N-CSR 1 anfield_ncsr.htm N-CSR Blu Giant, LLC

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 811-22718

 

Two Roads Shared Trust

(Exact name of registrant as specified in charter)

 

17605 Wright Street, Suite 102, Omaha, NE 68137

(Address of principal executive offices) (Zip code)

 

James P. Ash, Gemini Fund Services, LLC.

80 Arkay Drive Suite 110, Hauppauge, NY 11788

(Name and address of agent for service)

 

Registrant's telephone number, including area code: 631-470-2619

 

Date of fiscal year end: 10/31

 

Date of reporting period: 10/31/16

 

ITEM 1. REPORTS TO SHAREHOLDERS.

 

(ANFIELD CAPITAL LOGO)

 

Anfield Universal Fixed Income Fund

 

 

 

Class A Shares (AFLEX)

Class C Shares (AFLKX)

Class I Shares (AFLIX)

 

 

 

 

 

 

 

October 31, 2016

 

Annual Report

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Advised by:

Anfield Capital Management

4695 MacArthur Court

Suite 430

Newport Beach, CA 92660

www.AnfieldFunds.com

 

 

(ANFIELD CAPITAL LOGO)

 

December 2016

 

Letter to Shareholders of the Anfield Universal Fixed Income Fund (AFLIX)

 

The Universal Fixed Income Fund completed its third full fiscal year, on October 31, 2016, and we are pleased to report that the Fund has achieved its investment objectives, thanks to the guidance of Anfield Capital Management and its portfolio managers, Mssrs. Cyrille Conseil, CFA, Peter Van de Zilver, CFA and David Young, CFA. Accolades of the fund over the period include a 4-star rating from Morningstar out of 218 funds in the non-traditional category (Source: Morningstar Non-Traditional Bond Fund Category based on risk adjusted returns for the three years ending November 30th 2016. AFLIX ranked in the 23rd percentile out of 218 funds) and breaching $100M in Assets Under Management. The past year was politically charged and included many bouts of volatility while continuing in a low interest rate environment. The Fund has generated competitive returns of: A shares 3.32%, C shares 2.52%, I shares 3.56%, net of all fees and expenses, for the year ended October 31, 2016.

 

The Fund performance was primarily driven by an emphasis on attractively yielding securities dominated by strong security selection. Due to the uncertainty in global interest rates cycles the only government bond exposure during the past 12 months was an occasional, tactical negative position in the U.S. (short U.S. Treasury interest rates). Performance contributors include U.S. corporate bonds (both investment grade and below-investment grade), mortgage-backed and asset-backed securities boosted the yield of the Fund while helping to temper volatility. Bank Loan securities performed in-line with expectations and were noticeably trimmed back as we adjusted the sector allocations. Modest holdings of preferred securities benefitted from strong stock market returns which aided Fund performance.

 

Detractors from results were few, but our allocation to bonds in the energy sector showed negative performance as oil prices declined. A small allocation to Emerging Market bonds was also a detractor as Emerging Market bond markets did not keep pace with the strong U.S. market.

 

Market Commentary

 

The International Monetary Fund slashed its forecast for US GDP growth this year, from 2.2% to 1.6%, and trimmed estimates for next year’s growth by 0.3 percentage points to 2.2% GDP

 

We can no longer rule out the prospect of a global recession given mounting concerns over Brexit fallout, the solvency of some European banks, negative interest rates, China’s currency devaluations and rising debt levels and a murky credit environment

 

Citing the negative impact of the Brexit, the International Monetary Fund (IMF) recently forecast Eurozone growth will slow to 1.6% this year and 1.4% in 2017, compared with last year’s 1.7% expansion

 

The US federal debt level grew by $151.5 billion in August, on course to reach $1.36 trillion for the fiscal year that ended September 30, its third-biggest annual increase on record.

 

Traditional holders of US government debt like China and Japan have reduced their holdings of US. Treasuries for three consecutive quarters, the most sustained pullback on record, according to recent Federal Reserve data. The decline has accelerated in the past three months, coinciding with the recent backup in US bond yields

 

Share prices finished strong for the second consecutive quarter as the S&P 500 finished the three-month period ending September up 3.86% and the Russell 2000 gained 8.83%.

 

The yield on the benchmark 10-year U.S. Treasury bond continued to rise on a monthly basis, ending October at 1.84%

 

The Chinese Yuan formally joined the U.S. dollar, the euro, the Japanese yen, and the British pound as a global reserve currency on October 1 as the IMF included it in a “basket” of currencies it manages to address economic crisis

1

 

Market Outlook

 

We believe the Fed should continue reducing excess liquidity by increasing its policy rate by a further 50 to 100 basis points, but we doubt it will move fast enough to pre-empt a reckoning

 

That said, we believe interest rates are poised to continue higher over the course of 2017 by a combination of FOMC policy action and market forces

 

We forecast US 3Q annualized GDP growth to be equal to, or potentially below the Federal Reserve’s projection of 1.8% and 2.0% in 2016 and 2017, respectively

 

The prospect of a major correction in US equities requires vigilance. Odds are good that companies in the S&P 500 will report further earnings declines, as they have done for 5 of the last 6 quarters

 

We see a turbulent geopolitical scene with the potential for continued economic disruption

 

Equity markets, in particular the US stock market, are approaching full valuation based on historical measures which warrants caution

 

Current Fixed Income Investment Strategy

 

We expect continued high volatility throughout 2017 which warrants a conservative strategy including:

 

Continued emphasis on shorter maturities seeking to protect from increasing rates

 

Search for attractive yields across global markets

 

Please see summary investment strategy below:

 

Directional
(top-down macro)
Defensive, positioned for higher rates; target duration between 1 to 3 years
Yield Curve 1 – 5 years (short-intermediate) mainly driven by directional, duration, sector, and yield views
Sector Emphasize all grade yield enhancing corporate credits with strong cash positions and improving fundamentals & MBS and ABS allocations
Yield Target Yield to Maturity between 4%-5%
Security Selection Active and selective
Liquidity Continue to focus on strong liquiditywhich tends to be undervalued in uncertain markets

 

On behalf of the entire staff at Anfield Capital Management, we thank you for your continued support.

 

(-s-David Young)

 

David Young, CFA

 

CEO & Founder

 

*Morningstar is an independent provider of financial information. Morningstar performance rankings are based on total return without sales charge relative to all share classes of mutual funds with similar objectives and determined by Morningstar. The top 10% of the funds in a rating universe receive five stars, the next 22.5% receive four stars, the next 35% receive three stars, the next 22.5% receive two stars and the bottom 10% receive one star. Past performance or ranking is not indicative of future results.

 

4834-NLD-12/23/2016

2

 

Anfield Universal Fixed Income Fund

PORTFOLIO REVIEW (Unaudited)

October 31, 2016

 

The Fund’s performance figures* for the years ended October 31, 2016, compared to its benchmark:

 

  1 Year 3 Year Since Inception(a)
Class A 3.32% 2.46% 2.45%
Class A with 5.75% load (2.62)% 0.48% 0.65%
Class C 2.52% 1.55% 1.63%
Class I 3.56% 2.74% 2.70%
BofA Merrill Lynch US Dollar 3-Month Libor Constant Maturity Index(b) 0.54% 0.35% 0.34%

 

*The performance data quoted here represents past performance. Current performance may be lower or higher than the performance data quoted above. Investment return and principal value will fluctuate, so that shares, when redeemed, may be worth more or less than their original cost. The returns shown do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or on the redemptions of Fund shares. Past performance is no guarantee of future results. The Advisor has contractually agreed to waive fees and/or reimburse expenses but only to the extent necessary to maintain the Fund’s total annual operating expenses (excluding brokerage costs; borrowing costs, such as (a) interest and (b) dividends on securities sold short; taxes; costs of investing in acquired funds, and extraordinary expenses) at 1.20%, 1.95%, and 0.95% for Class A, Class C, and Class I shares, respectively, per the most recent prospectus. Without waiver the gross expense fees are 1.81%, 2.56%, 1.56% for Class A, Class C, and Class I shares, respetively. Each waiver or reimbursement by the Advisor is subject to repayment by the Fund within the three fiscal years following the fiscal year in which that particular expense is incurred, if the Fund is able to make the repayment without exceeding the expense limitation in effect at the time of the waiver and the repayment is approved by the Board of Trustees. Please review the Fund’s most recent prospectus for more detail on the expense waiver. For performance information current to the most recent month-end, please call toll-free 1-866-866-4848.

 

(a)Anfield Universal Fixed Income Fund commenced investment operations on June 28, 2013.

 

(b)The BofA Merrill Lynch US Dollar 3-Month LIBOR Constant Maturity Index is designed to track the performance of a synthetic asset paying LIBOR to a stated maturity. The index is based on the assumed purchase at par of a synthetic instrument having exactly its stated maturity and with a coupon equal to that day’s fixing rate. That issue is assumed to be sold the following business day (priced at a yield equal to the current day fixing rate) and rolled into a new instrument.

 

Comparison of the Change in Value of a $100,000 Investment

 

(LINE GRAPH)

 

Top Allocations  % of Net Assets 
Bonds & Notes   89.1%
Mutual Funds   7.4%
Exchange Traded Fund   0.4%
Preferred Stock   0.4%
Other Assets Less Liabilities   2.7%
    100.0%

 

Please refer to the Schedule of Investments in this annual report for a detailed analysis of the Fund’s holdings.

3

 

Anfield Universal Fixed Income Fund
SCHEDULE OF INVESTMENTS
October 31, 2016

 

Shares            Fair Value 
                 
     EXCHANGE TRADED FUND - 0.4%           
     DEBT FUND - 0.4%           
 16,900   PowerShares Senior Loan Portfolio        $391,742 
     TOTAL EXCHANGE TRADED FUNDS (Cost $420,719)   391,742 
                 
     MUTUAL FUNDS - 7.4%           
     DEBT FUNDS - 7.4%           
 12,472   BlackRock Floating Rate Income Strategies Fund, Inc.   171,864 
 187,433   Fidelity Floating Rate High Income Fund - Institutional Class   1,795,604 
 432,400   Vanguard Short-Term Investment Grade Fund - Institutional Class   4,652,626 
     TOTAL MUTUAL FUNDS (Cost $6,644,769)   6,620,094 
                 
Par Value      Coupon Rate (%)  Maturity     
     BONDS & NOTES * - 89.1%           
     AEROSPACE/DEFENSE - 0.6%           
$100,000   Arconic, Inc.  6.7500  7/15/2018   107,340 
 390,000   L-3 Communications Corp.  5.2000  10/15/2019   425,488 
               532,828 
     AGENCY COLLATERAL CMO - INTEREST ONLY 9.7%           
 140,139   Fannie Mae Interest Strip  4.0000  10/25/2044   17,438 
 1,268,124   Fannie Mae Interest Strip  4.5000  7/25/2042   283,771 
 761,034   Fannie Mae Interest Strip  4.5000  7/25/2042   152,286 
 36,630,480   Fannie Mae REMICS  0.0300  6/25/2045   48,927 
 656,395   Fannie Mae REMICS  3.0000  8/25/2030   46,426 
 945,406   Fannie Mae REMICS  4.5000  9/25/2043   133,725 
 610,217   Fannie Mae REMICS  5.9160  12/25/2037   121,389 
 2,885,541   Fannie Mae REMICS  5.9860  9/25/2037   580,397 
 1,446,833   Fannie Mae REMICS  6.0000  12/25/2039   289,284 
 1,060,800   Fannie Mae REMICS  6.0660  8/25/2041   243,139 
 2,019,711   Fannie Mae REMICS  6.0960  11/25/2036   435,153 
 1,060,373   Fannie Mae REMICS  6.1160  12/25/2036   213,399 
 1,260,703   Fannie Mae REMICS  6.1160  3/25/2036   221,030 
 363,326   Fannie Mae REMICS  6.1760  7/25/2035   70,201 
 1,019,534   Fannie Mae REMICS  6.2260  5/25/2037   201,439 
 2,381,770   Fannie Mae REMICS  6.2260  6/25/2037   462,238 
 1,299,804   Fannie Mae REMICS  6.5000  11/25/2027   207,339 
 451,660   Fannie Mae REMICS  6.5660  11/25/2033   67,980 
 982,034   Fannie Mae REMICS  7.1660  8/25/2034   187,847 
 549,912   Fannie Mae REMICS  7.4454  12/18/2031   111,445 
 448,160   Fannie Mae REMICS  7.5000  10/25/2023   81,140 
 39,963   Fannie Mae REMICS  8.4347  7/25/2041   42,713 
 33,905,869   Freddie Mac REMICS  0.1000  5/15/2046   139,041 
 2,406,691   Freddie Mac REMICS  3.0000  6/15/2041   257,818 
 416,126   Freddie Mac REMICS  3.0000  8/15/2027   38,001 
 1,032,047   Freddie Mac REMICS  3.5000  4/15/2033   101,631 
 3,325,142   Freddie Mac REMICS  5.0000  8/15/2038   80,013 
 2,013,063   Freddie Mac REMICS  5.5000  7/15/2040   94,245 
 722,200   Freddie Mac REMICS  5.5000  8/15/2035   116,301 
 768,215   Freddie Mac REMICS  6.0418  9/15/2036   162,528 

 

See accompanying notes to financial statements.

4

 

Anfield Universal Fixed Income Fund
SCHEDULE OF INVESTMENTS (Continued)
October 31, 2016

 

Par Value      Coupon Rate (%)  Maturity  Fair Value 
                 
     AGENCY COLLATERAL CMO - INTEREST ONLY 9.7% (Continued)           
$3,478,564   Freddie Mac REMICS  6.1118  4/15/2032  $281,058 
 1,355,842   Freddie Mac REMICS  6.2118  5/15/2029   250,902 
 1,753,951   Freddie Mac REMICS  6.4618  1/15/2032   350,443 
 270,360   Freddie Mac REMICS  6.5000  3/15/2032   57,762 
 362,562   Freddie Mac REMICS  6.7118  3/15/2032   71,109 
 453,990   Freddie Mac REMICS  7.3418  6/15/2031   97,383 
 1,318,303   Freddie Mac REMICS  7.4618  3/15/2032   282,705 
 48,480   Freddie Mac REMICS  12.9237  2/15/2019   52,756 
 95,199   Freddie Mac REMICS  19.5308  2/15/2032   148,283 
 1,625,330   Freddie Mac Strips  4.3770  1/15/2043   289,332 
 2,007,224   Freddie Mac Strips  5.0000  6/15/2038   345,318 
 484,730   Freddie Mac Strips  7.1618  8/15/2036   94,857 
 462,962   Government National Mortgage Association  3.0000  7/20/2041   36,767 
 2,901,210   Government National Mortgage Association  3.5000  8/20/2040   248,735 
 1,237,968   Government National Mortgage Association  3.5000  4/20/2044   104,882 
 419,523   Government National Mortgage Association  4.0000  12/16/2026   45,711 
 803,093   Government National Mortgage Association  5.6382  12/20/2042   150,606 
 805,322   Government National Mortgage Association  5.7579  8/16/2038   104,547 
 862,959   Government National Mortgage Association  6.0079  2/16/2033   109,691 
 559,583   Government National Mortgage Association  6.1579  6/16/2042   122,291 
 1,180,256   Government National Mortgage Association  6.1882  1/20/2042   166,296 
               8,619,718 
     AIRLINES - 1.6%           
 283,442   Continental Airlines 2000-1 Class A-1 Pass Through Trust  8.0480  11/1/2020   317,951 
 144,142   Delta Air Lines 2010-1 Class A Pass Through Trust  6.2000  7/2/2018   153,692 
 53,316   Delta Air Lines 2010-2 Class A Pass Through Trust  4.9500  5/23/2019   56,182 
 173,195   UAL 2009-1 Pass Through Trust  10.4000  11/1/2016   173,946 
 30,401   UAL 2009-2A Pass Through Trust  9.7500  1/15/2017   30,951 
 215,214   United Airlines 2014-1 Class B Pass Through Trust  4.7500  4/11/2022   220,864 
 300,000   US Airways 2012-2 Class C Pass Through Trust  5.4500  6/3/2018   306,375 
 153,984   Virgin Australia 2013-1B Trust ^  6.0000  10/23/2020   156,486 
               1,416,447 
     AUTO MANUFACTURERS - 2.8%           
 500,000   Daimler Finance North America LLC ^  1.6500  3/2/2018   501,128 
 300,000   Ford Motor Credit Co. LLC  2.0000  8/20/2018   297,825 
 115,000   Ford Motor Credit Co. LLC  2.3112  8/20/2018   115,120 
 292,000   General Motors Co.  3.5000  10/2/2018   299,928 
 250,000   General Motors Financial Co., Inc.  4.3750  9/25/2021   265,752 
 500,000   Volkswagen Group of America Finance LLC ^  1.2898  5/23/2017   499,235 
 500,000   Volkswagen International Finance NV ^  1.2413  11/18/2016   500,052 
               2,479,040 
     AUTO PARTS & EQUIPMENT - 0.6%           
 500,000   Delphi Automotive PLC  3.1500  11/19/2020   515,716 

 

See accompanying notes to financial statements.

5

 

Anfield Universal Fixed Income Fund
SCHEDULE OF INVESTMENTS (Continued)
October 31, 2016

 

Par Value      Coupon Rate (%)  Maturity  Fair Value 
                 
     BANKS - 10.9%           
$500,000   Bank of America Corp.  2.6129  9/28/2020  $503,455 
 268,000   Bank of America Corp.  2.6287  11/18/2020   270,661 
 650,000   Banque Federative du Credit Mutuel SA ^  2.5000  10/29/2018   660,137 
 500,000   Barclays Bank PLC  3.0000  2/22/2021   500,385 
 450,000   Citigroup, Inc.  2.3365  8/11/2020   453,569 
 250,000   Citigroup, Inc.  3.0000  12/15/2020   255,966 
 1,250,000   Credit Agricole SA ^  8.3750  10/29/2049   1,413,475 
 250,000   Goldman Sachs Group, Inc.  2.2254  8/26/2020   250,116 
 344,000   Goldman Sachs Group, Inc.  2.2300  7/15/2020   345,111 
 135,000   HBOS PLC ^  6.7500  5/21/2018   143,875 
 252,000   HSBC Bank USA NA  4.8750  8/24/2020   272,071 
 100,000   JPMorgan Chase & Co.  1.7571  3/20/2017   99,871 
 263,000   JPMorgan Chase & Co.  2.6250  10/29/2020   265,163 
 400,000   Manufacturers & Traders Trust Co.  5.6290  12/1/2021   393,920 
 1,254,393   Manwin Licensing Intl.  14.0000  10/4/2018   1,357,880 
 250,000   Morgan Stanley  3.5000  9/30/2017   253,963 
 306,000   Morgan Stanley  4.5000  10/27/2018   319,874 
 500,000   National Westminster Bank PLC  1.1250  11/29/2049   350,306 
 646,000   Royal Bank of Scotland Group PLC  5.0000  2/21/2019   649,269 
 250,000   SunTrust Banks, Inc.  1.8873  7/31/2017   251,459 
 500,000   Wells Fargo & Co.  7.9800  Perpetual   521,875 
 182,000   Zions Bancorporation  4.5000  3/27/2017   183,417 
               9,715,818 
     BEVERAGES - 2.2%           
 50,000   Central American Bottling Corp. ^  6.7500  2/9/2022   52,000 
 400,000   Coca-Cola European Partners US LLC  3.2500  8/19/2021   419,814 
 500,000   Coca-Cola Femsa SAB de CV  2.3750  11/26/2018   509,242 
 100,000   Constellation Brands, Inc.  3.8750  11/15/2019   104,875 
 893,082   Keurig Green Mountain, Inc.  6.0800  3/3/2023   904,246 
               1,990,177 
     BUILDING MATERIALS - 0.4%           
 325,000   Martin Marietta Materials, Inc.  6.6000  4/15/2018   347,000 
                 
     COLLATERALIZED MORTGAGE OBLIGATIONS - 2.8%           
 320,089   Alternative Loan Trust 2004-35T2  6.0000  2/25/2035   70,693 
 38,164   Banc of America Alternative Loan Trust 2003-11  6.0000  1/25/2034   39,231 
 51,280   Banc of America Funding 2004-D Trust  2.9439  6/25/2034   51,444 
 26,093   Banc of America Mortgage 2004-A Trust  2.9474  2/25/2034   25,779 
 61,375   Banc of America Mortgage 2004-C Trust  3.2006  4/25/2034   61,160 
 15,972,962   BCAP LLC Trust 2007-AA2  0.4378  4/25/2037   267,702 
 47,017   Bear Stearns ARM Trust 2003-4  2.9640  7/25/2033   47,113 
 37,456   Bear Stearns Asset Backed Securities Trust 2003-AC5  5.5000  10/25/2033   39,227 
 38,253   Chase Mortgage Finance Trust Series 2007-A1  3.0527  2/25/2037   38,310 
 123,916   CHL Mortgage Pass-Through Trust 2004-7  2.9629  5/25/2034   122,343 
 35,714   Citigroup Global Markets Mortgage Securities VII, Inc. ^  6.0000  9/25/2033   35,378 
 74,239   Deutsche Mortgage Securities, Inc. Mortgage Loan Trust 2004-4  0.9840  6/25/2034   68,402 
 59,581   First Horizon Alternative Mortgage Securities Trust 2006-FA1  1.2840  4/25/2036   57,504 

 

See accompanying notes to financial statements.

6

 

Anfield Universal Fixed Income Fund
SCHEDULE OF INVESTMENTS (Continued)
October 31, 2016

 

Par Value      Coupon Rate (%)  Maturity  Fair Value 
                 
     COLLATERALIZED MORTGAGE OBLIGATIONS - 2.8% (Continued)           
$137,032   GSR Mortgage Loan Trust 2004-14  3.1953  12/25/2034  $136,183 
 1,066,836   GSR Mortgage Loan Trust 2004-2F  7.1160  1/25/2034   227,261 
 44,123   GSR Mortgage Loan Trust 2004-6F  5.5000  5/25/2034   44,741 
 264,357   Impac CMB Trust Series 2004-4  1.4340  9/25/2034   238,531 
 31,489   Impac CMB Trust Series 2004-5  1.4540  10/25/2034   29,541 
 151,110   Impac CMB Trust Series 2004-6  1.3590  10/25/2034   132,366 
 187,624   JP Morgan Mortgage Trust 2005-A1  3.0999  2/25/2035   185,481 
 32,496   Lehman XS Trust Series 2005-1  2.0272  7/25/2035   32,207 
 26,700   MASTR Alternative Loan Trust 2003-7  6.5000  12/25/2033   28,039 
 51,000   MASTR Asset Securitization Trust 2005-2  5.3500  11/25/2035   51,942 
 85,267   Morgan Stanley Mortgage Loan Trust 2004-10AR  3.0163  11/25/2034   83,342 
 32,037   Morgan Stanley Mortgage Loan Trust 2004-7AR  2.9615  9/25/2034   32,648 
 87,402   Structured Asset Securities Corp.  4.0650  9/25/2026   86,846 
 48,919   Structured Asset Securities Corp. Mort Pass Thr Certs Ser 1998-3 Trust  1.5340  3/25/2028   48,164 
 57,252   Structured Asset Securities Corp. Mort Pass Thr Certs Ser 2003 30  5.5000  10/25/2033   60,270 
 158,512   Wells Fargo Mortgage Backed Securities 2005-12 Trust  5.5000  11/25/2035   78,410 
 123,268   Wilshire Funding Corp.  7.2500  8/25/2027   121,020 
               2,541,278 
     COMMERCIAL SERVICES - 0.9%           
 765,000   Lender Processing Services, Inc. / Black Knight Lending Solutions, Inc.  5.7500  4/15/2023   807,075 
                 
     COMPUTERS - 1.1%           
 1,000,000   EMC Corp.  1.8750  6/1/2018   986,540 
                 
     DIVERSIFIED FINANCIAL SERVICES - 6.2%           
 500,000   Air Lease Corp.  2.6250  9/4/2018   506,356 
 700,000   Air Lease Corp.  5.6250  4/1/2017   714,833 
 375,000   Ally Financial, Inc.  3.3500  5/15/2019   368,922 
 625,000   Ally Financial, Inc.  3.5000  1/27/2019   628,125 
 500,000   Ally Financial, Inc.  6.2500  12/1/2017   518,750 
 750,000   CIT Group, Inc.  3.8750  2/19/2019   763,358 
 400,000   CIT Group, Inc.  5.0000  5/15/2017   405,500 
 500,000   ILFC E-Capital Trust I ^  4.0000  12/21/2065   400,000 
 385,000   International Lease Finance Corp.  8.7500  3/15/2017   394,927 
 235,000   Lazard Group LLC  6.8500  6/15/2017   241,795 
 500,000   Navient Corp.  8.4500  6/15/2018   542,025 
               5,484,591 
     ELECTRIC - 1.2%           
 500,000   EDP Finance BV ^  6.0000  2/2/2018   523,041 
 450,000   Entergy Corp.  5.1250  9/15/2020   496,360 
 100,000   PPL Capital Funding, Inc.  6.7000  3/30/2067   89,733 
               1,109,134 
     ENGINEERING & CONSTRUCTION - 1.9%           
 600,000   SBA Tower Trust ^  2.8980  10/15/2019   610,712 
 260,000   SBA Tower Trust ^  2.9330  12/15/2017   260,689 
 795,000   SBA Tower Trust ^  3.5980  4/15/2018   798,325 
               1,669,726 

 

See accompanying notes to financial statements.

7

 

Anfield Universal Fixed Income Fund
SCHEDULE OF INVESTMENTS (Continued)
October 31, 2016

 

Par Value      Coupon Rate (%)  Maturity  Fair Value 
                 
     ENTERTAINMENT - 0.3%           
$25,000   CCM Merger, Inc. ^  9.1250  5/1/2019  $26,157 
 250,000   NAI Entertainment Holdings / NAI Entertainment Holdings Finance Corp. ^  5.0000  8/1/2018   253,750 
               279,907 
     FOOD - 0.3%           
 252,000   Safeway, Inc.  3.4000  12/1/2016   252,158 
 10,000   Wells Enterprises, Inc. ^  6.7500  2/1/2020   10,350 
               262,508 
     FOOD SERVICE - 0.2%           
 129,000   Aramark Services, Inc.  5.7500  3/15/2020   132,789 
                 
     FOREST PRODUCTS & PAPER - 0.9%           
 775,000   Carter Holt Harvey Ltd. +  9.5000  12/1/2024   783,719 
                 
     HEALTHCARE-PRODUCTS - 1.4%           
 1,250,000   Zimmer Biomet Holdings, Inc.  2.7000  4/1/2020   1,272,126 
                 
     HEALTHCARE-SERVICES - 2.6%           
 1,000,000   CHS/Community Health Systems, Inc.  5.1250  8/15/2018   991,350 
 740,000   HCA, Inc.  3.7500  3/15/2019   758,500 
 500,000   Quest Diagnostics, Inc.  4.7500  1/30/2020   540,724 
               2,290,574 
     HOME EQUITY ASSET BACKED SECURITIES - 6.0%           
 103,702   Aames Mortgage Trust 2001 1 Mortgage Pass Thr Certs Ser 01 1  8.0880  6/25/2031   97,885 
 61,083   ABFC 2002-OPT1 Trust  1.9290  4/25/2032   58,474 
 242,446   ACE Securities Corp Home Equity Loan Trust Series 2003-OP1  3.0090  12/25/2033   227,360 
 78,224   AFC Trust Series 2000-1  0.8640  3/25/2030   73,275 
 104,825   Ameriquest Mort Sec, Inc. Asset Backed Ser 2003-10  3.4590  12/25/2033   103,280 
 61,494   Ameriquest Mort Sec, Inc. Asset Back Pass Thr Certs Ser 2003-9  3.5340  9/25/2033   59,147 
 40,912   Ameriquest Mortgage Securities Asset-Backed Pass-Through Ctfs Ser 2003 12  1.6590  1/25/2034   38,436 
 28,612   Ameriquest Mortgage Securities Asset-Backed Pass-Through Ctfs Ser 2003 12  3.0840  1/25/2034   27,881 
 17,808   Ameriquest Mortgage Securities, Inc. Asset-Backed Pass-Through Ctfs Ser 2003-11  5.1499  12/25/2033   18,114 
 57,839   Amresco Residential Securities Corp Mortgage Loan Trust 1998-1  7.0000  1/25/2028   57,913 
 254,430   Asset Backed Securities Corp Home Equity Loan Trust Series 2003-HE6  3.0090  11/25/2033   242,272 
 133,539   Bear Stearns Asset Backed Securities I Trust 2004-BO1  4.5340  10/25/2034   131,696 
 271,305   Bear Stearns Asset Backed Securities I Trust 2004-FR3  2.6340  9/25/2034   237,262 
 304,151   Bear Stearns Asset Backed Securities I Trust 2004-HE7  3.2340  8/25/2034   278,605 
 35,432   Bear Stearns Asset Backed Securities Trust 2003-ABF1  1.2740  1/25/2034   34,518 
 99,261   CDC Mortgage Capital Trust 2004-HE1  2.3340  6/25/2034   89,667 
 202,524   CDC Mortgage Capital Trust 2004-HE3  2.3340  11/25/2034   184,133 
 218,007   Citigroup Global Markets Mortgage Securities VII, Inc.  1.0940  9/25/2028   203,017 
 73,627   Conseco Finance Corp.  1.2382  8/15/2033   72,352 
 6,295   Countrywide Asset-Backed Certificates  2.7840  9/25/2023   7,124 
 61,035   Credit Suisse First Boston Mortgage Securities Corp.  6.9900  2/25/2031   62,223 
 40,000   GSAA Trust  5.2950  11/25/2034   40,295 
 326,937   Home Equity Asset Trust  2.6840  3/25/2034   320,612 
 240,608   Home Equity Asset Trust 2004-4  2.4840  10/25/2034   233,314 
 65,283   Meritage Mortgage Loan Trust 2003-1  2.8590  11/25/2033   64,562 
 21,752   Morgan Stanley ABS Capital I, Inc. Trust 2003-HE1  3.9090  5/25/2033   19,426 
 75,814   Morgan Stanley ABS Capital I, Inc. Trust 2004-NC4  3.5340  4/25/2034   74,474 
 267,963   Morgan Stanley ABS Capital I, Inc. Trust 2004-OP1  2.4090  11/25/2034   250,530 

 

See accompanying notes to financial statements.

8

 

Anfield Universal Fixed Income Fund
SCHEDULE OF INVESTMENTS (Continued)
October 31, 2016

 

Par Value      Coupon Rate (%)  Maturity  Fair Value 
                 
     HOME EQUITY ASSET BACKED SECURITIES - 6.0% (Continued)           
$124,972   New Century Home Equity Loan Trust ^  1.6590  10/25/2033  $120,296 
 243,628   New Century Home Equity Loan Trust Series 2003-4  3.6090  10/25/2033   240,125 
 283,699   New Century Home Equity Loan Trust Series 2003-B  3.0090  11/25/2033   279,520 
 157,154   NovaStar Mortgage Funding Trust Series 2003-4  1.5903  2/25/2034   149,636 
 29,623   NovaStar Mortgage Funding Trust Series 2004-1  2.1090  6/25/2034   27,349 
 251,470   NovaStar Mortgage Funding Trust Series 2004-2  2.7840  9/25/2034   227,952 
 32,403   Option One Mort Acceptance Corp Asset Back Cert Ser 2003 2  3.0840  4/25/2033   31,319 
 27,324   Option One Mortgage Accept Corp Asset Back Certs Ser 2003 5  1.1740  8/25/2033   26,288 
 69,939   Saxon Asset Securities Trust 2002-1  2.3340  11/25/2031   57,572 
 71,454   Saxon Asset Securities Trust 2003-3  2.9340  12/25/2033   65,173 
 169,622   Securitized Asset Backed Receivables LLC Trust 2004-OP1  2.1840  2/25/2034   160,890 
 503,930   Securitized Asset Backed Receivables LLC Trust 2004-OP1  2.5590  2/25/2034   492,436 
 114,760   Terwin Mortgage Trust Series TMTS 2003-2HE  0.3901  7/25/2034   114,390 
               5,300,793 
     INSURANCE - 0.4%           
 300,000   Aspen Insurance Holdings Ltd.  4.6500  11/15/2023   317,803 
                 
     INVESTMENT COMPANIES - 0.9%           
 776,000   Ares Capital Corp.  4.8750  11/30/2018   808,604 
                 
     LODGING - 0.7%           
 592,000   Hilton Worldwide Finance LLC / Hilton Worldwide Finance Corp.  5.6250  10/15/2021   609,811 
 65,000   MCE Finance Ltd. ^  5.0000  2/15/2021   65,239 
               675,050 
     MANUFACTURED HOUSING - 0.0%           
 34,545   Conseco Financial Corp.  7.2200  3/15/2028   36,394 
                 
     MEDIA - 5.5%           
 50,000   Altice Finco SA ^  9.8750  12/15/2020   53,063 
 750,000   Cablevision Systems Corp.  8.6250  9/15/2017   784,688 
 739,000   Charter Communications Operating LLC ^  4.4640  7/23/2022   788,137 
 750,000   DIRECTV Holdings LLC / DIRECTV Financing Co, Inc.  5.0000  3/1/2021   825,253 
 500,000   Discovery Communications LLC  5.0500  6/1/2020   546,145 
 805,000   DISH DBS Corp.  4.2500  4/1/2018   826,131 
 150,000   Time Warner Cable, Inc.  5.0000  2/1/2020   161,942 
 258,000   Time Warner Cable, Inc.  5.8500  5/1/2017   263,760 
 650,000   Viacom, Inc.  2.5000  9/1/2018   657,512 
               4,906,631 
     MINING - 0.3%           
 250,000   Newmont Mining Corp.  5.1250  10/1/2019   272,983 
                 
     MISCELLANEOUS - 0.9%           
 750,000   General Electric, Co.  5.0000  Perpetual   795,488 
                 
     MUNICIPAL - 0.2%           
 200,000   Grant County Public Utility District No 2  5.2900  1/1/2020   212,856 

 

See accompanying notes to financial statements.

9

 

Anfield Universal Fixed Income Fund
SCHEDULE OF INVESTMENTS (Continued)
October 31, 2016

 

Par Value      Coupon Rate (%)  Maturity  Fair Value 
                 
     OFFICE/BUSINESS - 0.6%           
$500,000   Xerox Corp.  2.9500  2/1/2017  $502,953 
                 
     OIL & GAS - 1.3%           
 630,000   BG Energy Capital PLC ^  4.0000  12/9/2020   677,481 
 500,000   Petrobras Global Finance BV  5.7500  1/20/2020   517,250 
               1,194,731 
     OTHER ASSET BACKED SECURITIES - 9.5%           
 244,941   Amortizing Residential Collateral Trust 2002-BC6  2.3340  8/25/2032   221,886 
 303,763   Bear Stearns Asset Backed Securities Trust 2003-SD3  3.3840  10/25/2033   284,620 
 26,096   Bear Stearns Asset Backed Securities Trust 2006-SD2  0.9140  6/25/2036   25,676 
 78,175   Black Diamond CLO 2006-1 Luxembourg SA ^  1.1373  4/29/2019   77,982 
 36,128   Bravo Mortgage Asset Trust ^  0.7740  7/25/2036   35,310 
 178,332   Carrington Mortgage Loan Trust Series 2004-NC2  2.3340  8/25/2034   151,785 
 140,067   Carrington Mortgage Loan Trust Series 2006-NC4  0.5940  10/25/2036   137,412 
 74,550   Chase Funding Trust Series 2002-2  5.5990  9/25/2031   71,164 
 124,140   Countrywide Asset-Backed Certificates  3.9090  3/25/2032   115,812 
 58,159   Countrywide Asset-Backed Certificates ^  5.0690  2/25/2036   58,434 
 108,580   Countrywide Home Equity Loan Trust  0.7582  4/15/2030   105,874 
 386,524   Credit-Based Asset Servicing and Securitization LLC  2.2590  7/25/2035   369,558 
 204,739   Credit-Based Asset Servicing and Securitization LLC  3.3090  3/25/2034   175,815 
 465   Credit-Based Asset Servicing and Securitization LLC  3.3840  6/25/2032   459 
 129,611   CWABS, Inc. Asset-Backed Certificates Trust 2004-6  1.4340  11/25/2034   127,072 
 89,786   CWABS, Inc. Asset-Backed Certificates Trust 2004-6  1.7340  11/25/2034   88,484 
 38,012   Equity One Mortgage Pass-Through Trust 2002-5  5.8030  11/25/2032   38,534 
 500,000   Figueroa CLO 2013-1 Ltd. ^  4.5612  3/21/2024   482,758 
 318,800   Finance America Mortgage Loan Trust 2004-2  1.5090  8/25/2034   283,892 
 251,217   Finance America Mortgage Loan Trust 2004-2  2.6340  8/25/2034   238,912 
 75,923   First Franklin Mortgage Loan Trust 2002-FF1  1.6577  4/25/2032   70,153 
 1,000,000   Fortress Credit BSL Ltd. ^  2.0576  1/19/2025   1,000,343 
 500,000   Gale Force 3 Clo Ltd. ^  2.2776  4/19/2021   484,176 
 25,996   Long Beach Mortgage Loan Trust 2004-1  1.3590  2/25/2034   24,837 
 178,438   Merrill Lynch Mortgage Investors Trust Series 2004-WMC5  2.4840  7/25/2035   171,974 
 166,123   Morgan Stanley ABS Capital I, Inc. Trust 2004-NC7  2.2590  7/25/2034   149,162 
 750,000   Mountain View Funding CLO ^  1.3300  4/16/2021   747,175 
 188,587   Rockwall CDO II Ltd. ^  1.1359  8/1/2024   187,263 
 500,000   Schiller Park CLO Ltd. ^  2.6318  4/25/2021   500,100 
 243,868   Specialty Underwriting & Residential Finance Trust Series 2004-BC4  1.7340  10/25/2035   194,636 
 2,268   Structured Asset Investment Loan Trust 2003-BC13  3.1590  11/25/2033   2,202 
 371,800   Structured Asset Investment Loan Trust 2004-7  1.6590  8/25/2034   327,250 
 109,279   Structured Asset Securities Corp 2005-WF1  2.4390  2/25/2035   83,706 
 89,566   Structured Asset Securities Corp 2005-WF1  2.5890  2/25/2035   68,871 
 500,000   Symphony CLO II Ltd. ^  2.3293  10/25/2020   484,899 
 600,000   Tralee CLO II Ltd. ^  4.7312  4/20/2025   556,445 
 339,000   Venture XI CLO Ltd.  7.0521  11/14/2022   335,799 
               8,480,430 

 

See accompanying notes to financial statements.

10

 

Anfield Universal Fixed Income Fund
SCHEDULE OF INVESTMENTS (Continued)
October 31, 2016

 

Par Value      Coupon Rate (%)  Maturity  Fair Value 
                 
     PHARMACEUTICALS - 2.4%           
$790,000   Actavis Funding SCS  3.0000  3/12/2020  $814,017 
 750,000   Baxalta, Inc. ^  2.0000  6/22/2018   753,966 
 500,000   Zoetis, Inc.  3.4500  11/13/2020   519,530 
               2,087,513 
     PIPELINES - 4.1%           
 300,000   DCP Midstream LLC ^  5.8500  5/21/2043   256,500 
 250,000   DCP Midstream LLC ^  9.7500  3/15/2019   282,188 
 705,000   DCP Midstream Operating LP  2.5000  12/1/2017   701,475 
 200,000   Energy Transfer Partners LP  4.1500  10/1/2020   209,524 
 240,000   IFM US Colonial Pipeline 2 LLC ^  6.4500  5/1/2021   271,009 
 1,043,000   Sabine Pass LNG LP  6.5000  11/1/2020   1,081,075 
 599,000   Sabine Pass LNG LP  7.5000  11/30/2016   601,636 
 250,000   Williams Partners LP / ACMP Finance Corp.  4.8750  5/15/2023   253,426 
               3,656,833 
     PRIVATE EQUITY - 2.1%           
 1,835,000   Icahn Enterprises LP / Icahn Enterprises Finance Corp.  3.5000  3/15/2017   1,838,441 
                 
     REITs (REAL ESTATE INVESTMENT TRUSTS) - 1.3%           
 25,000   American Tower Trust I ^  1.5510  3/15/2018   25,002 
 150,000   American Tower Trust I ^  3.0700  3/15/2023   156,075 
 1,000,000   iStar, Inc. ^  1.5000  11/15/2016   1,003,750 
               1,184,827 
     RETAIL - 0.3%           
 250,000   Advance Auto Parts, Inc.  5.7500  5/1/2020   274,321 
                 
     SAVINGS & LOANS - 0.7%           
 500,000   First Niagara Financial Group, Inc.  7.2500  12/15/2021   611,158 
                 
     TELECOMMUNICATIONS - 2.7%           
 300,000   Crown Castle Towers LLC ^  6.1130  1/15/2020   331,255 
 1,100,000   Crown Castle Towers LLC ^  4.8830  8/15/2020   1,196,616 
 853,000   Sprint Communications, Inc.  6.0000  12/1/2016   855,133 
               2,383,004 
     TRUCKING & LEASING - 0.6%           
 500,000   Penske Truck Leasing Co. Lp / PTL Finance Corp. ^  3.3750  3/15/2018   510,603 
                 
     TOTAL BONDS & NOTES (Cost $78,514,523)         79,288,127 

 

See accompanying notes to financial statements.

11

 

Anfield Universal Fixed Income Fund
SCHEDULE OF INVESTMENTS (Continued)
October 31, 2016

 

Shares      Coupon Rate (%)     Fair Value 
                 
     PREFERRED STOCK - 0.4%           
     BANKS - 0.4%           
 7,400   Citigroup, Inc.  6.8750     $212,306 
 5,000   Northern Trust Corp.  5.8500      134,550 
     TOTAL PREFERRED STOCK (Cost $325,070)         346,856 
                 
     TOTAL INVESTMENTS - 97.3% (Cost $85,905,081)(A)        $86,646,819 
     OTHER ASSETS LESS LIABILITIES - 2.7%         2,367,375 
     TOTAL NET ASSETS - 100.0%        $89,014,194 

 

CMO - Collateralized Mortgage Obligation

 

LP - Limited Partnership

 

PLC - Public Limited Company

 

REMIC - Real Estate Mortgage Investment Conduits

 

*Non-income producing security

 

^144A Security - Security exempt from registration under Rule 144A of the Securities Act of 1933. The 144A securities represent 21.0% of total net assets. The securities may be resold in transactions exempt from registration typically only to qualified institutional buyers. Unless otherwise indicated, these securities are not considered to be illiquid.

 

+Fair valued determined using Level 3 measurements. As of October 31, 2016 fair valued securities had a market value of $783,719 and represented 0.9% of Total Net Assets.

 

(A)Represents cost for financial reporting purposes. Aggregate cost for federal tax purposes is $85,912,335 and differs from fair value by net unrealized appreciation (depreciation) of securities as follows:

 

Unrealized appreciation  $1,743,101 
Unrealized depreciation   (1,008,617)
Net unrealized appreciation  $734,484 

 

See accompanying notes to financial statements.

12

 

Anfield Universal Fixed Income Fund
STATEMENT OF ASSETS AND LIABILITIES
October 31, 2016

 

ASSETS    
Investment securities:     
At cost  $85,905,081 
At fair value  $86,646,819 
Cash   1,801,294 
Due from broker   150,266 
Dividends and interest receivable   423,430 
Prepaid expenses and other assets   81,561 
TOTAL ASSETS   89,103,370 
      
LIABILITIES     
Investment advisory fees payable   5,335 
Payable to related parties   18,604 
Payable for Fund shares repurchased   64,566 
Distribution (12b-1) fees payable   671 
TOTAL LIABILITIES   89,176 
NET ASSETS  $89,014,194 
      
Composition of Net Assets:     
Paid in capital  $89,034,550 
Undistributed net investment income   200,562 
Accumulated net realized loss from security investments and future contracts   (962,656)
Net unrealized appreciation on investments and future contracts   741,738 
NET ASSETS  $89,014,194 

 

See accompanying notes to financial statements.

13

 

Anfield Universal Fixed Income Fund
STATEMENT OF ASSETS AND LIABILITIES (Continued)
October 31, 2016

 

Net Asset Value Per Share:    
Class A Shares:     
Net Assets  $10,987,540 
Shares of beneficial interest outstanding (c)   1,095,214 
Net asset value (Net Assets ÷ Shares Outstanding), offering price  and redemption price per share (a)  $10.03 
Maximum offering price per share  (net asset value plus maximum sales charge of 5.75%)  $10.64 
      
Class C Shares:     
Net Assets  $105,335 
Shares of beneficial interest outstanding (c)   10,489 
Net asset value (Net Assets ÷ Shares Outstanding), offering price  and redemption price per share (b)  $10.04 
      
Class I Shares:     
Net Assets  $77,921,319 
Shares of beneficial interest outstanding (c)   7,762,856 
Net asset value (Net Assets ÷ Shares Outstanding), offering price  and redemption price per share  $10.04 

 

(a)Investments in Class A shares made at or above the $1 million breakpoint are not subject to an initial sales charge and may be subject to a 1.00% contingent deferred sales charge (“CDSC”) on shares redeemed less than 18 months after the date of purchase (excluding shares purchased with reinvested dividends and/or distributions).

 

(b)A CDSC of 1.00% is imposed in the event of certain redemption transactions within one year following each investment.

 

(c)Unlimited number of shares of beneficial interest authorized, no par value.

 

See accompanying notes to financial statements.

14

 

Anfield Universal Fixed Income Fund
STATEMENT OF OPERATIONS
For the Year Ended October 31, 2016

 

INVESTMENT INCOME    
Dividends (net of $526 in foreign dividend tax withheld)  $224,690 
Interest, net of amortization   3,256,737 
TOTAL INVESTMENT INCOME   3,481,427 
      
EXPENSES     
Investment advisory fees   659,704 
Distribution (12b-1) fees:     
Class A   24,002 
Class C   926 
Administration fees   103,995 
Transfer agent fees   60,000 
Accounting services fees   60,336 
Legal fees   50,000 
Registration fees   54,900 
Non 12b-1 Shareholder servicing fees   35,225 
Printing and postage expenses   24,527 
Compliance officer fees   18,076 
Audit fees   17,500 
Trustees fees and expenses   16,060 
Custodian fees   14,255 
Insurance expense   3,660 
Other expenses   3,244 
TOTAL EXPENSES   1,146,410 
      
Less: Fees waived by the Advisor   (323,873)
NET EXPENSES   822,537 
      
NET INVESTMENT INCOME   2,658,890 
      
NET REALIZED AND UNREALIZED GAIN (LOSS) FROM INVESTMENTS     
Net realized loss from investments   (357,766)
Net realized loss from futures contracts   (54,573)
Net change in unrealized appreciation on investments   1,188,001 
Net change in unrealized appreciation on futures contracts   125 
      
NET REALIZED AND UNREALIZED GAIN FROM INVESTMENTS   775,787 
      
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS  $3,434,677 

 

See accompanying notes to financial statements.

15

 

Anfield Universal Fixed Income Fund
STATEMENTS OF CHANGES IN NET ASSETS

 

   For the   For the 
   Year Ended   Year Ended 
   October 31, 2016   October 31, 2015 
FROM OPERATIONS          
Net investment income  $2,658,890   $1,483,556 
Net realized loss from investments   (357,766)   (230,064)
Net realized gain from distributions by underlying investment companies       10,174 
Net realized loss from futures contracts   (54,573)   (1,128)
Net change in unrealized appreciation on investments   1,188,001    (573,055)
Net change in unrealized appreciation on futures contracts   125    (11,078)
Net increase in net assets resulting from operations   3,434,677    678,405 
           
DISTRIBUTIONS TO SHAREHOLDERS          
From net investment income:          
Class A   (280,883)   (118,520)
Class C   (1,960)   (3,495)
Class I   (2,351,187)   (1,417,851)
Total distributions to shareholders   (2,634,030)   (1,539,866)
           
FROM SHARES OF BENEFICIAL INTEREST          
Proceeds from shares sold:          
Class A   8,773,193    5,994,752 
Class C   37,000    201,700 
Class I   69,222,968    35,267,422 
Net asset value of shares issued in reinvestment of distributions:          
Class A   277,047    117,126 
Class C   1,959    3,495 
Class I   1,691,199    798,266 
Payments for shares redeemed:          
Class A   (3,600,337)   (4,370,616)
Class C   (99,636)   (136,204)
Class I   (44,462,181)   (22,624,287)
Net increase in net assets from shares of beneficial interest   31,841,212    15,251,654 
           
           
TOTAL INCREASE IN NET ASSETS   32,641,859    14,390,193 
           
NET ASSETS          
Beginning of the year   56,372,335    41,982,142 
End of the year *  $89,014,194   $56,372,335 
*Includes undistributed net investment income of:  $200,562   $58,097 

 

See accompanying notes to financial statements.

16

 

Anfield Universal Fixed Income Fund
STATEMENTS OF CHANGES IN NET ASSETS (Continued)

 

   For the   For the 
   Year Ended   Year Ended 
   October 31, 2016   October 31, 2015 
         
SHARE ACTIVITY          
Class A:          
Shares Sold   886,669    596,077 
Shares Reinvested   27,870    11,679 
Shares Redeemed   (362,230)   (432,983)
Net increase in shares of beneficial interest outstanding   552,309    174,773 
           
Class C:          
Shares Sold   3,730    20,002 
Shares Reinvested   197    348 
Shares Redeemed   (9,963)   (13,610)
Net increase (decrease) in shares of beneficial interest outstanding   (6,036)   6,740 
           
Class I:          
Shares Sold   6,979,474    3,501,158 
Shares Reinvested   169,986    79,551 
Shares Redeemed   (4,461,284)   (2,249,562)
Net increase in shares of beneficial interest outstanding   2,688,176    1,331,147 

 

See accompanying notes to financial statements.

17

 

Anfield Universal Fixed Income Fund
FINANCIAL HIGHLIGHTS
 
Per Share Data and Ratios for a Share of Beneficial Interest Outstanding Throughout each Period

 

   Class A 
                 
   Year Ended   Year Ended   Year Ended   Period Ended 
   October 31, 2016   October 31, 2015   October 31, 2014   October 31, 2013 (1)
                 
Net asset value, beginning of period  $10.00   $10.18   $10.08   $10.00 
Activity from investment operations:                    
Net investment income (2)   0.30    0.29    0.23    0.06 
Net realized and unrealized gain (loss) on investments (9)   0.03    (0.17)   0.06    0.02 
Total from investment operations   0.33    0.12    0.29    0.08 
Less distributions from:                    
Net investment income   (0.30)   (0.30)   (0.19)    
Net asset value, end of period  $10.03   $10.00   $10.18   $10.08 
Total return (3)   3.32%   1.16%   2.91%   0.80% (6)
Net assets, at end of period (000)s  $10,988   $5,430   $3,749   $10 
Ratio of gross expenses to average  net assets (4)(5)(10)   1.59%   1.76%   2.01%   8.24% (7)(8)
Ratio of net expenses to average  net assets (5)(10)   1.20%   1.20%   1.37%   1.70% (7)
Ratio of net investment income  to average net assets (5)(10)   2.99%   2.84%   2.26%   1.74% (7)
Portfolio Turnover Rate   45%   26%   22%   37% (6)

 

 

(1)The Anfield Universal Fixed Income Fund Class A Shares commenced operations on June 28, 2013.

 

(2)Per share amounts calculated using the average shares method, which more appropriately represents the per share data for the period.

 

(3)Total return shown excludes the effect of applicable sales charges and redemption fees. Total returns are historical in nature and assume changes in sale price, reinvestment of dividends and capital gain distributions. Had the Advisor not waived a portion of the Fund’s expenses, total returns would have been lower.

 

(4)Represents the ratio of expenses to average net assets absent fee waivers and/or expense reimbursements by the Advisor.

 

(5)The ratios of expenses to average net assets and net investment income (loss) to average net assets do not reflect the expenses of the underlying investment companies in which the Fund invests.

 

(6)Not annualized.

 

(7)Annualized.

 

(8)As the share class had 1 share outstanding over the period, the ratio presented is based upon the expected expense level for the class provided in the Fund’s prospectus.

 

(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 not reconcile with aggregate gains (losses) in the statement of operations due to the share transactions for the period.

 

(10)Ratio calculated for each share class as a whole, therefore an individual investor’s ratio may vary.

 

See accompanying notes to financial statements.

18

 

Anfield Universal Fixed Income Fund
FINANCIAL HIGHLIGHTS
 
Per Share Data and Ratios for a Share of Beneficial Interest Outstanding Throughout each Period

 

   Class C 
                 
   Year Ended   Year Ended   Year Ended   Period Ended 
   October 31, 2016   October 31, 2015   October 31, 2014   October 31, 2013 (1)
                 
Net asset value, beginning of period  $10.01   $10.19   $10.08   $10.00 
Activity from investment operations:                    
Net investment income (2)   0.24    0.22    0.16    (0.08)
Net realized and unrealized gain (loss) on investments (9)   0.01    (0.18)   0.01    0.16 
Total from investment operations   0.25    0.04    0.17    0.08 
Less distributions from:                    
Net investment income   (0.22)   (0.22)   (0.06)    
Total distributions   (0.22)   (0.22)   (0.06)    
Net asset value, end of period  $10.04   $10.01   $10.19   $10.08 
Total return (3)   2.52%   0.45%   1.68%   0.80% (6)
Net assets, at end of period (000)s  $105   $165   $100   $10 
Ratio of gross expenses to average  net assets (4)(5)(10)   2.34%   2.51%   2.76%   8.99% (7)(8)
Ratio of net expenses to average net assets (5)(10)   1.95%   1.95%   2.12%   2.45% (7)
Ratio of net investment income  to average net assets (5)(10)   2.45%   2.16%   1.53%   (2.32)% (7)
Portfolio Turnover Rate   45%   26%   22%   37% (6)

 

 

(1)The Anfield Universal Fixed Income Fund Class C Shares commenced operations on June 28, 2013.

 

(2)Per share amounts calculated using the average shares method, which more appropriately represents the per share data for the period.

 

(3)Total Return shown excludes the effect of applicable redemption fees. Total returns are historical in nature and assume changes in sale price, reinvestment of dividends and capital gain distributions. Had the Advisor not waived a portion of the Fund’s expenses, total returns would have been lower.

 

(4)Represents the ratio of expenses to average net assets absent fee waivers and/or expense reimbursements by the Advisor.

 

(5)The ratios of expenses to average net assets and net investment income (loss) to average net assets do not reflect the expenses of the underlying investment companies in which the Fund invests.

 

(6)Not annualized.

 

(7)Annualized.

 

(8)As the share class had 1 share outstanding over the period, the ratio presented is based upon the expected expense level for the class provided in the Fund’s prospectus.

 

(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 not reconcile with aggregate gains (losses) in the statement of operations due to the share transactions for the period.

 

(10)Ratio calculated for each share class as a whole, therefore an individual investor’s ratio may vary.

 

See accompanying notes to financial statements.

19

 

Anfield Universal Fixed Income Fund
FINANCIAL HIGHLIGHTS
 
Per Share Data and Ratios for a Share of Beneficial Interest Outstanding Throughout each Period

 

   Class I 
                 
   Year Ended   Year Ended   Year Ended   Period Ended 
   October 31, 2016   October 31, 2015   October 31, 2014   October 31, 2013 (1)
                 
Net asset value, beginning of period  $10.01   $10.19   $10.08   $10.00 
Activity from investment operations:                    
Net investment income (2)   0.32    0.31    0.24    0.03 
Net realized and unrealized gain (loss) on investments (9)   0.03    (0.17)   0.09    0.05 
Total from investment operations   0.35    0.14    0.33    0.08 
Less distributions from:                    
Net investment income   (0.32)   (0.32)   (0.22)    
Net realized gains           (0.00) (8)    
Total distributions   (0.32)   (0.32)   (0.22)    
Net asset value, end of period  $10.04   $10.01   $10.19   $10.08 
Total return (3)   3.56%   1.42%   3.25%   0.80% (6)
Net assets, at end of period (000)s  $77,921   $50,777   $38,133   $4,727 
                     
Ratio of gross expenses to average net assets (4)(5)(10)   1.34%   1.51%   1.76%   7.99% (7)
Ratio of net expenses to average net assets (5)(10)   0.95%   0.95%   1.12%   1.45% (7)
Ratio of net investment income to average net assets (5)(10)   3.19%   3.11%   2.38%   0.82% (7)
Portfolio Turnover Rate   45%   26%   22%   37% (6)

 

 

(1)The Anfield Universal Fixed Income Fund Class I Shares commenced operations on June 28, 2013.

 

(2)Per share amounts calculated using the average shares method, which more appropriately represents the per share data for the period.

 

(3)Total returns are historical in nature and assume changes in sale price, reinvestment of dividends and capital gain distributions. Had the Advisor not waived a portion of the Fund’s expenses, total returns would have been lower.

 

(4)Represents the ratio of expenses to average net assets absent fee waivers and/or expense reimbursements by the Advisor.

 

(5)The ratios of expenses to average net assets and net investment income (loss) to average net assets do not reflect the expenses of the underlying investment companies in which the Fund invests.

 

(6)Not annualized.

 

(7)Annualized.

 

(8)Amount represents less than $0.005.

 

(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 not reconcile with aggregate gains (losses) in the statement of operations due to the share transactions for the period.

 

(10)Ratio calculated for each share class as a whole, therefore an individual investor’s ratio may vary.

 

See accompanying notes to financial statements.

20

 

Anfield Universal Fixed Income Fund
NOTES TO FINANCIAL STATEMENTS
October 31, 2016
 
1.ORGANIZATION

 

The Anfield Universal Fixed Income Fund (the “Fund”), is a series of shares of beneficial interest of the Two Roads Shared Trust (the “Trust”), a statutory trust organized under the laws of the State of Delaware on June 8, 2012, and is registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as a diversified, open-end management investment company. The Fund commenced operations on June 28, 2013. The investment objective is to seek current income.

 

The Fund offers Class A, Class C, and Class I shares. Class A shares are offered at net asset value (“NAV”) plus a maximum sales charge of 5.75%. Investors that purchase $1,000,000 or more of the Fund’s Class A shares will not pay any initial sales charge on the purchase. However, purchases of $1,000,000 or more of Class A shares may be subject to a contingent deferred sales charge (“CDSC”) on shares redeemed during the first 18 months after their purchase in the amount of the commissions paid on the shares redeemed. Class C shares of the Fund are sold at NAV without an initial sales charge but may be subject to a CDSC on shares redeemed. Class I shares of the Fund are sold at NAV without an initial sales charge and are not subject to 12b-1 distribution fees or a CDSC, but have a higher minimum initial investment than Class A and Class C shares. Each share class represents an interest in the same assets of the Fund and classes are identical except for differences in their sales charge structures and ongoing service and distribution charges. All classes of shares have equal voting privileges except that each class has exclusive voting rights with respect to its service and/or distribution plans. The Fund’s 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.

 

2.SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

 

The following is a summary of significant accounting policies followed by the Fund in preparation of its financial statements. These policies are in conformity with accounting principles generally accepted in the United States of America (“GAAP”). The preparation of financial statements 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 income and expenses for the period. Actual results could differ from those estimates. The Fund follows the specialized accounting and reporting requirements under GAAP that are applicable to investment companies.

 

Security Valuation – Securities listed on an exchange are valued at the last reported sale price at the close of the regular trading session of the 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 last bid and ask prices on the day of valuation. Debt securities (other than short-term obligations) are valued each day by an independent pricing service approved by the Board of Trustees (the “Board”) using methods which include current market quotations from a major market maker in the securities and based on methods which include the consideration of yields or prices of securities of comparable quality, coupon, maturity and type. Options contracts listed on a securities exchange or board of trade for which market quotations are readily available shall be valued at the last quoted sales price or, in the absence of a sale, at the mean between the current bid and ask prices on the day of valuation. Option contracts not listed on a securities exchange or board of trade for which over-the-counter market quotations are readily available shall be valued at the mean between the current bid and ask prices on the day of valuation. Index options shall be valued at the mean between the current bid and ask prices on the day of valuation. Short-term debt obligations, excluding U.S. Treasury Bills, having 60 days or less remaining until maturity, at time of purchase, may be valued at amortized cost. Futures and future options are valued at the final settled price or, in the absence of a settled price, at the last sale price on the day of valuation.

 

The Fund may hold securities, 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 securities will be valued using the “fair value” procedures approved by the Board. The Board has delegated execution of these procedures to a fair value team composed of one or more representatives from each of the (i) Trust, (ii) administrator, and (iii) Advisor and/or sub-Advisor. The team may also enlist third party consultants such as valuation specialist at a public accounting firm, valuation consultant or financial officer of a security issuer on an as-needed basis to assist in determining a security-specific fair value. The Board has also engaged a third party valuation firm to attend valuation meetings held by the Trust, review minutes of such meetings and report to the Board on a quarterly basis. The Board reviews and ratifies the execution of this process and the resultant fair value prices at least quarterly to assure the process produces reliable results.

21

 
Anfield Universal Fixed Income Fund
NOTES TO FINANCIAL STATEMENTS (Continued)
October 31, 2016
 

Fair Valuation Process – As noted above, the fair value team is composed of one or more representative from each of the (i) Trust, (ii) administrator, and (iii) Advisor and/or Sub-Advisor. The applicable investments are valued collectively via inputs from each of these groups. 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 Advisor or sub-Advisor, the prices or values available do not represent the fair value of the instrument. Factors which may cause the Advisor or sub-Advisor 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; (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 Fund’s 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 via inputs from the Advisor 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 the Advisor is unable to obtain a current bid from such independent dealers or other independent parties, the fair value team 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 the Fund’s 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 of the security; (x) current market conditions; and (xi) the market value of any securities into which the security is convertible or exchangeable.

 

Valuation of Fund of Fund – The Fund 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-ended funds 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 Fund will not change.

 

Exchange Traded Fund – The Fund may invest in exchange traded funds (“ETFs”). ETFs are a type of index 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 Fund may purchase an ETF to temporarily 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.

 

Futures Contracts – The Fund may purchase or sell futures contracts to gain exposure to, or hedge against, changes in the value of equities, interest rates, foreign currencies or commodities. Initial margin deposits required upon entering into futures contracts are satisfied by the segregation of specific securities or cash as collateral for the account of the broker (the Fund’s agent in acquiring the futures position). During the period the futures contracts are open, changes in the value of the contracts are recognized as unrealized gains or losses by “marking to market” on a daily basis to reflect the market value of the contracts at the end of each day’s trading. Variation margin payments are received or made depending upon whether unrealized gains or losses are incurred. When the contracts are closed, the Fund recognizes a realized gain or loss equal to the difference between the proceeds from, or cost of, the closing transaction and the Fund’s basis in the contract.

22

 
Anfield Universal Fixed Income Fund
NOTES TO FINANCIAL STATEMENTS (Continued)
October 31, 2016
 

If the Fund was unable to liquidate a futures contract and/or enter into an offsetting closing transaction, the Fund would continue to be subject to market risk with respect to the value of the contracts and continue to be required to maintain the margin deposits on the futures contracts. The Fund segregates liquid securities having a value at least equal to the amount of the current obligation under any open futures contract. Risks may exceed amounts recognized in the statement of assets and liabilities. With futures, there is minimal counterparty credit risk to the Fund since futures are exchange traded and the exchange’s clearinghouse, as counterparty to all exchange traded futures, guarantees the futures against default.

 

The Fund utilizes 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 the Fund has the ability to access.

 

Level 2 – Observable inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly. These inputs may include quoted prices for the identical instrument on an inactive market, prices for similar instruments, interest rates, prepayment speeds, credit risk, yield curves, default rates and similar data.

 

Level 3 – Unobservable inputs for the asset or liability, to the extent relevant observable inputs are not available, representing the Fund’s own assumptions about the assumptions a market participant would use in valuing the asset or liability, and would be based on the best information available.

 

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 summarize the inputs used as of October 31, 2016, for the Fund’s assets and liabilities measured at fair value:

 

Assets*  Level 1   Level 2   Level 3   Total 
Exchange Traded Funds  $391,742   $   $   $391,742 
Mutual Funds   6,620,094            6,620,094 
Bonds & Notes       78,504,408    783,719    79,288,127 
Preferred Stock   346,856             346,856 
Total   $7,358,692   $78,504,408   $783,719   $86,646,819 

 

There were no transfers between Level 1 and Level 2 during the current period presented. It is the Fund’s policy to recognize transfers into or out of Level 1 and Level 2 at the end of the reporting period.

 

*Refer to the Schedule of Investments for classifications.

23

 
Anfield Universal Fixed Income Fund
NOTES TO FINANCIAL STATEMENTS (Continued)
October 31, 2016
 

The following is a reconciliation of assets in which level 3 inputs were used in determining value of the security Carter Holt Harvey:

 

   Bonds & Notes    Total  
Beginning Balance 11/1/2015  $697,500   $697,500 
Total realized gain (loss)        
Appreciation   76,562    76,562 
Cost of Purchases        
Proceeds from Sales        
Amortization   9,657    9,657 
Net transfers in/out of level 3        
Ending Balance 10/31/2016  $783,719   $783,719 

 

The unobservable inputs used in the fair value measurement of Carter Holt Harvey, a level 3 security, are as follows: 1) Review the spread in bps to the reference treasury of Weyerhauser 4.625% due 2023 (comparable forest product company). 2) Add the observed spread vs. treasury to the last observed trade spread differential between Weyerhauser and Carter. The last observable trade spread was 635 bps. 3) Check various news sources, industry research, and trade data to validate whether the trade spread differential referenced in step 3 remains valid. 4) Input the resulting total spread (635 + WY spread) into Carter’s Yield adjusted spread screen via Bloomberg terminal to determine the corresponding price for Carter.

 

The Advisor confirms there was no blockage discount applied.

 

It is the Fund’s policy to recognize transfers into or out of level 2 and level 3 at the end of the reporting period.

 

Security Transactions and Related Income – Security transactions are accounted for on trade date basis. 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. Due from broker balance is comprised of margin balance held at the broker to collateralize future contracts.

 

Dividends and Distributions to Shareholders – Dividends from net investment income are declared and distributed monthly. Distributable net realized capital gains are declared and distributed annually. Dividends from net investment income and distributions from net realized gains are recorded on ex dividend date and 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 their federal tax-basis treatment; temporary differences do not require reclassification.

 

Federal Income Taxes – It is the Fund’s policy to qualify as a regulated investment company by complying with the provisions of the Internal Revenue Code that are applicable to regulated investment companies and to distribute substantially all of its taxable income and net realized gains to shareholders. Therefore, no federal income tax provision has been recorded.

 

The Fund recognizes the tax benefits of uncertain tax positions only where the position is “more likely than not” to be sustained assuming examination by tax authorities. Management has analyzed the Fund’s tax positions and has concluded that no liability for unrecognized tax benefits should be recorded related to uncertain tax positions taken on returns filed for open tax years ended October 31, 2013 to October 31, 2015, or expected to be taken in the Fund’s October 31, 2016 year end tax returns. The Fund identifies its major tax jurisdictions as U.S. Federal, and foreign jurisdictions where the Fund makes significant investments; however the Fund is not aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will change materially in the next twelve months.

24

 
Anfield Universal Fixed Income Fund
NOTES TO FINANCIAL STATEMENTS (Continued)
October 31, 2016
 

Fixed Income Risk – When the Fund invests in fixed income securities or derivatives, the value of your investment in the Fund will fluctuate with changes in interest rates. Typically, a rise in interest rates causes a decline in the value of fixed income securities or derivatives owned by the Fund. In general, the market price of fixed income securities with longer maturities will increase or decrease more in response to changes in interest rates than shorter-term securities. Other risk factors include credit risk (the debtor may default) and prepayment risk (the debtor may pay its obligation early, reducing the amount of interest payments). These risks could affect the value of a particular investment by the Fund, possibly causing the Fund’s share price and total return to be reduced and fluctuate more than other types of investments.

 

Foreign Investment Risk – Foreign (non-U.S.) securities present greater investment risks than investing in the securities of U.S. issuers and may experience more rapid and extreme changes in value than the securities of U.S. companies, due to less information about foreign companies in the form of reports and ratings than about U.S. issuers; different accounting, auditing and financial reporting requirements; smaller markets; nationalization; expropriation or confiscatory taxation; currency blockage; or political changes or diplomatic developments. Foreign securities may also be less liquid and more difficult to value than securities of U.S. issuers.

 

Counterparty Credit Risk – The stability and liquidity of many derivative transactions depends in large part on the creditworthiness of the parties to the transactions. If a counterparty to such a transaction defaults, exercising contractual rights may involve delays or costs for the Fund. Furthermore, there is a risk that a counterparty could become the subject of insolvency proceedings, and that the recovery of securities and other assets from such counterparty will be delayed or be of a value less than the value of the securities or assets originally entrusted to such counterparty.

 

Mortgage-Backed and Asset-Backed Securities Risk – The risk of investing in mortgage-backed and other asset-backed securities, including prepayment risk, extension risk, interest rate risk, market risk and management risk.

 

Futures Contracts – The Fund is subject to interest rate risk in the normal course of pursuing its investment objectives. The Fund may purchase or sell futures contracts to hedge against market risk and to reduce return volatility.

 

As of October 31, 2016 as disclosed in the amounts of realized and changes in unrealized gains and losses on derivative instruments during the period as disclosed in the Statements of Operations serve as indicators of the volume of derivative activity for the Fund.

 

Impact of Derivatives on the Statements of Operations

 

The following is a summary of the location of derivative investments on the Fund’s Statement of Operations as of October 31, 2016:

 

Derivative Investment Type Location of Gain (Loss) on Derivatives
Interest Rate Contracts Net realized loss from futures contracts;
  Net change in unrealized appreciation on futures contracts

 

The following is a summary of the Fund’s realized gain (loss) on derivative investments recognized in the Statement of Operations categorized by primary risk exposure for the year ended October 31, 2016:

 

Realized gain/(loss) on derivatives recognized in the Statements of Operations
       Total for the 
       year ended 
Derivative Investment Type  Interest Rate Risk   October 31, 2016 
Futures contracts  $(54,573)  $(54,573)

25

 
Anfield Universal Fixed Income Fund
NOTES TO FINANCIAL STATEMENTS (Continued)
October 31, 2016

 

Net change in unrealized appreciation/(depreciation) on derivatives recognized in the Statements of Operations
       Total for the 
Derivative Investment Type  Interest Rate Risk   year ended October 31, 2016 
Futures contracts  $125   $125 

 

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 Fund enters into contracts that contain a variety of representations and warranties and which provide general indemnities. The Fund’s maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Fund that have not yet occurred. However, based on experience, the risk of loss due to these warranties and indemnities appears to be remote.

 

3.INVESTMENT TRANSACTIONS

 

The cost of purchases and proceeds from the sale of securities, other than short-term securities, for the year ended October 31,2016, amounted to $74,313,970 and $36,303,582, respectively.

 

4.ADVISORY FEE AND OTHER RELATED PARTY TRANSACTIONS

 

Advisory Fees – Anfield Capital Management, LLC. Serves as the Fund’s Investment Advisor (the “Advisor”). Pursuant to an Investment Advisory Agreement with the Fund, the Advisor, under the oversight of the Board, directs the daily operations of the Fund 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 Fund pays the Advisor an investment advisory fee, computed and accrued daily and paid monthly, at an annual rate of 0.75% of the Fund’s average daily net assets from November 1, 2015 through February 28, 2016, totaling $164,389. Effective February 29, 2016 the Fund pays the Advisor an investment advisory fee, computed and accrued daily and paid monthly, at an annual rate of 0.80% of the Fund’s average daily net assets, totaling $495,315.

 

The Advisor has contractually agreed to reduce its fees and/or absorb expenses of the Fund (The “waiver agreement”), until at least March 1, 2017, to ensure that Total Annual Fund Operating Expenses after fee waiver and/or reimbursement (exclusive of any taxes, short selling expenses, interest, brokerage commissions, expenses incurred in connection with any merger or reorganization, indirect expenses, expenses of other investment companies in which the Fund may invest, or extraordinary expenses such as litigation) will not exceed 1.20%, 1.95%, and 0.95% of the Fund’s average daily net assets for Class A, Class C, and Class I shares, respectively; subject to possible recoupment from the Fund in future years on a rolling three year basis (within the three years after the fees have been waived or reimbursed) if such recoupment can be achieved within the foregoing expense limits.

 

If the Advisor waives any fee or reimburses any expense pursuant to the Waiver Agreement, and the Fund’s Operating Expenses are subsequently less than 1.20%, 1.95%, and 0.95% of average daily net assets attributable to Class A, C, and I shares, respectively the Advisor shall be entitled to be reimbursed by the Fund for such waived fees or reimbursed expenses provided that such reimbursement does not cause the Fund’s expenses to exceed the limitations of average daily net assets for each class respectively. If Fund Operating Expenses attributable to Class A, C, and I shares subsequently exceed the limitations per annum of the average daily net assets, the reimbursements shall be suspended. During the year ended October 31, 2016, the Advisor waived fees in the amount of $323,873 in expenses to the Fund, which is subject to recoupment. The Advisor can recoup waived and reimbursed expenses of $101,506 until October 31, 2017, $269,238 until October 31, 2018, and $323,873 until October 31, 2019.

26

 
Anfield Universal Fixed Income Fund
NOTES TO FINANCIAL STATEMENTS (Continued)
October 31, 2016
 

The Board has adopted a Distribution Plan (the “Plan”) pursuant to Rule 12b-1 under the 1940 Act. The Plan provides that a monthly service and/or distribution fee is calculated by the Fund at an annual rate of 0.25% and 1.00% of its average daily net assets for Class A and Class C, respectively, and is paid to Northern Lights Distributors, LLC (the “Distributor”), an affiliate of GFS, to provide compensation for ongoing shareholder servicing and distribution-related activities or services and/or maintenance of the Fund’s shareholder accounts not otherwise required to be provided by the Advisor.

 

The Distributor acts as the Fund’s principal underwriter in a continuous public offering of the Fund’s Class A and Class C shares. For the year ended October 31, 2016, the Distributor received $0 in underwriting commissions for sales of Class C shares.

 

Class C shares of the Fund are not subject to an initial sales charge and may be subject to a 1.00% contingent deferred sales charge (“CDSC”) of the purchase price on shares redeemed during the first twelve months after their purchase. As of October 31, 2016 the amount of CDSC paid by the shareholders of the Fund was $370.

 

In addition, certain affiliates of the Distributor provide services to the Fund as follows:

 

Gemini Fund Services, LLC (“GFS”) – an affiliate of the Distributor, provides administration, fund accounting, and transfer agent services to the Trust. Pursuant to separate servicing agreements with GFS, the Fund pays GFS customary fees for providing administration, fund accounting and transfer agency services to the Fund. Certain officers of the Trust are also officers of GFS, and are not paid any fees directly by the Fund for serving in such capacities.

 

Northern Lights Compliance Services, LLC (“NLCS”) – an affiliate of GFS 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.

 

BluGiant, LLC (“BluGiant”) – BluGiant, an affiliate of GFS 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, BluGiant receives customary fees from GFS under the administrative servicing agreement.

 

5.REDEMPTION FEES

 

The Fund may assess a short-term redemption fee of 1.00% of the total redemption amount if a shareholder sells their shares after holding them for less than 1 year. The redemption fee is paid directly to the Fund in which the short-term redemption fee occurs. For the year ended, the Fund assessed $0 in redemption fees.

 

6.DISTRIBUTIONS TO SHAREHOLDERS AND TAX COMPONENTS OF CAPITAL

 

The tax character of distributions paid during the fiscal years ended October 31, 2016 and October 31, 2015 were as follows:

 

   Fiscal Year Ended   Fiscal Period Ended 
   October 31, 2016   October 31, 2015 
Ordinary Income  $2,634,030   $1,539,866 
Long-Term Capital Gain        
Return of Capital        
   $2,634,030   $1,539,866 

27

 
Anfield Universal Fixed Income Fund
NOTES TO FINANCIAL STATEMENTS (Continued)
October 31, 2016
 

As of October 31, 2016, the components of accumulated earnings/ (deficit) on a tax basis were as follows:

 

Undistributed   Undistributed   Capital Loss   Other   Post October Loss   Unrealized   Total 
Ordinary   Long-Term   Carry   Book/Tax   and   Appreciation/   Accumulated 
Income   Gains   Forwards   Differences   Late Year Loss   (Depreciation)   Earnings/(Deficits) 
$200,562   $   $(955,402)  $   $   $734,484   $(20,356)

 

The difference between book basis and tax basis accumulated net realized loss, and unrealized appreciation from investments is primarily attributable to the tax deferral of losses on wash sales.

 

At October 31, 2016, the Fund had capital loss carry forwards for federal income tax purposes available to offset future capital gains as follows:

 

Non-Expiring   Non-Expiring     
Short-Term   Long-Term   Total 
$356,028   $599,374   $955,402 

 

Permanent book and tax differences, primarily attributable to adjustments for paydowns, resulted in reclassifications for the year ended October 31, 2016 as follows:

 

Paid   Undistributed   Accumulated 
In   Net Investment   Net Realized 
Capital   Income (Loss)   Gains (Loss) 
$   $117,605   $(117,605)

 

7.BENEFICIAL OWNERSHIP

 

The beneficial ownership, either directly or indirectly, of more than 25% of the voting securities of a fund creates a presumption of control of the fund, under Section 2(a)(9) of the 1940 Act. As of October 31, 2016 the following held in excess of 25% of the voting securities of the Funds listed, for the sole benefit of customers and may be deemed to control the applicable Fund. As of October 31, 2016 Charles Schwab & Co. held 43.1% of the voting securities of the Fund for the sole benefit of customers and may be deemed to control the Fund.

 

8.NEW ACCOUNTING PRONOUNCEMENTS

 

In May 2015, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2015-07, “Disclosures for Investments in Certain Entities That Calculate Net Asset Value per Share (or Its Equivalent)”, modifying ASC 946 “Financial Services – Investment Companies”. Under the modifications, investments in affiliated and private investment funds valued at Net Asset Value are no longer included in the fair value hierarchy disclosed in Footnote 2. ASU 2015-07 is effective for fiscal years beginning on or after December 15, 2015, and interim periods within those annual periods. Early application is permitted. Management is currently evaluating the implications of ASU 2015-07 and its impact on financial statement disclosures.

 

9.SUBSEQUENT EVENTS

 

Subsequent events after the Statement of Assets and Liabilities date have been evaluated through the date the financial statements were issued. Management has concluded that there is no impact requiring adjustment or disclosure in the financial statements.

28

 
Anfield Universal Fixed Income Fund
ADDITIONAL INFORMATION (Unaudited)
October 31, 2016
 

Approval of Advisory Agreement – Anfield Universal Fixed Income Fund

 

At a meeting held on July 19, 2016 (the “Meeting”), the Board of Trustees (the “Board”) of Two Roads Shared Trust (the “Trust”), each of whom is not an “interested person” of the Trust (the “Independent Trustees” or “Trustees”), as such term is defined under Section 2(a)(19) of the Investment Company Act of 1940 (the “1940 Act”), considered the approval of an investment advisory agreement (the “Agreement”) between Anfield Capital Management, LLC (“Anfield” or the “Adviser”) and the Trust, on behalf of the Anfield Universal Fixed Income Fund (the “Fund”), a series of the Trust.

 

In connection with the Board’s consideration of the Agreement, the Board received written materials in advance of the Meeting, which included information regarding: (i) the nature, extent, and quality of services to be provided to the Fund by Anfield; (ii) a description of the Adviser’s investment management personnel; (iii) an overview of the Adviser’s operations and financial condition; (iv) a description of the Adviser’s brokerage practices (including any soft dollar arrangements); (v) a comparison of the Fund’s advisory fee and overall expenses with those of comparable mutual funds; (vi) the level of profitability from the Adviser’s fund-related operations; (vii) the Adviser’s compliance policies and procedures, including policies and procedures for personal securities transactions, business continuity and information security; and (viii) information regarding the performance record of the Fund as compared to other funds with similar investment strategies and various relevant benchmark indices.

 

Throughout the process, including at the meeting, the Board had numerous opportunities to ask questions of and request additional materials from Anfield. During the Meeting, the Board was advised by, and met, in executive session with, the Board’s independent legal counsel, and received a memorandum from such independent counsel regarding their responsibilities under applicable law.

 

The evaluation process with respect to the Adviser is an ongoing one. In evaluating the Agreement, the Board also took into account the Board’s knowledge, resulting from their meetings and other interactions throughout the year and past years, of Anfield, its services and the Anfield Fund.

 

In its consideration of the Agreement, the Board did not identify any single factor as controlling. Matters considered by the Board in connection with its approval of the Agreement included, among others, the following:

 

Nature, Extent and Quality of Services. The Board reviewed materials provided by Anfield related to the Advisory Agreement with the Trust on behalf of the Anfield Fund, including the Agreement, Anfield’s Form ADV Parts I and II, an overview of the Fund’s investment strategies, including a description of the manner in which investment decisions are made and executed, Anfield’s compliance policies and procedures, inclusive of its business continuity policy and information systems security policy and a Code of Ethics containing provisions reasonably necessary to prevent Access Persons, as that term is defined in Rule 17j-1 under the 1940 Act, from engaging in conduct prohibited by Rule 17j-1(b), a written risk assessment, and an overview of the personnel who perform services for the Anfield Fund.

 

In reaching its conclusions, the Board considered the experience and qualifications of Anfield’s professional staff and Anfield’s execution of its policies and procedures. The Board considered the allocation of time spent by the Anfield Fund’s portfolio managers on the Anfield Fund as compared to other activities and also Anfield’s description of its practices for executing the Anfield Fund’s investment strategies and the performance of the Anfield Fund. The Board also considered Anfield’s compliance program and marketing efforts, finding that Anfield has dedicated substantial resources to the operation of its compliance program, and is appropriately focused on the development of marketing and distribution programs for the Anfield Fund. The Board also noted that Anfield has not reported any compliance or administrative issues in the prior 12 months of operations. The Board concluded that Anfield had sufficient quality and depth of personnel, resources, investment methods and compliance policies and procedures required to perform its duties under the Advisory Agreement and that the nature, overall quality and extent of the management services provided by Anfield to the Anfield Fund were satisfactory and reliable.

29

 
Anfield Universal Fixed Income Fund
ADDITIONAL INFORMATION (Unaudited)(Continued)
October 31, 2016
 

Performance. The Board considered the Anfield Fund’s performance, including for the one-year period ended December 31, 2015, and the one-year, three-year and year-to-date periods ended June 30, 2016, as compared to a subset of funds from the Anfield Fund’s Morningstar category (Nontraditional Bond) selected by Anfield as the Anfield Fund’s closest competitors. These funds consist of higher quality institutional funds managed by “brand name” investment banks and investment advisers (the “Peer Group”). The Board also considered comparisons to the Fund’s primary benchmark index (BofA Merrill Lynch US Dollar 3-Month LIBOR Constant Maturity Index) and certain other fixed-income indices. The Board found that for the one-year period ended December 31, 2015 the Anfield Fund outperformed each fund in the Peer Group and the benchmark index. The Board also found that for the one-year, three-year and year-to-date periods ended June 30, 2016, the Anfield Fund performed better than the median of the Peer Group in each period as well as the benchmark index. The Board also took into consideration that Anfield had noted that its small asset base prevented the full implementation of its investment strategies during the earlier stages of the Anfield Fund’s operations. The Board also considered that the Anfield Fund is ranked in the 22nd percentile of its Morningstar category and has been awarded a 4-star rating by Morningstar. The Board concluded that, based on Anfield’s presentation and the performance of the Anfield Fund, Anfield’s performance was satisfactory and provided an acceptable level of investment returns for the Anfield Fund and its shareholders.

 

Fees and Expenses. As to the costs of the services provided and profits realized, the Board considered a comparison of the Anfield Fund’s advisory fee and overall expenses to both the Anfield Fund’s Morningstar category and the Peer Group. The Board considered that Anfield charges an advisory fee of 0.80% of the Fund’s average net assets. The Board also considered that Anfield has contractually agreed to waive expenses (exclusive of (i) any front-end or contingent deferred loads; (ii) brokerage fees and commissions; (iii) acquired fund fees and expenses; (iv) borrowing costs (such as interest and dividend expense on securities sold short); (v) taxes; and (vi) extraordinary expenses, such as litigation expenses) to 1.20%, 1.95% and 0.95% for each of the Anfield Fund’s Class A, Class C and Class I shares, respectively

 

The Board found that with respect to advisory fees, the Anfield Fund’s advisory fee was within the range of the average of advisory fees within the Morningstar Nontraditional Bond category, which is comprised of approximately 90 funds, and slightly above the mean of the Peer Group. The Board also found that as compared to the Morningstar Nontraditional Bond category and Peer Group, the Anfield Fund’s net expense ratio (Class I shares) is within the average range of the expense ratios of each group. The Board took into account that, at least with respect to the Peer Group, the comparable funds had in many instances a substantially larger asset base. The Board also considered Anfield’s decisions to reduce the Anfield Fund’s advisory fee and expense ratios on prior occasions to ensure that the Anfield Fund was attractive to shareholders, as well as that Anfield had contractually agreed to enter into an expense limitation agreement. The Board then concluded that the contractual advisory fee was fair and reasonable and that the overall expected expense ratios were acceptable in light of these factors.

 

Profitability. The Board considered Anfield’s profitability and whether these profits are reasonable in light of the services provided to the Anfield Fund. The Board reviewed a profitability analysis prepared by Anfield based on current asset levels and the current advisory fee. The Board considered that Anfield’s profitability had been reduced following the reduction in its advisory fee, and that at current asset levels, that the Anfield Fund is currently not generating a profit for Anfield.

 

Economies of Scale. The Board considered whether Anfield would realize economies of scale with respect to its management of the Anfield Fund. The Board considered Anfield’s profitability analysis and noted the prior reduction in the advisory fee and whether further economies could be gained. The Board considered that Anfield has represented that it will reach full scale at approximately $750 million in assets under management, and therefore, economies of scale was not a relevant consideration at present. The Board noted that it would revisit whether economies of scale exist in the future once the Anfield Fund has achieved sufficient scale.

30

 
Anfield Universal Fixed Income Fund
ADDITIONAL INFORMATION (Unaudited)(Continued)
October 31, 2016
 

Other Benefits. The Board also considered the character and amount of other direct and incidental benefits to be received by Anfield from its association with the Fund. The Board noted that Anfield has identified potential “fall-out” benefits that it may receive, including an enhanced firm profile, firm credibility, and reputational benefits, and concluded that such benefits would be expected and appeared to be reasonable.

 

Conclusion. The Executive Session concluded, and the Meeting was then reconvened. The Chairman reported that the Board, having requested and received such information from Anfield as they believed reasonably necessary to evaluate the terms of the Advisory Agreement, and having been advised by independent counsel that the Board had appropriately considered and weighed all relevant factors, determined that approval of the Advisory Agreement for an additional one-year term is in the best interests of the Anfield Fund and its current and future shareholders. In considering the Advisory Agreement, the Board did not identify any one factor as all important and each Trustee may have considered different factors as more important.

31

 

Report of Independent Registered Public Accounting Firm

 

To the Board of Trustees of Two Roads Shared Trust

and the Shareholders of Anfield Universal Fixed Income Fund

 

We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of Anfield Universal Fixed Income Fund (the Fund), a series of the Two Roads Shared Trust, as of October 31, 2016, the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the three years in the period then ended and for the period from June 28, 2013 (commencement of operations) through October 31, 2013. These financial statements and financial highlights are the responsibility of the Fund’s management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

 

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Fund’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. Our procedures included confirmation of investments owned as of October 31, 2016, by correspondence with the custodian and brokers. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

 

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Anfield Universal Fixed Income Fund as of October 31, 2016, and the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and its financial highlights for each of the three years in the period then ended and for the period from June 28, 2013 (commencement of operations) through October 31, 2013, in conformity with accounting principles generally accepted in the United States of America.

 

/s/ RSM US LLP

 

Denver, Colorado

December 30, 2016

32

 
Anfield Universal Fixed Income Fund
EXPENSE EXAMPLES (Unaudited)
October 31, 2016
 

As a shareholder of Anfield Universal Fixed Income Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchases of Class A shares; (2) ongoing costs, including management fees; distribution and/or service (12b-1) fees; and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Anfield Universal Fixed Income Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

 

The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period from May 1, 2016 through October 31, 2016.

 

Actual Expenses

 

The “Actual Expenses” line in the table below provides information about actual account values and actual expenses. You may use the information below together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the table under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.

 

Hypothetical Example for Comparison Purposes

 

The “Hypothetical” line in the table below provides information about hypothetical account values and hypothetical expenses based on the Anfield Universal Fixed Income Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balances or expenses you paid for the period. You may use this information to compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.

 

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

 

   Beginning  Ending  Expenses Paid  Expense Ratio
   Account Value  Account Value  During Period*  During Period**
Actual  5/1/16  10/31/16  5/1/16 – 10/31/16  5/1/16 – 10/31/16
Class A  $ 1,000.00  $ 1,022.60  $ 6.09     1.20%
Class C     1,000.00     1,019.00     9.90  1.95
Class I     1,000.00     1,023.90     4.83  0.95
             
   Beginning  Ending  Expenses Paid  Expense Ratio
Hypothetical  Account Value  Account Value  During Period*  During Period**
(5% return before expenses)  5/1/16  10/31/16  5/1/16 – 10/31/16  5/1/16 – 10/31/16
Class A  $ 1,000.00  $ 1,019.11  $ 6.08     1.20%
Class C     1,000.00     1,015.33     9.88  1.95
Class I     1,000.00     1,020.36     4.82  0.95

 

*Expenses are equal to the average account value over the period, multiplied by the Fund’s annualized expense ratio, multiplied by the number of days in the period (184) divided by the number of days in the fiscal year (366).

 

 **Annualized.

33

 
Anfield Universal Fixed Income Fund
SUPPLEMENTAL INFORMATION (Unaudited)
October 31, 2016
 

Trustees and Officers. The Trustees and officers of the Trust, together with information as to their principal business occupations during the past five years and other information, are shown below. Unless otherwise noted, the address of each Trustee and Officer is 17605 Wright Street, Suite 2, Omaha, Nebraska 68130.

 

Independent Trustees*

 

Name, Address,
Year of Birth
Position(s)
Held with
Registrant
Term and
Length
Served
Principal
Occupation(s) During
Past 5 Years
Number of
Portfolios
Overseen In
The Fund
Complex**
Other Directorships
Held During Past 5
Years
Mark Garbin
Year of Birth: 1951
Trustee,
Valuation
Committee
Chairman
Indefinite,
Since 2012
Managing Principal, Coherent Capital Management LLC (since 2008) 117 Forethought Variable Insurance Trust (since 2013); Northern Lights Fund Trust (since 2013); Northern Lights Variable Trust (since 2013); Altegris KKR Commitments Master Fund (since 2014) and Altegris KKR Commitments Fund (2014-2016); and Oak Hill Advisors Mortgage Strategies Fund (offshore), Ltd. (since 2014)
Mark D. Gersten
Year of Birth: 1950
Chairman,
Trustee
Indefinite,
Since 2012
Independent Consultant (since 2012); Senior Vice President –Global Fund Administration Mutual Funds & Alternative Funds, AllianceBernstein LP (1985-2011) 117 Schroder Global Series Trust (since 2012); Northern Lights Fund Trust (since 2013); Northern Lights Variable Trust (since 2013); Altegris KKR Commitments Master Fund (since 2014) and Altegris KKR Commitments Fund (2014-2016); Ramius Archview Credit and Distressed Fund (since 2015)
Neil M. Kaufman
Year of Birth: 1960
Trustee,
Audit
Committee
Chairman
Indefinite,
Since 2012
Partner, Abrams Fensterman, Fensterman, Eisman, Formato, Ferrara & Wolf, LLP (legal services)(2010-2016) 12 Altegris KKR Commitments Master Fund (since 2014) and Altegris KKR Commitments Fund (2014-2016)
Anita K. Krug
Year of Birth: 1969
Trustee Indefinite,
Since 2012
Professor (2016 to present) and Associate Professor, University of Washington School of Law (since 2014); Assistant Professor, University of Washington School of Law (2010-2014) 12 Altegris KKR Commitments Master Fund (since 2014) and Altegris KKR Commitments Fund (2014-2016); Centerstone Investors Trust (since 2016)

 

*Information is as of October 31, 2016

 

**The term “Fund Complex” includes the Northern Lights Fund Trust, Northern Lights Fund Trust II, Northern Lights Fund Trust III, Northern Lights Fund Trust IV, Northern Lights Variable Trust and Two Roads Shared Trust.

34

 
Anfield Universal Fixed Income Fund
SUPPLEMENTAL INFORMATION (Unaudited)
October 31, 2016
 

Officers of the Trust*

 

Name, Address,
Year of Birth
Position(s)
Held with
Registrant
Principal Occupation(s) During
Past 5 Years
Number of
Portfolios
Overseen In
The Fund
Complex**
Other
Directorships
Held During Past
5 Years
Andrew Rogers
80 Arkay Drive
Hauppauge, NY 11788
Year of Birth: 1969
President
Since
Inception
Chief Executive Officer, Gemini Fund Services, LLC (since 2012); President and Manager, Gemini Fund Services, LLC (2006 -2012); and President and Manager, Blu Giant LLC (financial printer)(2004 -2011) N/A Northern Lights Fund Trust (since 2013)
Richard A. Malinowski
80 Arkay Drive
Hauppauge, NY 11788
Year of Birth: 1983
Secretary
Since 2013
Vice President (2016 to Present) and Assistant Vice President, Gemini Fund Services, LLC, (2012 –2016); Vice President and Manager, BNY Mellon Investment Servicing (US), Inc., (2011-2012); Senior Specialist, BNY Mellon Investment Servicing (US), Inc.(formerly PNC Global Investment Servicing (US) Inc.) (2008-2011). N/A N/A
James Colantino
80 Arkay Drive
Hauppauge, NY 11788
Year of Birth: 1969
Treasurer
Since
Inception
Senior Vice President (2012-present); Vice President (2004 to 2012); Gemini Fund Services, LLC. N/A N/A
William B. Kimme
Year of Birth: 1962
Chief
Compliance
Officer
Since
Inception
Senior Compliance Officer, Northern Lights Compliance Services, LLC (September 2011 -present). N/A N/A

 

*Information is as of October 31, 2016

 

**The term “Fund Complex” includes the Northern Lights Fund Trust, Northern Lights Fund Trust II, Northern Lights Fund Trust III, Northern Lights Fund Trust IV, Northern Lights Variable Trust and Two Roads Shared Trust.

 

The Fund’s Statement of Additional Information (“SAI”) includes additional information about the Trustees and is available free of charge, upon request, by calling toll-free at 1-866-866-4848.

35

 

PRIVACY NOTICE

 

FACTS WHAT DOES TWO ROADS SHARED TRUST DO WITH YOUR PERSONAL INFORMATION
   
Why? Financial companies choose how they share your personal information.
   
  Federal law gives consumers the right to limit some but not all sharing.
  Federal law also requires us to tell you how we collect, share, and protect your personal information.
Please read this notice carefully to understand what we do.
   
What? THE TYPES OF PERSONAL INFORMATION WE COLLECT AND SHARE DEPENDS ON THE PRODUCT OR SERVICE THAT YOU HAVE WITH US. THIS INFORMATION CAN INCLUDE:
   
  ●      Social Security number and income
   
  ●      Account transactions and transaction history
   
  ●      Investment experience and purchase history
   
  When you are no longer our customer, we continue to share your information as described in this notice.
   
How? All financial companies need to share customers’ personal information to run their everyday business. In the section below, we list the reasons financial companies can share their customers’ personal information; the reason Two Roads Shared Trust chooses to share and whether you can limit this sharing.

 

Reasons we can share your personal information Does Two Roads
Shared Trust share?
Can you limit
this sharing?
For our everyday business purposes –    
such as to process your transactions, maintain your account(s), respond to court orders and legal investigations, or report to credit bureaus YES NO
For our marketing purposes – NO We do not share
to offer our products and services to you    
For joint marketing with other financial companies NO We do not share
     
     
For our affiliates’ everyday business purposes – NO We do not share
information about your transactions and experiences    
     
For our affiliates’ everyday business purposes – NO We do not share
information about your creditworthiness    
For our affiliates to market to you NO We do not share
     
For nonaffiliates to market to you NO We do not share
     
Questions? Call 1-402-895-1600

36

 

What we do

How does Two Roads Shared Trust
protect my personal information?
To protect your personal information from unauthorized access and use, we use security measures that comply with federal law. These measures include computer safeguards and secured files and buildings.
   
  Our service providers are held accountable for adhering to strict policies and procedures to prevent any misuse of your nonpublic personal information.
How does Two Roads Shared Trust We collect your personal information, for example, when you
collect my personal information?  
  ●      open an account or give us contact information
   
  ●      provide account information or give us your income information
   
  ●      make deposits or withdrawals from your account
   
  We also collect your personal information from other companies.
Why can’t I limit all sharing? Federal law gives you the right to limit only
   
  ●      sharing for affiliates’ everyday business purposes – information about your creditworthiness
   
  ●      affiliates from using your information to market to you
   
  ●      sharing for nonaffiliates to market to you
   
  State laws and individual companies may give you additional rights to limit sharing
   
Definitions  
Affiliates Companies related by common ownership or control. They can be financial and nonfinancial companies.
   
  ●      Two Roads Shared Trust has no affiliates.
Nonaffiliates Companies not related by common ownership or control. They can be financial and nonfinancial companies.
   
  ●      Two Roads Shared Trust does not share with nonaffiliates so they can market to you.
Joint marketing A formal agreement between nonaffiliates financial companies that together market financial products or services to you.
   
  ●      Two Roads Shared Trust does not jointly market.

37

 

Proxy Voting Policy

 

Information regarding how the Fund votes proxies relating to portfolio securities for the twelve month period ended June 30th as well as a description of the policies and procedures that the Fund used to determine how to vote proxies is available without charge, upon request, by calling 1-866-866-4848 or by referring to the Securities and Exchange Commission’s (“SEC”) website at http://www.sec.gov.

 

Portfolio Holdings

 

Each Portfolio files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Form N-Q is available on the SEC’s website at http://www.sec.gov and may be reviewed and copied at the SEC’s Public Reference Room in Washington, DC (1-800-SEC-0330). The information on Form N-Q is available without charge, upon request, by calling 1-866-866-4848.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Adviser

Anfield Capital Management, LLC

4695 MacArthur Court, Suite 430

Newport Beach, CA 92660

 

Administrator

Gemini Fund Services, LLC

80 Arkay Drive, Suite 110

Hauppauge, NY 11788

 

 

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 registrant's 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) During the period covered by this report, there were no amendments to any provision of the code of ethics.

 

(c) During the period covered by this report, there were no waivers or implicit waivers of a provision of the code of ethics.

 

 

ITEM 3. AUDIT COMMITTEE FINANCIAL EXPERT.

 

  The Registrant’s board of trustees has determined that Mark Gersten is an audit committee financial expert, as defined in Item 3 of Form N-CSR.  Mr. Gersten is independent for purposes of this Item 3.

 

 

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 registrant's principal accountant for the audit of the registrant's annual financial statements or services that are normally provided by the accountant in connection with statutory and regulatory filings or engagements for those fiscal years are as follows:

 

  

 

Trust Series  2015  2016
Anfield Universal Fixed Income Fund 15,000 15,000

 

(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 registrant’s 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:

 

 

Trust Series  2015  2016
Anfield Universal Fixed Income Fund 2,500 3,000

 

 

(d) All Other Fees.   The aggregate fees billed in each of the last two fiscal years for products and services provided by the registrant’s principal accountant, other than the services reported in paragraphs (a) through (c) of this item were $0 and $0 for the fiscal years ended October 31, 2015 and 2016 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 accountant's engagement to audit the registrant's financial statements for the most recent fiscal year that were attributed to work performed by persons other than the principal accountant's full-time, permanent employees was zero percent (0%).
(g) All non-audit fees billed by the registrant's principal accountant for services rendered to the registrant for the fiscal years ended October 31, 2015 and 2016 respectively are disclosed in (b)-(d) above. There were no audit or non-audit services performed by the registrant's principal accountant for the registrant's adviser.

 

 

ITEM 5. AUDIT COMMITTEE OF LISTED REGISTRANTS.

 

Not applicable

 

ITEM 6. SCHEDULE OF INVESTMENT

 

Included in annual report to shareholders filed under item 1 of this form.

 

ITEM 7. DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES.

 

Not applicable Fund is an open-end management investment company

 

ITEM 8. PORTFOLIO MANAGERS OF CLOSED-END MANAGEMENT INVESTMENT COMPANIES

 

Not applicable Fund is an open-end management investment company

 

ITEM 9. PURCHASES OF EQUITY SECURITIES BY CLOSED-END MANAGEMENT INVESTMENT COMPANY AND AFFILIATED PURCHASERS.

 

Not applicable Fund is an open-end management investment company

 

ITEM 10. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.

 

Not applicable at this time.

 

ITEM 11. CONTROLS AND PROCEDURES.

 

(a)The registrant's principal executive and principal financial officers, or persons performing similar functions, have concluded that the registrant's disclosure controls and procedures (as defined in Rule 30a-3(c) under the 1940 Act, are effective, as of a date within 90 days of the filing date of this report, based on the evaluation of these controls and procedures required by Rule 30a-3(b) under the 1940 Act and Rule 15d-15(b) under the Securities Exchange Act of 1934, as amended.

 

 

(b)There were no changes in the registrant's internal control over financial reporting (as defined in Rule 30a-3(d) under the 1940 Act) that occurred during the period covered by this report that have materially affected, or are reasonably likely to materially affect, the registrant's internal control over financial reporting.

 

ITEM 12. EXHIBITS

 

(1)Code of Ethics for Principal Executive and Senior Financial Officers is attached hereto.

 

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

 

(3)Certifications pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 are filed herewith.

 

 

SIGNATURES

 

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

 

Two Roads Shared Trust

 

 

By Andrew Rogers /s/ Andrew Rogers   
Principal Executive Officer/President,  
Date:  January 4, 2017  

 

 

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following person on behalf of the registrant and in the capacities and on the date indicated.

 

 

By Andrew Rogers /s/ Andrew Rogers   
Principal Executive Officer/President,
Date: January 4, 2017  

 

 

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following person on behalf of the registrant and in the capacities and on the date indicated.

 

 

By James Colantino  /s/ James Colantino
Principal Financial Officer/Treasurer
Date: January 4, 2017