS |
| Per Share Data and Ratios for a Share of Beneficial Interest Outstanding Throughout Each Year |
| Class A | ||||||||||||||||||||
| For the | For the | For the | For the | For the | ||||||||||||||||
| Year Ended | Year Ended | Year Ended | Year Ended | Year Ended | ||||||||||||||||
| December 31, 2024 | December 31, 2023 | December 31, 2022 | December 31, 2021 | December 31, 2020 | ||||||||||||||||
| Net asset value, beginning of year | $ | 7.72 | $ | 7.83 | $ | 9.17 | $ | 9.53 | $ | 9.46 | ||||||||||
| Activity from investment operations: | ||||||||||||||||||||
| Net investment income (1) | 0.32 | 0.24 | 0.15 | 0.14 | 0.07 | |||||||||||||||
| Net realized and unrealized gain (loss) on investments | 0.08 | (0.08 | ) | (1.32 | ) | (0.34 | ) | 0.07 | ||||||||||||
| Total from investment operations | 0.40 | 0.16 | (1.17 | ) | (0.20 | ) | 0.14 | |||||||||||||
| Less distributions from: | ||||||||||||||||||||
| Net investment income | (0.34 | ) | (0.27 | ) | (0.17 | ) | (0.16 | ) | (0.07 | ) | ||||||||||
| Total distributions | (0.34 | ) | (0.27 | ) | (0.17 | ) | (0.16 | ) | (0.07 | ) | ||||||||||
| Net asset value, end of year | $ | 7.78 | $ | 7.72 | $ | 7.83 | $ | 9.17 | $ | 9.53 | ||||||||||
| Total return (2) | 5.29 | % | 2.10 | % | (12.80 | )% | (2.18 | )% | 1.43 | % | ||||||||||
| Net assets, at end of year (000s) | $ | 13,434 | $ | 19,236 | $ | 29,097 | $ | 46,556 | $ | 81,714 | ||||||||||
| Ratio of expenses to average net assets (3) | 1.94 | % | 1.73 | % | 1.65 | % | 1.54 | % | 1.47 | % | ||||||||||
| Ratio of net investment income to average net assets (3,4) | 4.13 | % | 3.10 | % | 1.78 | % | 1.46 | % | 0.75 | % | ||||||||||
| Portfolio Turnover Rate | 32 | % | 463 | % | 899 | % | 513 | % | 1655 | % | ||||||||||
| (1) | Per share amounts calculated using the average shares method, which more appropriately presents the per share data for the year. |
| (2) | Total returns shown exclude the effect of applicable sales loads/redemption fees and assumes reinvestment of dividends and capital gain distributions, if any. |
| (3) | The ratios of expenses and net investment income to average net assets do not reflect the Funds proportionate share of expenses of underlying investment companies in which the Fund invests. |
| (4) | The recognition of investment income by the Fund is affected by the timing of the declaration of dividends by the underlying funds in which the Fund invests. |
See accompanying notes to financial statements.
16
| BTS Tactical Fixed Income Fund |
| FINANCIAL HIGHLIGHTS |
| Per Share Data and Ratios for a Share of Beneficial Interest Outstanding Throughout Each Year |
| Class C | ||||||||||||||||||||
| For the | For the | For the | For the | For the | ||||||||||||||||
| Year Ended | Year Ended | Year Ended | Year Ended | Year Ended | ||||||||||||||||
| December 31, 2024 | December 31, 2023 | December 31, 2022 | December 31, 2021 | December 31, 2020 | ||||||||||||||||
| Net asset value, beginning of year | $ | 7.65 | $ | 7.76 | $ | 9.10 | $ | 9.47 | $ | 9.42 | ||||||||||
| Activity from investment operations: | ||||||||||||||||||||
| Net investment income (1) | 0.27 | 0.18 | 0.09 | 0.07 | 0.00 | (5) | ||||||||||||||
| Net realized and unrealized gain (loss) on investments | 0.08 | (0.08 | ) | (1.31 | ) | (0.35 | ) | 0.06 | ||||||||||||
| Total from investment operations | 0.35 | 0.10 | (1.22 | ) | (0.28 | ) | 0.06 | |||||||||||||
| Less distributions from: | ||||||||||||||||||||
| Net investment income | (0.29 | ) | (0.21 | ) | (0.12 | ) | (0.09 | ) | (0.01 | ) | ||||||||||
| Total distributions | (0.29 | ) | (0.21 | ) | (0.12 | ) | (0.09 | ) | (0.01 | ) | ||||||||||
| Net asset value, end of year | $ | 7.71 | $ | 7.65 | $ | 7.76 | $ | 9.10 | $ | 9.47 | ||||||||||
| Total return (2) | 4.54 | % | 1.33 | % | (13.43 | )% | (2.96 | )% | 0.67 | % | ||||||||||
| Net assets, at end of year (000s) | $ | 13,175 | $ | 16,074 | $ | 22,295 | $ | 38,380 | $ | 63,806 | ||||||||||
| Ratio of expenses to average net assets (3) | 2.69 | % | 2.48 | % | 2.40 | % | 2.29 | % | 2.22 | % | ||||||||||
| Ratio of net investment income to average net assets (3,4) | 3.44 | % | 2.40 | % | 0.99 | % | 0.79 | % | 0.00 | % | ||||||||||
| Portfolio Turnover Rate | 32 | % | 463 | % | 899 | % | 513 | % | 1655 | % | ||||||||||
| (1) | Per share amounts calculated using the average shares method, which more appropriately presents the per share data for the year. |
| (2) | Total returns shown exclude the effect of applicable sales loads/redemption fees and assumes reinvestment of dividends and capital gain distributions, if any. |
| (3) | The ratios of expenses and net investment income to average net assets do not reflect the Funds proportionate share of expenses of underlying investment companies in which the Fund invests. |
| (4) | The recognition of investment income by the Fund is affected by the timing of the declaration of dividends by the underlying funds in which the Fund invests. |
| (5) | Represents less than $0.005 per share. |
See accompanying notes to financial statements.
17
| BTS Tactical Fixed Income Fund |
| FINANCIAL HIGHLIGHTS |
| Per Share Data and Ratios for a Share of Beneficial Interest Outstanding Throughout Each Year |
| Class I | ||||||||||||||||||||
| For the | For the | For the | For the | For the | ||||||||||||||||
| Year Ended | Year Ended | Year Ended | Year Ended | Year Ended | ||||||||||||||||
| December 31, 2024 | December 31, 2023 | December 31, 2022 | December 31, 2021 | December 31, 2020 | ||||||||||||||||
| Net asset value, beginning of year | $ | 7.69 | $ | 7.80 | $ | 9.13 | $ | 9.50 | $ | 9.43 | ||||||||||
| Activity from investment operations: | ||||||||||||||||||||
| Net investment income (1) | 0.34 | 0.26 | 0.16 | 0.17 | 0.10 | |||||||||||||||
| Net realized and unrealized gain (loss) on investments | 0.08 | (0.08 | ) | (1.30 | ) | (0.36 | ) | 0.06 | ||||||||||||
| Total from investment operations | 0.42 | 0.18 | (1.14 | ) | (0.19 | ) | 0.16 | |||||||||||||
| Less distributions from: | ||||||||||||||||||||
| Net investment income | (0.36 | ) | (0.29 | ) | (0.19 | ) | (0.18 | ) | (0.09 | ) | ||||||||||
| Total distributions | (0.36 | ) | (0.29 | ) | (0.19 | ) | (0.18 | ) | (0.09 | ) | ||||||||||
| Net asset value, end of year | $ | 7.75 | $ | 7.69 | $ | 7.80 | $ | 9.13 | $ | 9.50 | ||||||||||
| Total return (2) | 5.59 | % | 2.38 | % | (12.51 | )% | (2.03 | )% | 1.69 | % | ||||||||||
| Net assets, at end of year (000s) | $ | 31,288 | $ | 38,059 | $ | 66,555 | $ | 153,501 | $ | 321,023 | ||||||||||
| Ratio of expenses to average net assets (3) | 1.69 | % | 1.48 | % | 1.40 | % | 1.29 | % | 1.22 | % | ||||||||||
| Ratio of net investment income to average net assets (3,4) | 4.42 | % | 3.28 | % | 1.85 | % | 1.77 | % | 1.09 | % | ||||||||||
| Portfolio Turnover Rate | 32 | % | 463 | % | 899 | % | 513 | % | 1655 | % | ||||||||||
| (1) | Per share amounts calculated using the average shares method, which more appropriately presents the per share data for the year. |
| (2) | Total returns shown exclude the effect of applicable sales loads/redemption fees and assumes reinvestment of dividends and capital gain distributions, if any. |
| (3) | The ratios of expenses and net investment income to average net assets do not reflect the Funds proportionate share of expenses of underlying investment companies in which the Fund invests. |
| (4) | The recognition of investment income by the Fund is affected by the timing of the declaration of dividends by the underlying funds in which the Fund invests. |
See accompanying notes to financial statements.
18
| BTS Tactical Fixed Income Fund |
| FINANCIAL HIGHLIGHTS |
| Per Share Data and Ratios for a Share of Beneficial Interest Outstanding Throughout Each Year |
| Class R | ||||||||||||||||||||
| For the | For the | For the | For the | For the | ||||||||||||||||
| Year Ended | Year Ended | Year Ended | Year Ended | Year Ended | ||||||||||||||||
| December 31, 2024 | December 31, 2023 | December 31, 2022 | December 31, 2021 | December 31, 2020 | ||||||||||||||||
| Net asset value, beginning of year | $ | 7.69 | $ | 7.80 | $ | 9.13 | $ | 9.50 | $ | 9.44 | ||||||||||
| Activity from investment operations: | ||||||||||||||||||||
| Net investment income (1) | 0.31 | 0.21 | 0.12 | 0.12 | 0.05 | |||||||||||||||
| Net realized and unrealized gain (loss) on investments | 0.08 | (0.07 | ) | (1.30 | ) | (0.36 | ) | 0.06 | ||||||||||||
| Total from investment operations | 0.39 | 0.14 | (1.18 | ) | (0.24 | ) | 0.11 | |||||||||||||
| Less distributions from: | ||||||||||||||||||||
| Net investment income | (0.32 | ) | (0.25 | ) | (0.15 | ) | (0.13 | ) | (0.05 | ) | ||||||||||
| Total distributions | (0.32 | ) | (0.25 | ) | (0.15 | ) | (0.13 | ) | (0.05 | ) | ||||||||||
| Net asset value, end of year | $ | 7.76 | $ | 7.69 | $ | 7.80 | $ | 9.13 | $ | 9.50 | ||||||||||
| Total return (2) | 5.16 | % (5) | 1.83 | % (5) | (12.93 | )% | (2.55 | )% | 1.22 | % | ||||||||||
| Net assets, at end of year (000s) | $ | 652 | $ | 945 | $ | 1,771 | $ | 3,302 | $ | 5,674 | ||||||||||
| Ratio of expenses to average net assets (3) | 2.19 | % | 1.98 | % | 1.90 | % | 1.79 | % | 1.72 | % | ||||||||||
| Ratio of net investment income to average net assets (3,4) | 3.89 | % | 2.78 | % | 1.49 | % | 1.25 | % | 0.55 | % | ||||||||||
| Portfolio Turnover Rate | 32 | % | 463 | % | 899 | % | 513 | % | 1655 | % | ||||||||||
| (1) | Per share amounts calculated using the average shares method, which more appropriately presents the per share data for the year. |
| (2) | Total returns shown exclude the effect of applicable sales loads/redemption fees and assumes reinvestment of dividends and capital gain distributions, if any. |
| (3) | The ratios of expenses and net investment income to average net assets do not reflect the Funds proportionate share of expenses of underlying investment companies in which the Fund invests. |
| (4) | The recognition of investment income by the Fund is affected by the timing of the declaration of dividends by the underlying funds in which the Fund invests. |
| (5) | Includes adjustments in accordance with accounting principles generally accepted in the United States of America and, consequently, the net asset value for financial reporting purposes and the returns based upon those net asset values may differ from the net asset values and returns for shareholder transactions. |
See accompanying notes to financial statements.
19
| BTS Enhanced Equity Income Fund |
| FINANCIAL HIGHLIGHTS |
| Per Share Data and Ratios for a Share of Beneficial Interest Outstanding Throughout Each Period |
| Period Ended December 31, 2024 | Class A (1) | Class I (2) | ||||||
| Net asset value, beginning of period | $ | 10.78 | $ | 10.00 | ||||
| Activity from investment operations: | ||||||||
| Net investment income (3) | 0.04 | 0.10 | ||||||
| Net realized and unrealized gain (loss) on investments | (0.68 | ) | 0.05 | (9) | ||||
| Total from investment operations | (0.64 | ) | 0.15 | |||||
| Less distributions from: | ||||||||
| Net investment income | (0.08 | ) | (0.09 | ) | ||||
| Net realized gains | (0.05 | ) | (0.05 | ) | ||||
| Total distributions | (0.13 | ) | (0.14 | ) | ||||
| Net asset value, end of period | $ | 10.01 | $ | 10.01 | ||||
| Total return (4,7) | (6.02 | )% | 1.48 | % | ||||
| Net assets, at end of period (000s) | $ | 99 | $ | 7,835 | ||||
| Ratio of gross expenses before waiver/reimbursement to average net assets (5,8) | 3.30 | % | 5.12 | % | ||||
| Ratio of net expenses to average net assets (5,8) | 1.55 | % | 1.30 | % | ||||
| Ratio of net investment loss before waiver/reimbursement to average net assets (5,6,8) | (0.31 | )% | (1.95 | )% | ||||
| Ratio of net investment income to average net assets (5,6,8) | 1.44 | % | 1.86 | % | ||||
| Portfolio Turnover Rate (7) | 113 | % | 113 | % | ||||
| (1) | The BTS Enhanced Equity Income Fund Class I shares commenced operations on June 28, 2024. |
| (2) | The BTS Enhanced Equity Income Fund Class A shares commenced operations on October 4, 2024. |
| (3) | Per share amounts calculated using the average shares method, which more appropriately presents the per share data for the period. |
| (4) | Total returns shown exclude the effect of applicable sales loads/redemption fees and assumes reinvestment of dividends and capital gain distributions, if any. |
| (5) | The ratios of expenses and net investment income to average net assets do not reflect the Funds proportionate share of expenses of underlying investment companies in which the Fund invests. |
| (6) | The recognition of investment income by the Fund is affected by the timing of the declaration of dividends by the underlying funds in which the Fund invests. |
| (7) | Not annualized for periods less than one year. |
| (8) | Annualized for periods less than one year. |
| (9) | Net realized and unrealized gain (loss) on investments per share are balancing amounts necessary to reconcile the change in net asset value per share for the period, and may anot accord with the aggregate gains and losses in the Statement of Operations due to share transactions for the period. |
See accompanying notes to financial statements.
20
BTS Funds
NOTES TO FINANCIAL STATEMENTS
December 31, 2024
| 1. | ORGANIZATION |
BTS Managed Income Fund (Managed Income Fund), BTS Tactical Fixed Income Fund (Fixed Income Fund), and BTS Enhanced Equity Income Fund (Enhanced Equity Income Fund), (each a Fund and together, the Funds), are a diversified series of shares of beneficial interest of Northern Lights Fund Trust (the Trust), a trust organized under the laws of the State of Delaware on January 19, 2005 and registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company. The Managed Income Fund commenced operations on January 25, 2019, the Fixed Income Fund commenced operations on May 31, 2013 and the Enhanced Equity Income Fund commenced operations on June 28, 2024. The Managed Income Fund and the Fixed Income Fund investment objectives seek to provide total return. The Enhanced Equity Income Fund investment objective seeks growth and income.
Managed Income Fund and Fixed Income Fund currently offers four classes of shares: Class A shares, Class C shares, Class I shares and Class R shares. The Enhanced Equity Income Fund currently offers two classes of shares: Class A shares and Class I shares. The Enhanced Equity Income Fund also has Class C shares and Class R shares which were not offered during the period. The Managed Income Funds Class A shares, Class C shares, Class I shares and Class R shares commenced operations on January 25, 2019. For the Fixed Income Fund the Class A shares and Class C shares commenced operations on May 31, 2013, Class I shares commenced operations on May 27, 2015 and Class R shares commenced operations on May 5, 2015. The Enhanced Equity Income Fund Class A commenced operation on October 4, 2024 and Class I commenced operations on June 28, 2024. Class A shares of each Fund are offered at net asset value plus a maximum sales charge of 3.75% for each Fund. Class C shares, Class I shares and Class R shares are offered at net asset value. Each class of shares of the Funds has identical rights and privileges, except with respect to arrangements pertaining to shareholder servicing or distribution, class-related expenses, voting rights on matters affecting a single class of shares, and the exchange privilege of each class of shares. The Funds share classes differ in the fees and expenses charged to shareholders. The Funds income, expenses (other than class specific distribution fees) and realized and unrealized gains and losses are allocated proportionately each day based upon the relative net assets of each class. Managed Income Fund and Fixed Income Fund are fund of funds, in that they will generally invest in other investment companies.
| 2. | SIGNIFICANT ACCOUNTING POLICIES |
The following is a summary of significant accounting policies followed by the Funds in the preparation of their financial statements. These policies are in conformity with generally accepted accounting principles in the United States of America (GAAP). The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of increases and decreases in net assets from operations during the reporting period. Actual results could differ from those estimates. The Funds are investment companies and accordingly follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (FASB) Accounting Standards Codification Topic 946 Financial Services – Investment Companies, including FASB Accounting Standards Update (ASU) 2013-08.
Operating Segments - The Funds have adopted Financial Accounting Standards Board (FASB) Accounting Standards Update 2023-07, Segment Reporting (Topic 280) - Improvements to Reportable Segment Disclosures (ASU 2023-07). Adoption of the standard impacted financial statement disclosures only and did not affect each Funds financial position or the results of its operations. An operating segment is defined in Topic 280 as a component of a public entity that engages in business activities from which it may recognize revenues and incur expenses, has operating results that are regularly reviewed by the public entitys chief operating decision maker (CODM) to make decisions about resources to be allocated to the segment and assess its performance, and has discrete financial information available. The CODM is comprised of the portfolio manager and Chief Financial Officer of the Funds. Each Fund operates as a single operating segment. Each Funds income, expenses, assets, changes in net assets resulting from operations and performance are regularly monitored and assessed as a whole by the CODM responsible for oversight functions of each Fund, using the information presented in the financial statements and financial highlights.
Securities Valuation – Securities listed on an exchange are valued at the last reported sale price at the close of the regular trading session of the primary exchange on the business day the value is being determined, or in the case of securities listed on NASDAQ at the NASDAQ Official Closing Price (NOCP). In the absence of a sale, such securities shall be valued at the mean between the current bid and ask prices on the day of valuation. Debt securities (other than short-term obligations)
21
BTS Funds
NOTES TO FINANCIAL STATEMENTS (Continued)
December 31, 2024
are valued each day by an independent pricing service approved by the Trusts Board of Trustees (the Board) based on methods which include consideration of: yields or prices of securities of comparable quality, coupon, maturity and type, indications as to values from dealers, and general market conditions or market quotations from a major market maker in the securities. Investments valued in currencies other than the U.S. dollar are converted to U.S. dollars using exchange rates obtained from pricing services. Short-term debt obligations having 60 days or less remaining until maturity, at time of purchase, may be valued at amortized cost. Investments in open-end investment companies are valued at net asset value.
Valuation of Underlying Funds – The Funds may invest in portfolios of open-end or closed- end investment companies (the Underlying Funds). The Underlying Funds value securities in their portfolios for which market quotations are readily available at their market values (generally the last reported sale price) and all other securities and assets at their fair value to the methods established by the board of directors of the Underlying Funds.Open-end investment companies are valued at their respective net asset values as reported by such investment companies. The shares of many closed-end investment companies, after their initial public offering, frequently trade at a price per share, which is different than the net asset value per share. The difference represents a market premium or market discount of such shares. There can be no assurances that the market discount or market premium on shares of any closed-end investment company purchased by the Funds will not change.
Exchange Traded Funds – The Funds may invest in exchange traded funds (ETFs). ETFs are a type of fund bought and sold on a securities exchange. An ETF trades like common stock and represents a fixed portfolio of securities designed to track the performance and dividend yield of a particular domestic or foreign market index. The Funds may purchase an ETF to gain exposure to a portion of the U.S. or a foreign market. The risks of owning an ETF generally reflect the risks of owning the underlying securities they are designed to track, although the lack of liquidity on an ETF could result in it being more volatile. Additionally, ETFs have fees and expenses that reduce their value.
The Funds may hold investments, such as private investments, interests in commodity pools, other non-traded securities or temporarily illiquid securities, for which market quotations are not readily available or are determined to be unreliable. These investments will be valued using the fair value procedures approved by the Board. The Board has delegated execution of these procedures to the adviser as its valuation designee (the Valuation Designee). The Board may also enlist third party consultants such a valuation specialist at a public accounting firm, valuation consultant or financial officer of a security issuer on an as-needed basis to assist the Valuation Designee in determining a security-specific fair value. The Board is responsible for reviewing and approving fair value methodologies utilized by the Valuation Designee, which approval shall be based upon whether the Valuation Designee followed the valuation procedures established by the Board.
Fair Valuation Process – The applicable investments are valued by the Valuation Designee pursuant to valuation procedures established by the Board. For example, fair value determinations are required for the following securities: (i) securities for which market quotations are insufficient or not readily available on a particular business day (including securities for which there is a short and temporary lapse in the provision of a price by the regular pricing source); (ii) securities for which, in the judgment of the Valuation Designee, the prices or values available do not represent the fair value of the instrument; factors which may cause the Valuation Designee to make such a judgment include, but are not limited to, the following: only a bid price or an asked price is available; the spread between bid and asked prices is substantial; the frequency of sales; the thinness of the market; the size of reported trades; and actions of the securities markets, such as the suspension or limitation of trading; (iii) securities determined to be illiquid; and (iv) securities with respect to which an event that will affect the value thereof has occurred (a significant event) since the closing prices were established on the principal exchange on which they are traded, but prior to a Funds calculation of its net asset value. Specifically, interests in commodity pools or managed futures pools are valued on a daily basis by reference to the closing market prices of each futures contract or other asset held by a pool, as adjusted for pool expenses. Restricted or illiquid securities, such as private investments or non-traded securities are valued based upon the current bid for the security from two or more independent dealers or other parties reasonably familiar with the facts and circumstances of the security (who should take into consideration all relevant factors as may be appropriate under the circumstances). If a current bid from such independent dealers or other independent parties is unavailable, the Valuation Designee shall determine, the fair value of such security using the following factors: (i) the type of security; (ii) the cost at date of purchase; (iii) the size and nature of a Funds holdings; (iv) the discount from market value of unrestricted securities of the same class at the time of purchase and subsequent thereto; (v) information as to any transactions or offers with respect to the security; (vi) the nature and duration of restrictions on disposition of the security and the existence of any registration rights; (vii) how the yield of the security compares to similar securities of companies of similar or equal creditworthiness; (viii) the level of recent trades of similar or comparable securities; (ix) the liquidity characteristics
22
BTS Funds
NOTES TO FINANCIAL STATEMENTS (Continued)
December 31, 2024
of the security; (x) current market conditions; and (xi) the market value of any securities into which the security is convertible or exchangeable.
The Funds utilize various methods to measure the fair value of all of its investments on a recurring basis. GAAP establishes a hierarchy that prioritizes inputs to valuation methods. The three levels of input are:
Level 1 – Unadjusted quoted prices in active markets for identical assets and liabilities that a Fund has the ability to access.
Level 2 – Observable inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly. These inputs may include quoted prices for the identical instrument in an inactive market, prices for similar instruments, interest rates, prepayment speeds, credit risk, yield curves, default rates and similar data.
Level 3 – Unobservable inputs for the asset or liability, to the extent relevant observable inputs are not available, representing a Funds own assumptions about the assumptions a market participant would use in valuing the asset or liability, and would be based on the best information available.
The availability of observable inputs can vary from security to security and is affected by a wide variety of factors, including, for example, the type of security, whether the security is new and not yet established in the marketplace, the liquidity of markets, and other characteristics particular to the security. To the extent that valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. Accordingly, the degree of judgment exercised in determining fair value is greatest for instruments categorized in Level 3.
The inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, for disclosure purposes, the level in the fair value hierarchy within which the fair value measurement falls in its entirety, 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. The following tables, summarizes the inputs used as of December 31, 2024 for the Funds investments measured at fair value:
| Managed Income Fund | ||||||||||||||||
| Assets * | Level 1 | Level 2 | Level 3 | Total | ||||||||||||
| Exchange-Traded Funds | $ | 7,399,758 | $ | — | $ | — | $ | 7,399,758 | ||||||||
| Money Market Fund | 111,920 | — | — | 111,920 | ||||||||||||
| Total Investments | $ | 7,511,678 | $ | — | $ | — | $ | 7,511,678 | ||||||||
| Fixed Income Fund | ||||||||||||||||
| Assets * | Level 1 | Level 2 | Level 3 | Total | ||||||||||||
| Exchange-Traded Funds | $ | 58,525,864 | $ | — | $ | — | $ | 58,525,864 | ||||||||
| Collateral for Securities Loaned | 11,770,000 | — | — | 11,770,000 | ||||||||||||
| Money Market Fund | 198,426 | — | — | 198,426 | ||||||||||||
| Total Investments | $ | 70,494,290 | $ | — | $ | — | $ | 70,494,290 | ||||||||
| Enhanced Equity Income Fund | ||||||||||||||||
| Assets * | Level 1 | Level 2 | Level 3 | Total | ||||||||||||
| Common Stocks | $ | 7,131,473 | $ | — | $ | — | $ | 7,131,473 | ||||||||
| Exchange-Traded Funds | 632,830 | — | — | 632,830 | ||||||||||||
| Money Market Fund | 122,711 | — | — | 122,711 | ||||||||||||
| Total Investments | $ | 7,887,014 | $ | — | $ | — | $ | 7,887,014 | ||||||||
The Funds did not hold any Level 2 or Level 3 securities during the year and period.
| * | Please refer to the Schedule of Investments for Classification. |
Security Transactions and Related Income – Security transactions are accounted for on trade date. Interest income is recognized on an accrual basis. Discounts are accreted and premiums are amortized on securities purchased over the lives of the respective securities. Dividend income is recorded on the ex-dividend date. Realized gains or losses from sales of securities are determined by comparing the identified cost of the security lot sold with the net sales proceeds.
23
BTS Funds
NOTES TO FINANCIAL STATEMENTS (Continued)
December 31, 2024
Dividends and Distributions to Shareholders – Dividends from net investment income, if any, are declared and paid quarterly. Distributable net realized capital gains, if any, are declared and distributed annually. Dividends from net investment income and distributions from net realized gains are recorded on the ex-dividend date and are determined in accordance with federal income tax regulations, which may differ from GAAP. These book/tax differences are considered either temporary (i.e., deferred losses, capital loss carry forwards) or permanent in nature. To the extent these differences are permanent in nature, such amounts are reclassified within the composition of net assets based on the Federal tax-basis treatment; temporary differences do not require reclassification. These reclassifications have no effect on net assets, results from operations or net asset value per share of the Funds.
Federal Income Tax – Each Fund intends to comply with the requirements of the Internal Revenue Code applicable to regulated investment companies and to distribute all of its taxable income to its shareholders. Therefore, no federal income tax provision is required. The Funds recognize the tax benefits of uncertain tax positions only where the position is more likely than not to be sustained assuming examination by tax authorities. Management has analyzed the Funds tax positions and has concluded that no liability for unrecognized tax benefits should be recorded related to uncertain tax positions taken on returns filed for open tax years ended December 31, 2021 to December 31, 2023 or expected to be taken in the Funds December 31, 2024 year-end tax return. The Funds identify their major tax jurisdictions as U.S. federal, Ohio and foreign jurisdictions where the Funds may make significant investments. The Funds are not aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will change materially in the next twelve months.
Expenses – Expenses of the Trust that are directly identifiable to a specific fund are charged to that fund. Expenses which are not readily identifiable to a specific fund are allocated in such a manner as deemed equitable, taking into consideration the nature and type of expense and the relative sizes of the funds in the Trust.
Indemnification – The Trust indemnifies its officers and Trustees for certain liabilities that may arise from the performance of their duties to the Trust. Additionally, in the normal course of business, the Funds enter into contracts that contain a variety of representations and warranties and which provide general indemnities. The Funds maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Funds that have not yet occurred. However, based on experience, the risk of loss due to these warranties and indemnities appears to be remote.
Cash and Cash Equivalents - Cash and cash equivalents are held with a financial institution. The assets of the Funds may be placed in deposit accounts at U.S. banks and such deposits generally exceed Federal Deposit Insurance Corporation (FDIC) insurance limits. The FDIC insures deposit accounts up to $250,000 for each accountholder. The counterparty is generally a single bank rather than a group of financial institutions; thus, there may be a greater counterparty credit risk. The Funds place deposits only with those counterparties which are believed to be creditworthy and there has been no history of loss.
Securities Lending Risk – The Funds may lend portfolio securities to institutions, such as banks and certain broker-dealers. A Fund may experience a loss or delay in the recovery of its securities if the borrowing institution breaches its agreement with the Fund (see additional information at Note 7).
Market and Geopolitical Risk – The increasing interconnectivity between global economies and financial markets increases the likelihood that events or conditions in one region or financial market may adversely impact issuers in a different country, region or financial market. Securities in the Funds portfolio may underperform due to inflation (or expectations for inflation), interest rates, global demand for particular products or resources, natural disasters, climate-change and climate-related events, pandemics, epidemics, terrorism, regulatory events and governmental or quasi-governmental actions. The occurrence of global events similar to those in recent years may result in market volatility and may have long term effects on both the U.S. and global financial markets. It is not known how long such impacts, or any future impacts of other significant events described above, will or would last, but there could be a prolonged period of global economic slowdown, which may impact your investment in the Funds.
24
BTS Funds
NOTES TO FINANCIAL STATEMENTS (Continued)
December 31, 2024
| 3. | INVESTMENT TRANSACTIONS |
For the year and period ended December 31, 2024, cost of purchases and proceeds from sales of portfolio securities, other than short-term investments were as follows:
| Purchases | Sales | |||||||
| Managed Income Fund | $ | 16,811,984 | $ | 17,053,642 | ||||
| Fixed Income Fund | 21,086,635 | 37,462,282 | ||||||
| Enhanced Equity Income Fund | 13,273,688 | 5,076,436 | ||||||
| 4. | INVESTMENT ADVISORY AGREEMENT AND TRANSACTIONS WITH RELATED PARTIES |
BTS Asset Management, Inc. serves as the Funds investment advisor (the Advisor). Pursuant to an investment advisory agreement with the Trust, on behalf of the Funds, the Advisor, under the supervision of the Board, oversees the daily operations of the Funds and supervises the performance of administrative and professional services provided by others. As compensation for its services and the related expenses borne by the Advisor, the Managed Income Fund pays the Advisor an investment advisory fee, computed and accrued daily and paid monthly, at an annual rate of 0.65% of the Managed Income Funds average daily net assets. As compensation for its services and the related expenses borne by the Advisor, the Fixed Income Fund pays the Advisor an investment advisory fee, computed and accrued daily and paid monthly, at an annual rate of 1.00% of the Fixed Income Funds average daily net assets. As compensation for its services and the related expenses borne by the Advisor, the Enhance Equity Income Fund pays the Advisor an investment advisory fee, computed and accrued daily and paid monthly, at an annual rate of 0.60% of the Enhanced Equity Income Funds average daily net assets. For the year and period ended December 31, 2024, the Funds incurred fees as follows:
| Advisory Fees | ||||
| Managed Income Fund | $ | 52,346 | ||
| Fixed Income Fund | 661,877 | |||
| Enhanced Equity Income Fund | 13,666 | |||
Pursuant to a written contract (the Waiver Agreement), the Advisor has agreed, at least until April 30, 2025 for Managed Income Fund and Fixed Income Fund, and at least until April 30, 2026 for Enhanced Equity Income Fund to waive all or part of its advisory fees and/or make payments to limit the Funds expenses (exclusive of any front-end or contingent deferred loads, brokerage fees and commissions, acquired fund fees and expenses, fees and expenses associated with investments in other collective investment vehicles or derivative instruments (including for example option and swap fees and expenses), borrowing costs (such as interest and dividend expense on securities sold short), taxes, and extraordinary expenses, such as litigation expenses (which may include indemnification of Fund officers and Trustees, contractual indemnification of the Funds service providers (other than the Advisor))), so that the annual operating expenses of Managed Income Fund do not exceed 1.75%, 2.50%, 1.50% and 2.00% of the average daily net assets of the Managed Income Funds Class A, Class C, Class I and Class R shares respectively, and that the total annual operating expenses of the Fixed Income Fund do not exceed 2.00%, 2.75%, 1.75%, and 2.25% of the average daily net assets of the Fixed Income Funds Class A, Class C, Class I, and Class R shares, respectively, and that the annual operating expenses of Enhanced Equity Income Fund do not exceed 1.55%, 2.30%, 1.30% and 1.80% of the average daily net assets of the Enhanced Equity Income Funds Class A, Class C, Class I and Class R shares respectively. Contractual waivers and expense payments may be recouped by the Advisor from the Funds to the extent that overall expenses fall below the expense limitation, within three years of when the amounts were waived.
For the year and period ended December 31, 2024, the Advisor waived fees and reimbursed expenses pursuant to the Waiver Agreement as follows:
| Advisory Fees Waived | ||||
| Managed Income Fund | $ | 175,420 | ||
| Fixed Income Fund | — | |||
| Enhanced Equity Income Fund | 86,903 | |||
25
BTS Funds
NOTES TO FINANCIAL STATEMENTS (Continued)
December 31, 2024
As of December 31, 2024, the Advisor may recapture all or a portion of the waived fees no later than the date stated below:
| December 31, 2025 | December 31, 2026 | December 31, 2027 | Total | |||||||||||||
| Managed Income Fund | $ | 73,687 | $ | 99,003 | $ | 175,420 | $ | 348,110 | ||||||||
| Fixed Income Fund | — | — | — | — | ||||||||||||
| Enhanced Equity Income Fund | — | — | 86,903 | 86,903 | ||||||||||||
Distributor – The distributor of the Funds is Northern Lights Distributors, LLC (the Distributor). The Trust has adopted, on behalf of the Funds, the Trusts Master Distribution and Shareholder Servicing Plans (the Plans), as amended, for Class A, Class C and Class R shares pursuant to Rule 12b-1 under the 1940 Act, to pay for certain distribution activities and shareholder services. Under the Plan, the Funds may pay an annual rate of 0.25% of the average daily net assets of the Funds Class A shares, 1.00% of the average daily net assets for the Funds Class C shares, and 0.50% of the average daily net assets for the Funds Class R shares for distribution and shareholder service activities. For the year and period ended December 31, 2024, the Funds incurred distribution fees as follows:
| Class A | Class C | Class R | ||||||||||
| Managed Income Fund | $ | 545 | $ | 4,237 | $ | 184 | ||||||
| Fixed Income Fund | 39,340 | 145,599 | 3,827 | |||||||||
| Enhanced Equity Income Fund | 61 | — | — | |||||||||
The Distributor acts as the Funds principal underwriter in a continuous public offering of the Funds shares. For the year and period ended December 31, 2024, the Distributor received underwriter commissions for sales of the Funds Class A shares as follows:
| Amount | ||||||||
| Underwriter | Retained By | |||||||
| Commissions | Principal Underwriter | |||||||
| Managed Income Fund | $ | — | $ | — | ||||
| Fixed Income Fund | 73 | 10 | ||||||
| Enhanced Equity Income Fund | 188 | 25 | ||||||
In addition, certain affiliates of the Distributor provide services to the Funds as follows:
Ultimus Fund Solutions, LLC (UFS), an affiliate of the Distributor, provides administration, fund accounting, and transfer agent services to the Trust. Pursuant to a separate servicing agreement with UFS, the Funds pay UFS customary fees for providing administration, fund accounting and transfer agency services to the Funds. Certain officers of the Trust are also officers of UFS and are not paid any fees directly by the Funds for serving in such capacities.
Northern Lights Compliance Services, LLC (NLCS), an affiliate of UFS and the Distributor, provides a Chief Compliance Officer to the Trust, as well as related compliance services, pursuant to a consulting agreement between NLCS and the Trust. Under the terms of such agreement, NLCS receives customary fees from the Fund.
Blu Giant, LLC (Blu Giant), an affiliate of UFS and the Distributor, provides EDGAR conversion and filing services as well as print management services for the Fund on an ad-hoc basis. For the provision of these services, Blu Giant receives customary fees from the Funds.
| 5. | AGGREGATE UNREALIZED APPRECIATION AND DEPRECIATION – TAX BASIS |
| Gross | Gross | Net Unrealized | ||||||||||||||
| Tax | Unrealized | Unrealized | Appreciation | |||||||||||||
| Cost | Appreciation | Depreciation | (Depreciation) | |||||||||||||
| Managed Income Fund | $ | 7,448,749 | $ | 90,263 | $ | (27,334 | ) | $ | 62,929 | |||||||
| Fixed Income Fund | 67,926,231 | 2,643,933 | (75,874 | ) | 2,568,059 | |||||||||||
| Enhanced Equity Income Fund | 8,068,708 | 101,939 | (283,633 | ) | (181,694 | ) | ||||||||||
26
BTS Funds
NOTES TO FINANCIAL STATEMENTS (Continued)
December 31, 2024
| 6. | DISTRIBUTIONS TO SHAREHOLDERS AND TAX COMPONENTS OF CAPITAL |
The tax character of fund distributions paid for the year and period ended December 31, 2024, and December 31, 2023, was as follows:
| For fiscal year and period ended | Ordinary | Long-Term | Return of | |||||||||||||
| 12/31/2024 | Income | Capital Gains | Capital | Total | ||||||||||||
| Managed Income Fund | $ | 329,459 | $ | — | $ | — | $ | 329,459 | ||||||||
| Tactical Fixed Income Fund | 2,728,913 | — | — | 2,728,913 | ||||||||||||
| Enhanced Equity Income Fund | 103,898 | 157 | — | 104,055 | ||||||||||||
| For fiscal year ended | Ordinary | Long-Term | Return of | |||||||||||||
| 12/31/2023 | Income | Capital Gains | Capital | Total | ||||||||||||
| Managed Income Fund | $ | 452,988 | $ | — | $ | — | $ | 452,988 | ||||||||
| Tactical Fixed Income Fund | 2,939,319 | — | — | 2,939,319 | ||||||||||||
As of December 31, 2024, the components of accumulated earnings/(deficit) on a tax basis were as follows:
| Undistributed | Undistributed | Post October Loss | Capital Loss | Other | Unrealized | Total | ||||||||||||||||||||||
| Ordinary | Long-Term | and | Carry | Book/Tax | Appreciation/ | Accumulated | ||||||||||||||||||||||
| Income | Capital Gains | Late Year Loss | Forwards | Differences | (Depreciation) | Earnings/(Deficits) | ||||||||||||||||||||||
| Managed Income Fund | $ | 227,593 | $ | — | $ | — | $ | (3,923,776 | ) | $ | — | $ | 62,929 | $ | (3,633,254 | ) | ||||||||||||
| Tactical Fixed Income Fund | 477,139 | — | — | (112,120,966 | ) | — | 2,568,059 | (109,075,768 | ) | |||||||||||||||||||
| Enhanced Equity Income Fund | — | — | (286,307 | ) | — | — | (181,694 | ) | (468,001 | ) | ||||||||||||||||||
The difference between book basis and tax basis undistributed net investment income, accumulated net realized gain/(loss), and unrealized depreciation from investments is primarily attributable to the tax deferral of losses on wash sales.
At December 31, 2024, the Fund had capital loss carry forwards for federal income tax purposes available to offset future capital gains, along with capital loss carryforwards utilized as follows:
| Capital Loss Carry Forward | ||||||||||||||||
| Fund | Short-Term | Long-Term | Total | Utilized | ||||||||||||
| Managed Income Fund | $ | 1,888,878 | $ | 2,034,898 | $ | 3,923,776 | $ | 233,004 | ||||||||
| Tactical Fixed Income Fund | 112,120,966 | — | 112,120,966 | 453,301 | ||||||||||||
| Enhanced Equity Income Fund | — | — | — | — | ||||||||||||
Permanent book and tax differences, primarily attributable to tax adjustments for realized gain (loss) on the book/tax basis treatment of non-deductible expenses, and distributions in excess, resulted in reclassifications for the Fund for the fiscal year ended December 31, 2024, as follows:
| Paid In | Accumulated | |||||||
| Capital | Earnings (Losses) | |||||||
| Managed Income Fund | $ | — | $ | — | ||||
| Tactical Fixed Income Fund | — | — | ||||||
| Enhanced Equity Income Fund | (25,603 | ) | 25,603 | |||||
| 7. | SECURITIES LENDING |
Under an agreement (the Securities Lending Agreement) with the Securities Finance Trust Company, the Managed Income Fund and the Fixed Income Fund can lend their portfolio securities to brokers, dealers and other financial institutions approved by the Board to earn additional income. For each securities loan, the borrower shall transfer collateral in an amount determined by applying the margin to the market value of the loaned available securities (102% for same currency and 105% for cross currency). Collateral is invested in highly liquid, short -term instruments such as money market funds in accordance with the Managed Income Funds and the Fixed Income Funds security lending procedures. The Managed Income Fund and the Fixed Income Fund continue to receive interest or dividends on the securities loaned. The Managed Income Fund and the Fixed Income Fund have the right under the Securities Lending Agreement to recover the securities from the borrower on demand; if the borrower fails to deliver the securities on a timely basis, the Managed Income Fund and the Fixed Income Fund could experience delays or losses on recovery. Additionally, the Managed Income Fund and the Fixed Income Fund are
27
BTS Funds
NOTES TO FINANCIAL STATEMENTS (Continued)
December 31, 2024
subject to the risk of loss from investments made with the cash received as collateral. The Managed Income Fund and the Fixed Income Fund manage credit exposure arising from these lending transactions by, in appropriate circumstances, entering into master netting agreements and collateral agreements with third party borrowers that provide in the event of default (such as bankruptcy or a borrowers failure to pay or perform), the right to net a third-party borrowers rights and obligations under such agreement and liquidate and set off collateral against the net amount owed by the counterparty.
The following table breaks out the Fixed Income Funds securities lending transactions accounted for as secured borrowings with cash collateral of overnight and continuous maturities as of December 31, 2024:
| Overnight and | Up to | Greater than | ||||||||||||||||||
| Continuous | 30 Days | 30-90 days | 90 days | Total | ||||||||||||||||
| State Street Institutional U.S. Government Money Market Fund – Premier Class | $ | 11,770,000 | $ | — | $ | — | $ | — | $ | 11,770,000 | ||||||||||
At December 31, 2024, the Fixed Income Fund had loaned securities and received cash collateral for the loan. This cash was invested in the State Street Institutional U.S. Government Money Market Fund – Premier Class as shown in the Schedule of Investments. The Fixed Income Fund receives compensation relating to the lending of the Fixed Income Funds securities as reflected in the Statement of Operations. The fair value of the securities loaned for the Fixed Income Fund totaled $11,532,776 as of December 31, 2024. The securities loaned are noted on the Fixed Income Fund Schedule of Investments. The fair value of the Collateral For Securities Loaned on the Fixed Income Fund Schedule of Investments includes only cash collateral received and reinvested that totaled $11,770,000 for the Fund as of December 31, 2024.
The amount of Collateral for Securities Loaned is offset by a liability recorded as Securities Lending Collateral Payable as shown on the Statement of Assets and Liabilities as of December 31, 2024.
| Gross | Net Amounts | |||||||||||||||||||||
| Amounts of | Presented in the | Financial | Cash | |||||||||||||||||||
| Recognized | Statement of | Instruments | Collateral | Net Amount of | ||||||||||||||||||
| Description of Liability | Counterparty | Liabilities | Assets & Liabilities | Pledged | Received | Assets & Liabilities | ||||||||||||||||
| Securities lending collateral | Securities Finance Trust Co. | $ | 11,770,000 | (1) | $ | 11,770,000 | $ | — | $ | 11,770,000 | (2) | $ | — | |||||||||
| (1) | Value as presented in the Schedule of Investments. |
| (2) | The amount is limited to the liability balance and does not include excess collateral received to the counterparty. Detailed collateral amounts are presented in the Statements of Assets and Liabilities. |
| 8. | LINE OF CREDIT |
The Managed Income Fund and the Fixed Income Fund have each entered into a line of credit agreement with U.S. Bank N.A. for investment purposes subject to the limitations of the 1940 Act for borrowings. The maximum amount the Managed Income Fund is allowed to borrow under its agreement is the lesser of $1,500,000 or 20% of the gross market value of the Managed Income Fund or 33 1/3% of the gross market value (as determined solely by the Bank using consistently applied valuation methods disclosed to the Borrower) of the unencumbered assets of the Managed Income Fund. The maximum amount the Fixed Income Fund is allowed to borrow under its agreement is the lesser of $13,000,000, or 20% of the gross market value of the Fixed Income Fund or 33 1/3% of the gross market value (as determined solely by the Bank using consistently applied valuation methods disclosed to the Borrower) of the unencumbered assets of the Fixed Income Fund. Borrowings under each agreement bear interest at the Prime Rate of 7.5% as of December 31, 2024, per annum, on the principal balance outstanding. The maturity date of the line of credit for Managed Income Fund and Fixed Income Fund is June 25, 2025 and July 28,2025, respectively. During the year ended December 31, 2024, the Managed Income Fund and Fixed Income Fund did not draw upon or access the line of credit. As a result, average borrowings and the average interest rate on the line during the year ended December 31, 2024, were $0 and 0%, respectively, for both the Managed Income Fund and the Fixed Income Fund.
| 9. | UNDERLYING INVESTMENTS IN OTHER INVESTMENT COMPANIES |
The Fixed Income Fund currently invests a portion of its assets in the Xtrackers USD High Yield Corporate Bond ETF (the HYLB ETF). The HYLB ETF seeks investment results that correspond generally to the performance, before fees and expenses, of the Solactive USD High Yield Corporates Total Market Index; a rules-based, market value weighted index
28
BTS Funds
NOTES TO FINANCIAL STATEMENTS (Continued)
December 31, 2024
engineered to mirror the performance of high-yield-rated corporate bonds issued in U.S. dollars. The Fixed Income Fund may redeem its investment from the HYLB ETF at any time if the Advisor determines that it is in the best interest of the Fixed Income Fund and its shareholders to do so. The performance of the Fixed Income Fund will be directly affected by the performance of the HYLB ETF. The financial statements of the HYLB ETF, including the portfolio of investments, can be found at the Securities and Exchange Commissions website, www.sec.gov, and should be read in conjunction with the Fixed Income Funds financial statements. As of December 31, 2024, the percentage of the Fixed Income Funds net assets invested in the HYLB ETF was 69.4%.
| 10. | CONTROL OWNERSHIP |
The beneficial ownership, either directly or indirectly, of more than 25% of the voting securities of a fund creates presumption of control of the fund, under Section 2(a)(9) of the 1940 Act. As of December 31 2024, the shareholders listed below held, for the benefit of others, more than 25% of an individual Fund and may be deemed to control that Fund. The Funds have no knowledge as to whether all or any portion of the shares owned, by the parties noted below, are also owned beneficially by any party who would be presumed to control the respective Funds.
| Shareholder | Fund | Percent |
| Pershing LLC | Managed Income Fund | 43.1% |
| Charles Schwab | Managed Income Fund | 26.9% |
| Pershing LLC | Fixed Income Fund | 40.3% |
| Charles Schwab | Enhanced Equity Income Fund | 73.8% |
| 11. | SUBSEQUENT EVENTS |
Subsequent events after the date of the Statements of Assets and Liabilities have been evaluated through the date the financial statements were issued. Management has determined that no events or transactions occurred requiring adjustment or disclosure in the financial statements.
29
Report of Independent Registered Public Accounting Firm
Board of Trustees of Northern Lights Fund Trust and the Shareholders of BTS Managed Income Fund, BTS Tactical Fixed Income Fund, and BTS Enhanced Equity Income Fund
Opinion on the Financial Statements
We have audited the accompanying statement of assets and liabilities of BTS Managed Income Fund, BTS Tactical Fixed Income Fund, and BTS Enhanced Equity Income Fund (collectively, the Funds), each a separate series of Northern Lights Fund Trust, including the schedule of investments, as of December 31, 2024, the related statements of operations and changes in net assets for each of the years/periods presented below and the related notes to the financial statements (collectively, the financial statements), and the financial highlights for each of the years/periods presented below.
In our opinion, the financial statements and financial highlights present fairly, in all material respects, the financial position of the Funds as of December 31, 2024, the results of their operations and the changes in net assets for each of the years/period presented below, and the financial highlights for each of the years/periods presented below, in conformity with accounting principles generally accepted in the United States of America.
| Fund Name | Statement of Operations | Statement of Changes in Net Assets | Financial Highlights |
| BTS Managed Income Fund | For the year ended December 31, 2024 | For the years ended December 31, 2024 and 2023 | For the years ended December 31, 2024, 2023, 2022, 2021, and 2020 |
| BTS Tactical Fixed Income Fund | For the year ended December 31, 2024 | For the years ended December 31, 2024 and 2023 | For the years ended December 31, 2024, 2023, 2022, 2021, and 2020 |
| BTS Enhanced Equity Income Fund | For the period June 28, 2024 (commencement of operations) through December 31, 2024 | For the period June 28, 2024 (commencement of operations) through December 31, 2024 | For the period June 28, 2024 (commencement of operations) through December 31, 2024 |
Basis for Opinion
These financial statements are the responsibility of the Funds management. Our responsibility is to express an opinion on the Funds financial statements and financial highlights based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Funds in accordance with U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Funds are not required to have, nor were we engaged to perform, an audit of their internal control over financial reporting. As part of our audits, we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Funds internal control over financial reporting. Accordingly, we express no such opinion.
Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our procedures included confirmation of securities owned as of December 31, 2024, by correspondence with the custodian and broker. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.
/s/ RSM US LLP
We have served as the auditor of one or more BTS Asset Management, Inc. advised investment companies since 2018.
Denver, Colorado
February 28, 2025
30
BTS Funds
Additional Information (Unaudited)
December 31, 2024
Changes in and Disagreements with Accountants
There were no changes in or disagreements with accountants during the period covered by this report.
Proxy Disclosures
Not applicable.
Remuneration Paid to Directors, Officers and Others
Refer to the financial statements included herein.
Statement Regarding Basis for Approval of Investment Advisory Agreement
BTS Asset Management, Inc. Adviser to BTS Tactical Fixed Income Fund (BTS Tactical) and BTS Managed Income Fund (BTS Managed) *
In connection with the regular meeting held on December 18-19, 2024 of the Board of Trustees (the Trustees or the Board) of the Northern Lights Fund Trust (the Trust), including a majority of the Trustees who are not interested persons, as that term is defined in the Investment Company Act of 1940, as amended, discussed the renewal of the investment advisory agreements (the Advisory Agreements) between BTS Asset Management, Inc. (BTS or the Adviser) and the Trust, with respect to BTS Tactical and BTS Managed (collectively the BTS Funds). In considering the renewal of the Advisory Agreements, the Board received materials specifically relating to the Advisory Agreements.
The Trustees were assisted by independent legal counsel throughout the Advisory Agreements review process. The Trustees relied upon the advice of independent legal counsel and their own business judgment in determining the material factors to be considered in evaluating the Advisory Agreements and the weight to be given to each such factor. The conclusions reached by the Trustees were based on a comprehensive evaluation of all of the information provided and were not the result of any one factor. Moreover, each Trustee may have afforded different weight to the various factors in reaching his conclusions with respect to the Advisory Agreements.
Nature, Extent, and Quality of Services. The Trustees noted that BTS was founded in 1979, directly managed approximately $208 million in assets, with another $277 million in assets under advisement, and offered tactically managed investment strategies to individuals and investment companies. The Trustees reviewed the background information of the key investment personnel responsible for servicing the BTS Funds, considering their education and financial industry experience, and noting the longevity of BTS and the extended tenure of its personnel. The Trustees noted that BTS used proprietary quantitative models based on price data and momentum indicators to direct the firms investment decisions, including which sectors to invest in, which securities to hold, and when to take defensive possessions. The Trustees further noted that BTS investment committee regularly reviewed the firms models and made updates to the extent necessary. The Trustees agreed that BTS active trading style was supported by its technical models and that BTS dedicated resources to monitor and improve such models. The Trustees concluded that they expected BTS to continue providing quality service to the BTS Funds for the benefit of their respective shareholders.
Performance.
BTS Managed. The Trustees noted that BTS Managed returns were below the peer group and category median over the prior one-year, three-year, five-year, and since-inception periods but within the category and peer group range over the prior one-year, three-year, and five-year periods. The Trustees further noted that BTS Managed returns were slightly below the benchmark over the prior one-year period and above the benchmark over the prior three-year and five-year periods. The Trustees acknowledged the Advisers representation that it had adapted the Funds strategy to be more active in making investment allocations, which was reflected in the Funds competitive performance relative
31
BTS Funds
Additional Information (Unaudited)(Continued)
December 31, 2024
to the benchmark on a one-, three-, and five-year basis. The Trustees agreed that the Funds performance was satisfactory.
BTS Tactical. The Trustees observed that BTS Tactical returns were below each of the Funds benchmark, peer group median, and category median over the prior one-year, three-year, five-year, and since inception periods. The Trustees acknowledged, however, that BTS Tactical returns were well within the peer group range over the prior one-year and three-year periods. The Trustees noted that the Adviser had adopted a more aggressive investment strategy to compensate for the Funds underperformance relative to the benchmark, peer group, and category and observed that the Adviser has represented that the Funds year-to-date returns were above the benchmark, agreeing that the Funds recent performance reflected a successful adaptation to the Funds strategy. The Trustees agreed that the Funds performance was not unreasonable.
Fees and Expenses.
BTS Managed. The Trustees noted that BTS charged BTS Managed an annual advisory fee on 0.65%, which was below both the category and peer group median. The Trustees further noted that BTS Managed had a net expense ratio of 1.50%, which was above the category and peer group median but well within the category and peer group range. The Trustees acknowledged that there was an expense limitation agreement in pace with respect to BTS Managed and the Advisers expectation that the Funds net expenses would become more competitive relative to the peer group and category to the extent that the Funds assets grew. The Trustees agreed that the Funds advisory fee was not unreasonable.
BTS Tactical. The Trustees observed that BTS charged BTS Tactical an annual advisory fee of 1.00%, which was above the category median and equal to the peer group median. The Trustees further observed that BTS Tactical had a net expense ratio of 1.62%, which was above both the category and peer group medians but within the range for both the category and the peer group. The Trustees acknowledged that there was an expense limitation agreement in place with respect to BTS Tactical, and that the fees and expenses of BTS Tactical were lower than an separately managed accounts also managed by BTS with a similar investment objective and strategy. The Trustees further acknowledged BTS representation that the Funds fees and expenses were reasonable because of the time and resources devoted to developing the quantitative model underlying the Funds strategy and the regular involvement of highly experienced senior personnel. The Trustees agreed that the Funds advisory fee was not unreasonable.
Economies of Scale. The Trustees considered whether BTS had achieved economies of scale in connection with the advisory services provided to each BTS Fund. The Trustees acknowledged that, with respect to each BTS Fund, there was an expense limitation agreement in place with respect to such BTS Fund and that BTS had indicated its willingness to implement a breakpoint when such BTS Funds assets reached $1 billion. The Trustees also noted that each BTS Fund had declined in assets since the advisory contract was last renewed. The Trustees agreed that economies of scale had not yet been achieved, and that the absence of breakpoints was currently appropriate.
Profitability. The Trustees considered whether the advisory relationship between BTS and each of the BTS Funds was excessively profitable. Upon review of the profitability analyses provided by BTS, the Trustees observed that BTS incurred a loss from its advisory relationship with BTS Managed and concluded that such relationship was not excessively profitable.
The Trustees further observed that BTS realized a profit with respect to BTS Tactical and considered the reasonableness of such profit in terms of absolute dollars and as a percentage of revenue. The Trustees acknowledged BTSs representation that such profit was reasonable in light of BTSs historical ability to tactically manage assets using a base model that is monitored, optimized, and modified to meet the objectives of the Funds portfolio and because of the time spent in the daily monitoring of the portfolio. The Trustees agreed that BTSs advisory relationship with BTS Tactical was not excessively profitable.
32
BTS Funds
Additional Information (Unaudited)(Continued)
December 31, 2024
Conclusion. Having requested and received such information from BTS as the Trustees believed to be reasonably necessary to evaluate the terms of the Advisory Agreements, and as assisted by the advice of counsel, the Trustees concluded that the approval of the Advisory Agreement between the Trust and BTS, on behalf of BTS Managed and BTS Tactical, was in the best interests of each of the BTS Funds and their shareholders.
| * | Due to the timing of the contract renewal schedule, these deliberations may or may not relate to the current performance results of the BTS Funds. |
33
PROXY VOTING POLICY
Information regarding how the Funds voted proxies relating to portfolio securities for the most recent twelve month period ended June 30 as well as a description of the policies and procedures that the Funds use to determine how to vote proxies is available without charge, upon request, by calling 1-877-287-9820 or by referring to the Securities and Exchange Commissions (SEC) website at http://www.sec.gov.
PORTFOLIO HOLDINGS
The Funds file their complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-PORT. Form N-PORT is available on the SECs website at http://www.sec.gov and may be reviewed and copied at the SECs Public Reference Room in Washington, DC (1-800-SEC-0330). The information on Form N-PORT is available without charge, upon request, by calling 1-877-287-9820.
INVESTMENT ADVISOR
BTS Asset Management, Inc.
55 Old Bedford Road, Suite 203
Lincoln, MA 01773
ADMINISTRATOR
Ultimus Fund Solutions, LLC
225 Pictoria Drive, Suite 450
Cincinnati, Ohio 45246
Item 8. Changes in and Disagreements with Accountants for Open-End Management Investment Companies. Not applicable
Item 9. Proxy Disclosures for Open-End Management Investment Companies. Not applicable
Item 10. Remuneration Paid to Directors, Officers, and Others of Open-End Management Investment Companies. Included under Item 7 of this Form.
Item 11. Statement Regarding Basis for Approval of Investment Advisory Contract.
Included under Item 7 of this Form.
Item 12. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies.
Not applicable.
Item 13. Portfolio Managers of Closed-End Management Investment Companies.
Not applicable.
Item 14. Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers.
Not applicable.
Item 15. Submission of Matters to a Vote of Security Holders.
None.
Item 16. Controls and Procedures.
(a) The registrants Principal Executive Officer and Principal Financial Officer have concluded that the registrants disclosure controls and procedures (as defined in Rule 30a-3(c) under the Act) are effective in design and operation and are sufficient to form the basis of the certifications required by Rule 30a-(2) under the Act, based on their evaluation of these disclosure controls and procedures as of a date within 90 days of this report on Form N-CSR.
(b) There were no changes in the registrants internal control over financial reporting (as defined in Rule 30a-3(d) under the Act) during the period covered by this report that have materially affected, or are reasonably likely to materially affect, the registrants internal control over financial reporting.
Item 17. Disclosure of Securities Lending Activities for Closed-End Management Investment Companies.
Not applicable.
Item 18. Recovery of Erroneously Awarded Compensation.
(a) Not applicable.
(b) Not applicable.
Item 19. Exhibits.
(a)(1) Code of Ethics for Principal Executive and Senior Financial Officers. Exhibit 99.CODE
(a)(2) Not applicable
(a)(3) A separate certification for each principal executive officer and principal financial officer of the registrant as required by Rule 30a-2(a) under the Act (17 CFR 270.30a-2(a)): Attached hereto. Exhibit 99. CERT
(a)(4) Not applicable.
(b) Certifications required by Rule 30a-2(b) under the Act (17 CFR 270.30a-2(b)): Attached hereto Exhibit 99.906CERT
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| (Registrant) | Northern Lights Fund Trust |
By (Signature and Title)
| /s/ Kevin E. Wolf |
| Kevin E. Wolf, Principal Executive Officer/President |
| Date | 03/07/25 |
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
By (Signature and Title)
| /s/ Kevin E. Wolf |
| Kevin E. Wolf, Principal Executive Officer/President |
| Date | 03/07/25 |
By (Signature and Title)
| /s/ James Colantino |
| James Colantino, Principal Financial Officer/Treasurer |
| Date | 03/07/25 |