N-CSRS 1 fp0044950_ncsrs.htm

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 811-22888

 

Wildermuth Endowment Fund

(Exact name of registrant as specified in charter)

 

818 A1A Hwy, Suite 301

Ponte Vedra Beach, Florida 32082

(Address of principal executive offices) (Zip code)

 

Daniel Wildermuth

Wildermuth Advisory, LLC

818 A1A Hwy, Suite 301

Ponte Vedra Beach, Florida 32082

(Name and address of agent for service)

 

COPIES TO:

 

John H. Grady

Practus, LLP

137 Airdale Road

Bryn Mawr, Pennsylvania 19010

 

Registrant's telephone number, including area code: (888) 889-8981

 

Date of fiscal year end: December 31

 

Date of reporting period: June 30, 2019

 

 

 

Item 1. Reports to Stockholders.

 

 

SEMI-ANNUAL REPORT

 

June 30, 2019

 

WWW.WILDERMUTHENDOWMENTFUND.COM ● 1-888-889-8981 ●
DISTRIBUTED BY WILDERMUTH SECURITIES, LLC AND
UMB DISTRIBUTION SERVICES, LLC (MEMBERS OF FINRA)

 

 

 

Wildermuth Endowment Fund

 

Table of Contents

 

Rule 30e-3 Notice for Delivery of Shareholder Reports

2

Letter to Shareholders

3

Portfolio Review

6

Portfolio Composition

8

Schedule of Investments

9

Statement of Assets and Liabilities

18

Statement of Operations

19

Statements of Changes in Net Assets

20

Statement of Cash Flows

22

Financial Highlights

23

Notes to Financial Statements

26

Additional Information

41

 

 

 

Wildermuth Endowment Fund

 

Optional Delivery of Shareholder Reports Notice

 

 

Dear Wildermuth Endowment Fund Shareholder:

 

The Wildermuth Endowment Fund (the “Fund”) is a closed-end fund registered with the Securities and Exchange Commission (the “Commission”) under the Investment Company Act of 1940, as amended, and operates as an “interval fund” thereunder. The Fund is obligated to provide each of its shareholders with paper copies of its annual and semi-annual reports.

 

In June 2018, the Commission approved of a new, optional “notice and access” method for delivery of annual and semi-annual shareholder reports to investors in certain registered investment funds.

 

Under new Rule 30e-3 (the “Rule”), funds may deliver their annual and semi-annual shareholder reports by making them publicly accessible on a website, free of charge, and sending investors a paper notice of the availability of each report by mail. Investors who prefer to receive the full shareholder reports in paper form may, at any time, choose that option free of charge.

 

Please be advised that the Fund intends to rely on the new Rule 30e-3.

 

You are receiving this notice now because the Fund may elect to rely on the Rule as of January 1, 2021, and funds must provide notice to shareholders at least two (2) years prior to relying on the Rule.

 

Under the circumstances, this notice would permit the Fund to mail notices to shareholders instead of mailing paper forms of its annual and semi-annual reports as early as two (2) years from the date of the original notice that was mailed to shareholders on March 1, 2019 for the December 31, 2018 annual report.

 

Sincerely,

 

 

Daniel Wildermuth
Wildermuth Endowment Fund

 

2

 

 

 

Wildermuth Endowment Fund

 

Letter to Shareholders

June 30, 2019

 

 

Dear Investor:

 

We are pleased to present this semi-annual report for the Wildermuth Endowment Fund (the “Fund”) covering the 6-month period from January 1, 2019 to June 30, 2019.

 

For the 6-month period ended June 30, 2019, the Fund generated a total return of 8.45%, 8.08% and 8.54% for the Fund Class A-Shares, C-Shares and I-Shares respectively. The Fund was up sharply through the year’s first half despite limited exposure to assets represented by either the S&P 500 Index1 or Barclays U.S. Aggregate Bond Index2, which both enjoyed exceptional gains over the period up 18.54% and 6.11% respectively. The primary drivers of the Fund’s gains resulted from various investments outside of publicly traded markets.

 

The Fund’s performance resulted from several asset classes within its diversified strategy delivering solid returns in the first half of the year including various private equity holdings, nearly all real estate positions, U.S. equities, and some hedge fund holdings. The combination of different asset class returns provided positive Fund returns that were less volatile than either broad U.S. equity or a blended portfolio consisting of 60% stocks and 40% bonds.

 

Private equity holdings continued to thrive. Ongoing growth and progress by some of the directly held companies resulted in solid increases in value. Holdings in private equity funds also fared well with several increases in value across different funds.

 

Real estate holdings continued to perform well. Value was recognized across the sector in various ways ranging from increases in the value of holdings to interest received to fees for financing activities. Overall, the sector provided solid and consistent returns to the portfolio.

 

Hedge funds also contributed to gains while also adding to the portfolio’s diversification.

 

U.S. equity holdings exceptionally strong performance contributed to the portfolio’s returns despite an allocation to the sector below 10 percent. Similarly, allocations in both emerging equity markets and developed equity markets also boosted the portfolio given both sector’s strong performance.

 

Fixed income holdings were mostly positive with nearly all positions across different risk levels increasing on the year. Unfortunately, one fund suffered a significant setback due to a default of a large borrower. While we had already requested a redemption of all our assets prior to the default based on concerns over the asset class, the terms of our redemption delayed our return of capital, and we suffered a decline in value.

 

Looking forward to the second half of 2019, we are growing increasingly cautious about the ongoing strength of the U.S. and global economies in light of the spreading worldwide slowdown. The combination of fairly rich equity market valuations and increasing concerns on numerous economic fronts leaves us unenthusiastic about global equities. While we are not forecasting a near-term recession or associated market implosion, we believe volatility will likely rise with a higher probably of significant pullbacks. As a result, our allocations to public equities are likely to remain at low levels and possibly decrease further.

 

Low interest rates combined with potential rate increases also leave us fairly unenthusiastic about investment grade fixed income, and we intend to keep our allocation in this sector small. We continue to seek out and deploy capital into different types of higher yielding private company debt that offer a perceived strong level of collateralization or strong company backing. These opportunities provide us the opportunity to potentially benefit from individual circumstances relatively unrelated to broader economic forces.

 

3

 

 

 

Wildermuth Endowment Fund

 

Letter to Shareholders - Continued
June 30, 2019

 

 

We remain very enthusiastic about opportunities within various alternatives sectors such as private equity, real estate and hedge funds. We believe specific investments within these areas provide us the potential to add attractive holdings to the portfolio. These sectors seek lower correlation3 to the public markets which may continue to increase in volatility and potentially offer lower returns. Within these sectors, we believe our current holdings offer attractive prospects, and we also believe we are well positioned to find and add attractive investments to the portfolio.

 

Thank you for your continued confidence and support.

 

Sincerely,

 

 

Daniel Wildermuth
President and Chief Executive Officer, and
Chairman and Trustee of the Fund

 

1

The S&P 500 Index is a registered trademark of Standard & Poor’s and is an unmanaged broadly-based index of the common stock prices of 500 large U.S. companies that includes the reinvestment of dividends. Unlike mutual funds, indices are not managed, and do not incur fees or expenses. You cannot invest directly in an index.

 

2

The Barclays U.S. Aggregate Bond Index is an unmanaged, broad based index measuring intermediate terms bonds. It is not possible to invest directly in an index.

 

3

Correlation measures the degree to which two securities move in relation to each other.

 

Important Risk Disclosures

 

The performance data quoted represents past performance and is not a guarantee of future results. Current performance may be lower or higher than the performance information quoted. Investors should carefully consider the investment objectives, risks, charges and expenses of the Fund before investing. This and other important information is contained within the Fund’s Prospectus, which can be obtained by calling (888) 889-8981 or by visiting our website www.wildermuthendowmentfund.com. The Fund’s Prospectus should be read carefully before investing.

 

Investing in the Fund involves risk, including those summarized below. An investment in the Fund is generally subject to market risk, including the loss of the entire principal amount invested. An investment in the Fund represents an indirect investment in the securities owned by the Fund. The Fund is a continuously offered, closed-end investment company that operates as an interval fund.

 

You should consider the shares to be an illiquid investment. Even though the Fund will make periodic repurchase offers to repurchase a portion of the shares to provide some liquidity to shareholders, only a limited number of shares will be eligible for repurchase by us. Once each quarter, the Fund will offer to repurchase at net asset value (NAV) per share no less than 5% of the outstanding shares of the Fund, unless such offer is suspended or postponed in accordance with regulatory requirements. The Fund may increase the size of these offerings up to a maximum of 25% of the Fund’s outstanding shares, in the sole discretion of the Board, but it is not expected that the Board will do so.

 

You should consider that you may not have immediate access to the money you invest for an indefinite period of time. An investment in our shares is not suitable for you if you need immediate access to the money you invest.

 

Endowments have a long-term investment time horizon with low liquidity needs. Investors should consider how closely their investment goals and needs match those of endowments.

 

4

 

 

 

Wildermuth Endowment Fund

 

Letter to Shareholders - Continued
June 30, 2019

 

 

Certain investments in the Fund are illiquid making it difficult to sell these securities and possibly requiring the Fund to sell at an unfavorable time or price. The value of certain Fund investments, in particular non-traded investment vehicles, will be difficult to determine and the valuations provided will likely vary from the amounts the Fund would receive upon sale or disposition of its investments.

 

Like all financial instruments, the value of these securities may move up or down, sometimes rapidly and unpredictably. The value of your investment in the Fund at any point in time may be worth less than the value of your original investment, even after taking into account any reinvestment of dividends and distributions.

 

When the Fund invests in equity securities, the Fund’s investments in those securities are subject to price fluctuations based on a number of reasons of issuer-specific and broader economic or international considerations. They may also decline due to factors which affect a particular industry or industries. In addition, equity securities prices may be particularly sensitive to rising interest rates, as the cost of capital rises and borrowing costs increase.

 

The Fund may invest in publicly-traded and non-traded REITs or privately offered pooled investment vehicles that hold real estate as well as invest in real estate directly through entities owned or controlled directly or indirectly by the Fund. As a result, the Fund’s portfolio may be significantly impacted by the performance of the real estate market and may experience more volatility and be exposed to greater risk than a more diversified portfolio.

 

REIT share prices may decline because of adverse developments affecting the real estate industry and real property values. In general, real estate values can be affected by a variety of factors, including supply and demand for properties, the economic health of the country or of different regions, and the strength of specific industries that rent properties.

 

Exposure to the commodities markets may subject the Fund to greater volatility than investments in more traditional securities. The value of commodity-linked investments may be affected by changes in overall market movements, commodity index volatility, changes in interest rates, or factors affecting a particular industry or commodity, such as weather, and international economic, political and regulatory developments.

 

The Fund may invest in medium- and small-capitalization companies, which may be newly formed or have limited product lines, distribution channels and financial or managerial resources. The risks associated with these investments are generally greater than those associated with investments in the securities of larger, more-established companies. This may cause the Fund’s net asset value to be more volatile when compared to investment companies that focus only on large-capitalization companies.

 

The Fund is classified as a non-diversified management investment company under the Investment Company Act of 1940, as amended. This means that the Fund may invest a greater portion of its assets in a limited number of issuers than would be the case if the Fund were classified as a diversified management investment company. Accordingly, the Fund may be more sensitive to any single economic, business, political or regulatory occurrence than the value of shares of a diversified investment company.

 

The shares have no history of public trading, nor is it intended that the shares will be listed on a public exchange at this time.

 

We do not expect a secondary market in the shares to develop. Even if any such market were to develop, closed-end fund shares trade frequently at a discount from net asset value, which creates a risk of loss for investors purchasing shares in the initial public offering.

 

5

 

 

 

Wildermuth Endowment Fund

 

Portfolio Review

June 30, 2019 (Unaudited)

 

 

The Fund’s performance figures* for the period ended June 30, 2019, compared to its benchmarks:

 

 

Three
Years

Two
Years

One
Year

Annualized
Since Inception1

Class A

9.33%

8.25%

5.80%

9.48%

Class A with Load2

7.11%

4.97%

(0.32)%

7.98%

S&P 500® Total Return Index**

14.19%

12.38%

10.42%

10.51%

Barclays U.S. Aggregate Bond Index***

2.31%

3.65%

7.87%

2.84%

 

 

Three
Years

Two
Years

One
Year

Annualized
Since Inception3

Class C

8.50%

7.44%

4.97%

9.33%

Class C with Sales Charge4

8.50%

7.44%

3.97%

9.33%

S&P 500® Total Return Index**

14.19%

12.38%

10.42%

14.37%

Barclays U.S. Aggregate Bond Index***

2.31%

3.65%

7.87%

3.15%

 

 

Two
Years

One
Year

Annualized
Since Inception5

Class I

8.71%

6.06%

8.36%

S&P 500® Total Return Index**

12.38%

10.42%

12.38%

Barclays U.S. Aggregate Bond Index***

3.65%

7.87%

3.68%

 

1

The Class A inception date was December 31, 2014.

 

2

Calculated using a maximum sales load. The maximum sales load was 6.00% from the Class A inception date through October 19, 2017. Effective October 20, 2017 the maximum sales load is 5.75%.

 

3

The Class C inception date was March 14, 2016.

 

4

Class C shares are subject to a Contingent Deferred Sales Charge of 1.00% on any shares redeemed within 365 days of purchase.

 

5

The Class I inception date was April 28, 2017.

 

*

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. Class A has a total annual operating expense of 3.98%, Class C has a total annual operating expense of 4.73%, and Class I has a total annual operating expense of 3.73%, respectively, per the prospectus dated May 1, 2019.

 

**

The S&P 500® Total Return Index is an unmanaged market capitalization-weighted index of 500 widely held common stocks. Investors cannot invest directly in an index.

 

***

The Barclays U.S. Aggregate Bond Index is a broad-based benchmark that measures the investment grade, U.S. dollar-denominated, fixed-rate taxable bond market, including Treasuries, government-related and corporate securities, MBS (agency fixed-rate and hybrid ARM pass-through securities), ABS, and CMBS. Investors cannot invest directly in an index.

 

6

 

 

 

Wildermuth Endowment Fund

 

Portfolio Review - Continued
June 30, 2019 (Unaudited)

 

 

Holdings by type of Investment

% of
Net Assets

Common Stocks

14.0%

Exchange Traded Funds

8.5

Commodity & Natural Resource Investments

4.8

Direct Real Estate

5.5

Hedge Funds

5.4

High Yield Loans

0.8

Private Equity

34.6

Private Equity Debt

7.6

Private Real Estate Investments

9.8

Public Real Estate Investments

0.4

Real Estate Loans

4.9

Warrants

0.9

Short-Term Investments, net

2.8

 

100.0%

 

Please refer to the Schedule of Investments in this Semi-Annual Report for detailed analysis of the Fund’s Holdings.

 

7

 

 

 

Wildermuth Endowment Fund

 

Portfolio Composition

June 30, 2019 (Unaudited)

 

 

Country of Investment

 

Fair
Value

   

% of
Net Assets

 

Australia

  $ 688,919       0.4%  

Austria

    156,378       0.1  

Belgium

    374,495       0.2  

Bermuda

    264,386       0.2  

Canada

    597,829       0.4  

Colombia

    27,252       0.0  

France

    2,044,806       1.3  

Germany

    828,665       0.5  

Hong Kong

    128,960       0.1  

Ireland

    7,982,160       5.1  

Israel

    87,748       0.1  

Japan

    969,294       0.6  

Luxembourg

    3,156,517       2.0  

Netherlands

    501,972       0.3  

Norway

    107,901       0.1  

Singapore

    641,928       0.4  

South Korea

    535,634       0.3  

Spain

    69,928       0.1  

Sweden

    89,573       0.1  

Switzerland

    345,071       0.2  

United Kingdom

    636,216       0.4  

United States

    135,422,250       86.0  

Other Assets & Liabilities, net

    1,732,018       1.1  
    $ 157,389,900       100.0%  

 

8

 

 

 

Wildermuth Endowment Fund

 

Schedule of Investments

June 30, 2019 (Unaudited)

 

 

 

Shares,
Principal
Amount,
or Units

     

Value

 
       

COMMON STOCKS — 14.0%

       
       

ADVERTISING — 0.1%

       
    1,800  

Stroeer S.E. & Co. KGaA

  $ 135,395  
                 
       

APPAREL — 0.0%

       
    120  

Kering

    71,076  
                 
       

AUTO PARTS & EQUIPMENT — 0.0%

       
    5,420  

Tenneco, Inc.

    60,108  
                 
       

BANKS — 0.9%

       
    3,970  

Bank of New York Mellon Corp.

    175,276  
    6,755  

Bank OZK

    203,258  
    5,985  

Cadence BanCorp

    124,488  
    8,240  

Citizens Financial Group, Inc.

    291,366  
    1,900  

Erste Group Bank AG(a)

    70,625  
    1,992  

JPMorgan Chase & Co.

    222,706  
    3,650  

Raiffeisen Bank International AG

    85,753  
    4,600  

Sumitomo Mitsui Trust Holdings, Inc.

    166,768  
              1,340,240  
       

BEVERAGES — 0.2%

       
    3,100  

Molson Coors Brewing Co., Class B

    173,600  
    700  

Pernod Ricard SA

    129,182  
              302,782  
       

BIOTECHNOLOGY — 0.2%

       
    450  

CSL Ltd.

    67,895  
    545  

Regeneron Pharmaceuticals, Inc.(a)

    170,585  
              238,480  
       

BUILDING MATERIALS — 0.4%

       
    6,340  

Continental Building Products, Inc.(a)

    168,454  
    8,450  

CRH PLC, ADR

    276,737  
    1,350  

HeidelbergCement AG

    109,402  
    1,425  

LafargeHolcim, Ltd.(a)

    69,672  
              624,265  
       

CHEMICALS — 0.2%

       
    700  

FMC Corp.

    58,065  
    3,225  

Kraton Corp.(a)

    100,201  
    1,730  

PPG Industries, Inc.

    201,908  
              360,174  
       

COMMERCIAL SERVICES — 0.4%

       
    3,655  

AMN Healthcare Services, Inc.(a)

    198,284  
    15,046  

McMillan Shakespeare, Ltd.

    128,920  
    1,141  

S&P Global, Inc.

    259,908  
    600  

Wirecard AG

    101,162  
              688,274  

 

See accompanying notes to financial statements.

 

9

 

 

 

Wildermuth Endowment Fund

 

Schedule of Investments - Continued
June 30, 2019 (Unaudited)

 

 

 

Shares,
Principal
Amount,
or Units

     

Value

 
       

COMMON STOCKS (CONTINUED)

       
       

COMPUTERS — 0.2%

       
    2,405  

Leidos Holdings, Inc.

  $ 192,039  
    5,310  

NCR Corp.(a)

    165,141  
              357,180  
       

COSMETICS/PERSONAL CARE — 0.6%

       
    9,240  

Procter & Gamble Co.

    1,013,166  
                 
       

DISTRIBUTION/WHOLESALE — 0.2%

       
    16,876  

Inchcape PLC

    132,310  
    7,054  

Triton International, Ltd.

    231,089  
              363,399  
       

DIVERSIFIED FINANCIAL SERVICES — 0.4%

       
    6,115  

Ally Financial, Inc.

    189,504  
    3,211  

LPL Financial Holdings, Inc.

    261,921  
    32,000  

Mitsubishi UFJ Lease & Finance Co., Ltd.

    169,594  
              621,019  
       

ELECTRICAL COMPONENTS & EQUIPMENT — 0.1%

       
    2,540  

Belden, Inc.

    151,308  
                 
       

ELECTRONICS — 0.3%

       
    2,425  

Allegion PLC

    268,084  
    3,860  

nVent Electric PLC

    95,689  
    3,650  

Trimble, Inc.(a)

    164,652  
              528,425  
       

ENERGY-ALTERNATE SOURCES — 0.1%

       
    4,200  

Siemens Gamesa Renewable Energy SA

    69,928  
    12,000  

TransAlta Renewables, Inc.

    127,181  
              197,109  
       

ENGINEERING & CONSTRUCTION — 0.2%

       
    9,400  

HomeServe PLC

    142,011  
    1,150  

Vinci SA

    117,947  
              259,958  
       

ENTERTAINMENT — 0.1%

       
    5,000  

Aristocrat Leisure Ltd.

    107,789  
                 
       

ENVIRONMENTAL CONTROL — 0.1%

       
    2,630  

Pentair PLC

    97,836  
                 
       

FOOD — 1.0%

       
    35,000  

Huon Aquaculture Group, Ltd.

    110,526  
    975  

JM Smucker Co.

    112,310  
    16,300  

Leroy Seafood Group ASA

    107,901  
    4,030  

Mondelez International, Inc., Class A

    217,217  
    1,575  

Post Holdings, Inc.(a)

    163,753  

 

See accompanying notes to financial statements.

 

10

 

 

 

Wildermuth Endowment Fund

 

Schedule of Investments - Continued
June 30, 2019 (Unaudited)

 

 

 

Shares,
Principal
Amount,
or Units

     

Value

 
       

COMMON STOCKS (CONTINUED)

       
       

FOOD (Continued)

       
    7,920  

Sysco Corp.

  $ 560,102  
    1,150  

TreeHouse Foods, Inc.(a)

    62,215  
    1,066  

Tyson Foods, Inc., Class A

    86,069  
    12,159  

United Natural Foods, Inc.(a)

    109,066  
              1,529,159  
       

GAS — 0.1%

       
    26,000  

China Resources Gas Group, Ltd.

    128,960  
                 
       

HEALTHCARE-PRODUCTS — 0.2%

       
    325  

Alcon, Inc.(a)

    20,166  
    6,525  

Boston Scientific Corp.(a)

    280,445  
              300,611  
       

HEALTHCARE-SERVICES — 0.5%

       
    6,219  

Encompass Health Corp.

    394,036  
    2,121  

Fresenius SE & Co. KGaA

    115,169  
    3,710  

Medpace Holdings, Inc.(a)

    242,708  
    1,375  

Ramsay Health Care Ltd.

    69,705  
              821,618  
       

HOLDING COMPANIES-DIVERSIFIED — 0.1%

       
    7,200  

Washington H Soul Pattinson & Co., Ltd.

    111,107  
                 
       

HOME BUILDERS — 0.2%

       
    9,125  

MDC Holdings, Inc.

    299,117  
                 
       

HOUSEHOLD PRODUCTS/WARES — 0.1%

       
    792  

Henkel AG & Co. KGaA

    77,586  
                 
       

INSURANCE — 0.1%

       
    3,625  

Principal Financial Group, Inc.

    209,960  
                 
       

LEISURE TIME — 0.7%

       
    8,000  

Basic-Fit NV(a)(k)

    281,972  
    3,741  

Norwegian Cruise Line Holdings, Ltd.(a)

    200,630  
    4,330  

Planet Fitness, Inc. - Class A(a)

    313,665  
    2,284  

Royal Caribbean Cruises, Ltd.

    276,844  
              1,073,111  
       

MACHINERY-CONSTRUCTION & MINING — 0.2%

       
    5,300  

ABB, Ltd.

    106,489  
    3,300  

Oshkosh Corp.

    275,517  
              382,006  

 

See accompanying notes to financial statements.

 

11

 

 

 

Wildermuth Endowment Fund

 

Schedule of Investments - Continued
June 30, 2019 (Unaudited)

 

 

 

Shares,
Principal
Amount,
or Units

     

Value

 
       

COMMON STOCKS (CONTINUED)

       
       

MACHINERY-DIVERSIFIED — 0.6%

       
    1,025  

AGCO Corp.

  $ 79,509  
    1,210  

Cummins, Inc.

    207,322  
    394  

Deere & Co.

    65,290  
    9,300  

Eagle Industry Co., Ltd.

    90,721  
    1,550  

KION Group A.G.

    97,861  
    91  

Wabtec Corp.

    6,530  
    1,764  

Zebra Technologies Corp., Class A(a)

    369,540  
              916,773  
       

MINING — 0.3%

       
    1,600  

BHP Group, Ltd., ADR

    92,976  
    3,500  

Boliden AB

    89,573  
    29,500  

Endeavour Silver Corp.(a)

    60,475  
    1,075  

Rio Tinto PLC, ADR

    67,015  
    2,810  

Teck Resources Ltd.

    64,799  
    39,053  

Yamana Gold, Inc.

    98,414  
              473,252  
       

MISCELLANEOUS MANUFACTURING — 0.1%

       
    17,040  

General Electric Co.

    178,920  
                 
       

OIL & GAS — 0.5%

       
    7,750  

Delek U.S. Holdings, Inc.

    314,030  
    225  

Diamondback Energy, Inc.

    24,518  
    1,490  

Ecopetrol S.A., ADR

    27,252  
    1,500  

Parsley Energy, Inc., Class A(a)

    28,515  
    1,500  

PDC Energy, Inc.(a)

    54,090  
    475  

Royal Dutch Shell PLC, Class A, ADR

    30,908  
    1,300  

Total S.A.

    72,950  
    11,365  

Vermilion Energy, Inc.

    246,962  
              799,225  
       

PHARMACEUTICALS — 1.0%

       
    7,826  

Daiichi Sankyo Co., Ltd.

    409,314  
    2,900  

Dechra Pharmaceuticals PLC

    101,354  
    2,265  

Eli Lilly & Co.

    250,939  
    500  

Ipsen S.A.

    68,329  
    2,185  

Johnson & Johnson

    304,327  
    1,629  

Novartis AG, ADR

    148,744  
    1,200  

Shionogi & Co., Ltd.

    69,156  
    2,491  

UCB SA

    206,860  
              1,559,023  
       

PIPELINES — 0.2%

       
    1,314  

Buckeye Partners LP

    53,940  
    2,000  

CNX Midstream Partners LP

    28,100  

 

See accompanying notes to financial statements.

 

12

 

 

 

Wildermuth Endowment Fund

 

Schedule of Investments - Continued
June 30, 2019 (Unaudited)

 

 

 

Shares,
Principal
Amount,
or Units

     

Value

 
       

COMMON STOCKS (CONTINUED)

       
       

PIPELINES (Continued)

       
    964  

DCP Midstream LP

  $ 28,245  
    4,820  

Enable Midstream Partners LP

    66,082  
    1,220  

Enterprise Products Partners LP

    35,221  
    1,716  

Genesis Energy LP

    37,580  
    888  

Phillips 66 Partners LP

    43,823  
    1,933  

Tallgrass Energy LP

    40,806  
              333,797  
       

REAL ESTATE — 0.2%

       
    2,000  

Atenor

    167,635  
    500  

Daito Trust Construction Co., Ltd.

    63,741  
              231,376  
       

RETAIL — 0.5%

       
    780  

Domino’s Pizza, Inc.

    217,058  
    591  

O’Reilly Automotive, Inc.(a)

    218,268  
    3,880  

Walgreens Boots Alliance, Inc.

    212,120  
    7,520  

Wendy’s Co.

    147,242  
              794,688  
       

SAVINGS & LOANS — 0.2%

       
    4,175  

Axos Financial, Inc.(a)

    113,769  
    9,725  

Sterling Bancorp

    206,948  
              320,717  
       

SEMICONDUCTORS — 2.0%

       
    2,230  

Broadcom, Ltd.

    641,928  
    6,575  

Diodes, Inc.(a)

    239,133  
    5,171  

Intel Corp.

    247,536  
    3,323  

KLA-Tencor Corp.

    392,808  
    17,000  

NEPES Corp.

    472,611  
    809  

NXP Semiconductors NV

    78,966  
    6,465  

ON Semiconductor Corp.(a)

    130,657  
    4,949  

PSK, Inc.

    63,023  
    3,877  

Qorvo, Inc.(a)

    258,247  
    7,310  

SMART Global Holdings, Inc.(a)

    168,057  
    2,471  

Texas Instruments, Inc.

    283,572  
    10,900  

Xperi Corp.

    224,431  
              3,200,969  
       

SOFTWARE — 0.2%

       
    759  

Check Point Software Technologies, Ltd.(a)

    87,748  
    7,163  

ICT Group NV

    110,125  
    515  

SAP SE

    70,825  
              268,698  

 

See accompanying notes to financial statements.

 

13

 

 

 

Wildermuth Endowment Fund

 

Schedule of Investments - Continued
June 30, 2019 (Unaudited)

 

 

 

Shares,
Principal
Amount,
or Units

     

Value

 
       

COMMON STOCKS (CONTINUED)

       
       

TELECOMMUNICATIONS — 0.3%

       
    7,000  

Deutsche Telekom AG

  $ 121,266  
    4,450  

GTT Communications, Inc.(a)

    78,320  
    1,975  

Ubiquiti Networks, Inc.

    259,713  
              459,299  
       

TRANSPORTATION — 0.0%

       
    26,426  

Teekay Offshore Partners LP

    33,297  
                 
       

TOTAL COMMON STOCKS (Cost $20,666,058)

    22,021,252  
                 
       

EXCHANGE TRADED FUNDS — 8.5%

       
       

DEBT FUNDS — 1.6%

       
    15,720  

Invesco International Corporate Bond

    418,624  
    7,165  

iShares Emerging Markets High Yield Bond

    342,415  
    2,278  

iShares iBoxx $ Investment Grade Corporate Bond

    283,315  
    1,618  

iShares iBoxx High Yield Corporate Bond

    141,057  
    3,347  

iShares JPMorgan EM Local Currency Bond

    154,765  
    2,450  

iShares TIPS Bond

    282,951  
    8,680  

iShares US & International High Yield Corporate Bond

    428,184  
    5,210  

SPDR Bloomberg Barclays International Corporate Bond

    178,140  
    4,056  

SPDR FTSE International Government Inflation-Protected Bond

    225,433  
              2,454,884  
       

EQUITY FUNDS — 6.9%

       
    38,290  

Emerging Markets Internet and Ecommerce(a)

    1,229,492  
    32,580  

Invesco Golden Dragon China

    1,218,492  
    29,060  

iShares MSCI Brazil

    1,270,503  
    27,518  

iShares MSCI Chile

    1,124,385  
    32,765  

iShares MSCI India

    1,156,604  
    31,954  

iShares MSCI Peru

    1,183,576  
    36,756  

iShares MSCI Taiwan

    1,284,990  
    13,035  

SPDR S&P China

    1,246,016  
    51,512  

VanEck Vectors Russia

    1,217,229  
              10,931,287  
                 
       

TOTAL EXCHANGE TRADED FUNDS (Cost $13,592,005)

    13,386,171  
                 
       

COMMODITY & NATURAL RESOURCE INVESTMENTS — 4.8%

       
     

Casillas Petroleum Resource Partners, LLC(b)(c)(d)(e)(f)

    1,514,196  
     

CM Funding, LLC(b)(c)(d)(e)(f)(g)

    1,876,034  
     

Kayne Anderson Engergy Fund VII LP(b)(d)(e)

    2,119,929  
     

Thunder Investment Partners, LLC(b)(c)(d)(e)(f)(g)

    2,080,000  
       

TOTAL COMMODITY & NATURAL RESOURCE INVESTMENTS (Cost $6,573,440)

    7,590,159  
                 

 

See accompanying notes to financial statements.

 

14

 

 

 

Wildermuth Endowment Fund

 

Schedule of Investments - Continued
June 30, 2019 (Unaudited)

 

 

 

Shares,
Principal
Amount,
or Units

     

Value

 
       

DIRECT REAL ESTATE — 5.5%

       
     

Brookwood SFL Investor Co-Investment Vehicle, LLC(b)(e)(g)

  $ 1,464,394  
     

Doctor’s Hospice of Georgia, Inc.(b)(e)

    799,000  
     

Polara Builder II, LLC(b)(c)(e)(f)(g)

    4,810,821  
     

RS17 Rexburg Preferred LLC(b)(c)(e)(f)(g)

    1,584,895  
       

TOTAL DIRECT REAL ESTATE (Cost $7,793,407)

    8,659,110  
                 
       

HEDGE FUNDS — 5.4%

       
     

Altegris Millennium Fund LP(b)(e)(h)

    1,016,753  
     

Condire Resource Partners LP(b)(e)(h)

    1,738,502  
     

CRC Bond Opportunity Trading Fund LP(b)(e)(h)

    2,500,000  
     

EJF Trust Preferred Fund LP(b)(e)(h)

    885,600  
     

Rosebrook Opportunities Fund LP(b)(e)(g)(h)

    1,836,844  
     

Tides Capital Gamma LP(b)(e)(g)(h)

    537,904  
       

TOTAL HEDGE FUNDS (Cost $8,694,746)

    8,515,603  
                 
       

HIGH YIELD LOANS — 0.8%

       
  $ 1,269,811  

DLP Lending Fund, LLC - Promissory Note, 9.00%, 3/29/2024(b)(c)(e)(f)(h)

    1,269,811  
       

TOTAL HIGH YIELD LOANS (Cost $1,269,811)

    1,269,811  
                 
       

PRIVATE EQUITY — 34.6%

       
     

Abbott Secondary Opportunities LP(b)(e)(h)

    1,243,616  
    159  

Atlas Fintech Holdings Corp.(b)(c)(d)(e)(f)

    1,828,500  
     

Auda Capital SCS SICAV SIF - Auda Asia Secondary Fund(b)(e)(h)

    1,860,036  
    2,500  

Clear Guide Medical, Inc. - Series A Preferred Stock(b)(c)(d)(e)(f)(g)

    3,802,700  
    134,898  

Clear Guide Medical, Inc. - Series A-2 Preferred Stock(b)(c)(d)(e)(f)(g)

    724,389  
    498,749  

Clear Guide Medical, Inc. - Series A-3 Preferred Stock(b)(c)(d)(e)(f)(g)

    2,528,658  
    633,127  

Clearsense, LLC - Class C Preferred Shares(b)(c)(d)(e)(f)(g)

    2,790,000  
     

Committed Advisors Secondary Fund III(b)(e)(h)

    1,585,321  
    3,050,774  

DSI Digital, LLC - Series A Convertible Preferred Units(b)(c)(d)(e)(f)(g)

    11,584,614  
     

EJF Sidecar Fund, Series LLC - Small Financial Equities Series(b)(e)(h)

    1,097,507  
    10  

GPB Automotive Portfolio LP(b)(c)(e)(f)(h)

    457,314  
     

Gravity Ranch Fund I LP(b)(c)(e)(f)(h)

    490,942  
     

Greenspring Opportunities V, LP(b)(e)(h)

    458,915  
     

Level ATI HoldCo, LLC - Class A(b)(c)(d)(e)(f)(g)

    2,402,115  
     

Madryn Health Partners LP(b)(e)(h)

    1,469,805  
    3,500,000  

Metro Diner, LLC - Series B Units(b)(c)(d)(e)(f)

    2,870,000  
    1,880,968  

Metro Diner, LLC - Series II Common Units(b)(c)(d)(e)(f)

    2,821,452  
     

PineBridge Secondary Partners IV SLP(b)(e)(h)

    938,450  
     

Star Mountain Diversified Credit Income Fund III LP(b)(e)(h)

    500,000  
     

Star Mountain Diversified Small Business Access Fund II LP(b)(e)(h)

    1,073,980  
    5,208,791  

Tout, Inc. - New Preferred Shares(b)(c)(d)(e)(f)(g)

    4,774,368  
    635,838  

Waratek, Ltd. - Series B-1 Shares(b)(c)(d)(e)(f)(g)

    2,954,355  

 

See accompanying notes to financial statements.

 

15

 

 

 

Wildermuth Endowment Fund

 

Schedule of Investments - Continued
June 30, 2019 (Unaudited)

 

 

 

Shares,
Principal
Amount,
or Units

     

Value

 
       

PRIVATE EQUITY (CONTINUED)

       
    756,826  

Waratek, Ltd. - Series B-2 Shares(b)(c)(d)(e)(f)(g)

  $ 3,783,699  
     

WG Pitts Caribbean, LLC(b)(c)(d)(e)(f)(g)

    426,036  
       

TOTAL PRIVATE EQUITY (Cost $41,861,124)

    54,466,772  
                 
       

PRIVATE EQUITY DEBT — 7.6%

       
  $ 1,500,000  

Atlas Fintech Holdings Corp. - Convertible Note, 8.00%, 6/20/2020(b)(c)(d)(e)(f)

    1,500,000  
    1,244,444  

Schweizer - RSG, LLC - Promissory Note, 12.09%, 1/22/2021(b)(c)(e)(f)

    1,244,444  
    1,600,000  

Tout, Inc. - Promissory Note, 12.00%, 3/25/2020(b)(c)(d)(e)(f)

    3,945,762  
    91,917  

Tout, Inc. - Promissory Note, 12.00%, 5/29/2020(b)(c)(d)(e)(f)

    91,917  
    935,500  

Tout, Inc. - Promissory Note, 0.00% , 6/6/2020(a)(b)(c)(d)(e)(f)(i)

    935,500  
    1,721,250  

Tout, Inc. - Promissory Note, 0.00% , 6/10/2020(a)(b)(c)(d)(e)(f)(i)

    1,721,250  
    1,000,000  

Waratek Ltd. - Promissory Note, 12.00%, 3/25/2021(b)(c)(d)(e)(f)

    1,000,000  
    2,000,000  

WG Pitts Caribbean, LLC - Promissory Note, 10.00%, 10/12/2020(b)(c)(d)(e)(f)

    1,573,960  
       

TOTAL PRIVATE EQUITY DEBT (Cost $9,642,182)

    12,012,833  
                 
       

PRIVATE REAL ESTATE INVESTMENTS — 9.8%

       
    95,075  

ARCTRUST, Inc.(b)(c)(e)(f)

    1,361,478  
    1,323,319  

Carlyle Europe Realty Fund, S.C.Sp.(b)(e)(h)

    1,296,481  
    157,812  

Cottonwood Residential II, Inc.(b)(c)(e)(f)(h)

    3,000,006  
    101,470  

Cottonwood Residential, Inc.(b)(c)(e)(f)(h)

    10,147  
     

Cygnus Property Fund V, LLC(b)(e)(g)(h)

    1,876,760  
     

DLP Lending Fund, LLC(b)(c)(e)(f)(h)

    1,260,858  
     

Harbert Seniors Housing Fund I LP(b)(e)(h)

    1,603,098  
     

PCG Select Series I LLC - Series A Preferred Stock(b)(e)(h)

    640,542  
    648  

PRISA III Fund LP(b)(e)(h)

    1,172,997  
     

RRA Credit Opportunity Fund LP(b)(e)(g)(h)

    1,454,381  
    56  

Shopoff Land Fund III LP(b)(e)(h)

    37,357  
    753,858  

Stonehill Strategic Hotel Credit Opportunity Fund II LP(b)(d)(e)

    1,004,431  
     

Walton Street Real Estate Fund VIII LP(b)(d)(e)

    656,713  
       

TOTAL PRIVATE REAL ESTATE INVESTMENTS (Cost $14,655,505)

    15,375,249  
                 
       

PUBLIC REAL ESTATE INVESTMENTS — 0.4%

       
    136,771  

Highlands REIT, Inc.(b)(d)(e)

    47,870  
    153,283  

Inventrust Properties Corp.(b)(d)(e)

    481,308  
    3,330  

Phillips Edison Grocery Center(b)(c)(e)(f)

    36,961  
       

TOTAL PUBLIC REAL ESTATE INVESTMENTS (Cost $408,971)

    566,139  
                 
       

REAL ESTATE LOANS — 4.9%

       
  $ 2,000,000  

Airport Center Development Partners, LLC, 10.50%, 4/5/2020(b)(c)(e)(f)

    2,000,000  
    400,000  

Dog Wood Park of Northeast Florida, LLC, 9.50%, 8/26/2019(b)(c)(e)(f)(i)

    400,000  
    1,741,602  

GT Operating Company, Inc., 10.50%, 12/4/2019(b)(c)(e)(f)

    1,741,602  
    400,000  

Hauiki Hui, LLC, 9.50%, 1/1/2020(b)(c)(e)(f)

    400,000  
    683,002  

Park City (PCG), 10.50%, 9/12/2019(b)(c)(e)(f)

    683,002  

 

See accompanying notes to financial statements.

 

16

 

 

 

Wildermuth Endowment Fund

 

Schedule of Investments - Continued
June 30, 2019 (Unaudited)

 

 

 

Shares,
Principal
Amount,
or Units

     

Value

 
       

REAL ESTATE LOANS (CONTINUED)

       
  $ 500,000  

Saratoga Springs Partners, LLC, 9.50%, 8/31/2019(b)(c)(e)(f)(i)

  $ 500,000  
    2,000,000  

Westgate at Powers, LLC, 10.50%, 11/1/2019(b)(c)(e)(f)

    2,000,000  
       

TOTAL REAL ESTATE LOANS (Cost $7,383,820)

    7,724,604  
                 
       

WARRANTS — 0.9%

       
    100  

Atlas Fintech Holdings Corp., Exercise Price $13,000, Expiration Date,12/31/2021(a)(b)(c)(d)(e)(f)

    253,805  
    44  

Atlas Fintech Holdings Corp., Exercise Price $14,950, Expiration Date,12/31/2022(a)(b)(c)(d)(e)(f)

    85,751  
    1,442  

Schweizer RSG, LLC, Exercise Price $112.50, Expiration Date,1/22/2028(a)(b)(c)(e)(f)(g)

    15,270  
    542,372  

Tout, Inc., Exercise Price $0.06, Expiration Date,4/5/2029(a)(b)(c)(d)(e)(f)

    289,627  
    316,843  

Waratek, Ltd., Exercise Price 0.01 Euro, Expiration Date,1/22/2028(b)(c)(d)(e)(f)(g)

    699,284  
       

TOTAL WARRANTS (Cost $0)

    1,343,737  
                 
       

SHORT-TERM INVESTMENTS — 1.7%

       
    2,726,442  

Fidelity Institutional Government Portfolio - Institutional Class, 2.25%(j)

    2,726,442  
       

TOTAL SHORT-TERM INVESTMENTS (Cost $2,726,442)

    2,726,442  
                 
       

TOTAL INVESTMENTS — 98.9% (Cost $135,267,511)

    155,657,882  
       

Other assets less liabilities — 1.1%

    1,732,018  
       

TOTAL NET ASSETS — 100.0%

  $ 157,389,900  

 

ADR – American Depositary Receipt

 

LLC – Limited Liability Company

 

LP – Limited Partnership

 

PLC – Public Limited Company

 

REIT – Real Estate Investment Trusts

 

SLP – Special Limited Partnership

 

(a)

Non-income producing.

 

(b)

Illiquid Security. As of June 30, 2019 these securities amounted to $117,524,017 representing 74.67% of total net assets.

 

(c)

Level 3 security in accordance with fair value hierarchy.

 

(d)

Private Investment Company. As of June 30, 2019 these securities amounted to $65,168,223 representing 41.41% of total net assets.

 

(e)

Restricted Security. As of June 30, 2019 these securities amounted to $117,524,017 representing 74.67% of total net assets. Please refer to Note 7, Investments in Restricted Securities, in the Notes to the Financial Statements.

 

(f)

Security fair valued using method determined in good faith by the Fair Value Committee designated by the Board of Trustees. As of June 30, 2019 these securities amounted to $84,125,523 representing 53.45% of total net assets.

 

(g)

Denotes an investment in an affiliated entity. Please refer to Note 8, Investments in Affiliated Issuers, in the Notes to the Financial Statements.

 

(h)

Private Fund. As of June 30, 2019 these securities amounted to $33,313,927 representing 21.17% of total net assets.

 

(i)

Security is in default.

 

(j)

Represents the current rate as of June 30, 2019.

 

(k)

144A security. Exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers.

 

See accompanying notes to financial statements.

 

17

 

 

 

Wildermuth Endowment Fund

 

Statement of Assets and Liabilities

As of June 30, 2019 (Unaudited)

 

 

Assets:

       

Investments in unaffiliated issuers at fair value (cost $91,903,598)

  $ 101,650,361  

Investments in affiliated issuers at fair value (cost $43,363,913)

    54,007,521  

Cash

    38,647  

Receivables:

       

Investment securities sold

    1,561  

Dividends and interest

    1,523,205  

Fund shares sold

    341,509  

Prepaid expenses

    40,249  

Miscellaneous receivables

    1,704,107  

Total assets

    159,307,160  
         

Liabilities:

       

Payables:

       

Due to custodian

    1,561  

Investments securities purchased

    1,503,943  

Investment Adviser fees

    88,053  

Professional fees

    70,960  

Shareholder servicing fees

    27,554  

Transfer agent fees and expenses

    23,190  

Fund accounting & administration

    23,077  

Custody fees

    4,671  

Distribution fees

    29,193  

Accrued other liabilities

    145,058  

Total liabilities

    1,917,260  

Net Assets

  $ 157,389,900  
         

Net Assets Consist of:

       

Paid in capital (unlimited shares authorized, 25,000,000 shares registered, no par value)

  $ 137,494,592  

Total distributable earnings (loss)

    19,895,308  

Net Assets

  $ 157,389,900  
         

Net Assets:

       

Class A

  $ 87,965,621  

Class C

    47,847,634  

Class I

    21,576,645  

Net Assets

  $ 157,389,900  
         

Shares of Beneficial Interest Issued and Outstanding:

       

Class A shares

    6,482,846  

Class C shares

    3,621,082  

Class I shares

    1,575,552  

Total Shares Outstanding

    11,679,480  
         

Net Asset Value, Offering Price and Redemption Proceeds Per Share:(1)

       

Class A

  $ 13.57  

Class C(2)

  $ 13.21  

Class I

  $ 13.69  

Class A - Maximum offering price per share (Net asset value per share divided by 0.9425)(3)

  $ 14.40  

 

(1)

Redemptions made within 90 days of purchase may be assessed a redemption fee of 2.00%.

 

(2)

Class C Shares of the Fund are subject to a Contingent Deferred Sales Charge (“CDSC”) of 1.00% on any shares sold within 365 days of purchase.

 

(3)

Reflects a maximum sales charge of 5.75%.

 

See accompanying notes to financial statements.

 

18

 

 

 

Wildermuth Endowment Fund

 

Statement of Operations

For the six months ended June 30, 2019 (Unaudited)

 

 

Investment Income:

       

Dividends from affiliated issuers (net of foreign withholding taxes of $0)

  $ 1,041,791  

Interest from unaffiliated issuers

    649,834  

Dividends from unaffiliated issuers (net of foreign withholding taxes of $15,767)

    248,712  

Other income

    42,633  

Interest from affiliated issuers

    3,683  

Total investment income

    1,986,653  
         

Expenses:

       

Advisory fees (see Note 4)

    1,038,580  

Legal fees

    175,875  

Distribution fees - Class C

    158,500  

Shareholder servicing fees - Class A & Class C

    152,030  

Accounting & administration servicing fees

    121,885  

Transfer agent fees

    113,806  

Printing and postage expenses

    69,231  

Miscellaneous expenses

    61,545  

Audit fees

    45,624  

Registration fees

    33,113  

Chief compliance officer fees

    28,093  

Trustees’ fees

    27,024  

Chief financial officer fees

    26,307  

Custodian fees

    14,936  

Insurance expense

    10,980  

Total expenses

    2,077,529  

Expenses waived by Adviser (see Note 4)

    (209,129 )

Net expenses

    1,868,400  

Net investment income

    118,253  
         

Realized and Unrealized Gain (Loss) on Investments and foreign currency:

       

Net realized gain (loss) on:

       

Investments in unaffiliated issuers

    (558,170 )

Foreign currency transactions

    5,766  

Total net realized loss

    (552,404 )

Net change in unrealized appreciation (depreciation) on:

       

Investments in unaffiliated issuers

    6,264,154  

Investments in affiliated issuers

    5,037,759  

Foreign currency translations

    (874 )

Total net change in unrealized appreciation

    11,301,039  

Net realized and unrealized gain on investments and foreign currency

    10,748,635  
         

Net Increase in Net Assets from Operations

  $ 10,866,888  

 

See accompanying notes to financial statements.

 

19

 

 

 

Wildermuth Endowment Fund

 

Statements of Changes in Net Assets

 

 

   

For the six
months ended
June 30, 2019
(Unaudited)

   

For the
year ended
December 31,
2018

 

Change in Net Assets From:

               

Operations:

               

Net investment income

  $ 118,253     $ 302,332  

Net realized loss on investments

    (552,404 )     (2,099,476 )

Distributions of realized gains by underlying unaffiliated investment companies

          20,409  

Net change in unrealized appreciation (depreciation) on investments

    11,301,039       (680,968 )

Net increase (decrease) in net assets resulting from operations

    10,866,888       (2,457,703 )
                 

Distributions to Shareholders:

               

Distributions:

               

Class A

          (155,481 )

Class C

          (82,554 )

Class I

          (26,761 )

Total:

          (264,796 )
                 

From other sources (tax return of capital):

               

Class A

    (1,171,107 )     (1,624,661 )

Class C

    (643,419 )     (742,631 )

Class I

    (265,815 )     (150,628 )

Total:

    (2,080,341 )     (2,517,920 )

Total distributions to shareholders

    (2,080,341 )     (2,782,716 )

 

See accompanying notes to financial statements.

 

20

 

 

 

Wildermuth Endowment Fund

 

Statements of Changes in Net Assets - Continued

 

 

   

For the six
months ended
June 30, 2019
(Unaudited)

   

For the
year ended
December 31,
2018

 

Capital Share Transactions:

               

Net proceeds from Class A shares sold

    18,592,528       17,912,089  

Net proceeds from Class C shares sold

    9,404,973       19,446,103  

Net proceeds from Class I shares sold

    8,787,086       12,590,689  

Reinvestment of distributions from Class A shares

    558,010       824,185  

Reinvestment of distributions from Class C shares

    545,894       643,074  

Reinvestment of distributions from Class I shares

    235,834       153,500  

Cost of Class A shares redeemed

    (5,516,057 )     (8,303,887 )

Cost of Class C shares redeemed

    (544,778 )     (855,874 )

Cost of Class I shares redeemed

    (577,941 )     (347,141 )

Redemption fees

    3,067       6,127  

Net increase from capital share transactions

    31,488,616       42,068,865  
                 

Net change in net assets

    40,275,163       36,828,446  
                 

Net Assets:

               

Beginning of year

    117,114,737       80,286,291  

End of period

  $ 157,389,900     $ 117,114,737  
                 

Transactions in Shares:

               

Issuance of Class A shares

    1,400,069       1,353,041  

Issuance of Class C shares

    726,470       1,494,895  

Issuance of Class I shares

    655,682       938,087  

Class A shares reinvested

    41,904       62,261  

Class C shares reinvested

    42,016       49,579  

Class I shares reinvested

    17,530       11,487  

Class A shares redeemed

    (408,136 )     (628,135 )

Class C shares redeemed

    (41,635 )     (65,941 )

Class I shares redeemed

    (42,421 )     (26,151 )

Net increase in shares of beneficial interest outstanding

    2,391,479       3,189,123  

 

See accompanying notes to financial statements.

 

21

 

 

 

Wildermuth Endowment Fund

 

Statement of Cash Flows (Unaudited)

 

 

   

For the six
months ended
June 30, 2019

 

Cash flows from operating activities:

       

Net increase in net assets from operations

  $ 10,866,888  

Adjustments to reconcile net decrease in net assets resulting from operations to net cash used in operating activities:

       

Purchases of investments

    (41,454,356 )

Purchase of short term investments, net

    (1,269,735 )

Proceeds from sale of investments

    13,357,329  

Net realized loss from investments

    558,170  

Net unrealized appreciation on investments

    (11,301,913 )

Return of capital and non-income distributions received

    40,608  
         

Changes in assets and liabilities

       

(Increase)/Decrease in assets:

       

Dividend and interest receivable

    (590,625 )

Receivable for investment securities sold

    20,661  

Miscellaneous receivables

    (1,704,107 )

Funded commitment

    1,000,000  

Prepaid expenses and other assets

    (16,532 )

Increase/(Decrease) in liabilities:

       

Payable to custodian

    (218,219 )

Payable to Investment Adviser

    25,202  

Payable for professional fees

    (38,845 )

Payable for investment securities purchased

    1,503,943  

Payable for shareholder servicing fees

    4,516  

Payable for fund accounting and administration fees

    3,182  

Payable for custody fees

    163  

Payables for transfer agent fees and expenses

    262  

Payable for distribution fees

    5,555  

Accrued expenses and other liabilities

    (67,924 )

Net cash used in operating activities

    (29,275,777 )
         

Cash flows from financing activities:

       

Proceeds from shares sold

    36,690,736  

Cost of shares redeemed, net of redemption fees

    (6,635,709 )

Cash distributions paid, net of reinvestment

    (740,603 )

Net cash provided by financing activities

    29,314,424  
         

Net increase in cash

    38,647  

Cash at beginning of year

     

Cash at end of year

  $ 38,647  
         

Supplemental disclosure of non-cash activity:

       

Reinvestment of fund distributions

  $ 1,339,738  

 

See accompanying notes to financial statements.

 

22

 

 

 

Wildermuth Endowment Fund

 

Financial Highlights – Class A

 

 

Per share income and capital changes for a share outstanding throughout each period.

 

   

For the six
months ended
June 30, 2019
(Unaudited)
(1)

   

For the
year ended
December 31,
2018
(1)

   

For the
year ended
December 31,
2017
(1)

   

For the
year ended
December 31,
2016
(1)

   

For the
period ended
December 31,
2015
(2)

 

Net asset value, beginning of period

  $ 12.69     $ 13.21     $ 11.81     $ 10.79     $ 10.00  
                                         

Income from Investment Operations:

                                       

Net investment income (loss)(3)

    0.02       0.06       (0.04 )     0.01       0.05  

Net realized and unrealized gain (loss) on investments

    1.05       (0.23 )     1.80       1.19       0.93  (4)

Total from investment operations

    1.07       (0.17 )     1.76       1.20       0.98  

Less Distributions:

                                       

From net investment income

                            (0.03 )

From return of capital

    (0.19 )(5)     (0.32 )     (0.18 )     (0.18 )     (0.16 )

From net realized gains

          (0.03 )     (0.18 )            

Total distributions

    (0.19 )     (0.35 )     (0.36 )     (0.18 )     (0.19 )

Net asset value, end of period

  $ 13.57     $ 12.69     $ 13.21     $ 11.81     $ 10.79  
                                         

Total return(6)

    8.45 %(7)     (1.38 )%     15.07 %     11.27 %     9.74 %(7)
                                         

Ratios and Supplemental Data:

                                       

Net assets, end of period (in thousands)

  $ 87,966     $ 69,143     $ 61,568     $ 31,686     $ 14,467  

Ratio of expenses before waivers to average net assets(8)

    2.80 %(9)     3.21 %     3.32 %     4.73 %     16.65 %(9)

Ratio of net expenses to average net assets(8)(10)

    2.50 %(9)     2.50 %     2.50 %     2.50 %     2.50 %(9)

Ratio of net investment income (loss) to average net assets(8)(11)

    0.37 %(9)     0.45 %     (0.35 )%     0.07 %     0.49 %(9)

Portfolio turnover rate

    10 %(7)     31 %     51 %     55 %     107 %(7)

 

(1)

Redemption fees consisted of per share amounts of less than $0.01.

 

(2)

The Fund commenced operations on January 2, 2015 (inception date 12/31/2014).

 

(3)

Per share amounts calculated using the average shares method.

 

(4)

Realized and unrealized gain per share does not correlate to the aggregate of the net realized and unrealized gains on the Statement of Operations for the period ended December 31, 2015, primarily due to the timing of sales and repurchases of the Fund’s shares in relation to fluctuating market values for the Fund’s portfolio.

 

(5)

The amounts and sources of distributions reported in this report reflect the estimates in order to comply with SEC regulations and are not being provided for tax reporting purposes. The actual amounts and sources of the amounts for tax reporting purposes will depend upon the Fund’s investment experience during the remainder of its fiscal year and may be subject to changes based on tax regulations. The Fund will provide a Form 1099-DIV in early 2020 for the 2019 calendar year that will instruct how to report these distributions for federal income tax purposes (e.g. ordinary income, long-term capital gain or return of capital).

 

(6)

Total returns would have been lower had certain expenses not been waived or absorbed by the Adviser. Returns shown do not include payment of a maximum sales load of offering price. If the sales charge was included total returns would be lower. The maximum sales load in 2016 and 2015 was 6.00% of offering price. Effective October 20, 2017 the maximum sales load was changed to 5.75% of offering price.

 

(7)

Not annualized.

 

(8)

The ratios of expenses and net investment income to average net assets do not reflect the Fund’s proportionate share of income and expenses of underlying investment companies in which the Fund invests.

 

(9)

Annualized.

 

(10)

Represents the ratio of expenses to average net assets net of fee waivers and/or expense reimbursements by Adviser.

 

(11)

Recognition of net investment income by the Fund is affected by the timing of the declaration of dividends by the underlying investment companies in which the Fund invests.

 

See accompanying notes to financial statements.

 

23

 

 

 

Wildermuth Endowment Fund

 

Financial Highlights – Class C

 

 

Per share income and capital changes for a share outstanding throughout each period.

 

   

For the six
months ended
June 30, 2019
(Unaudited)
(1)

   

For the
year ended
December 31,
2018
(1)

   

For the
year ended
December 31,
2017

   

For the
period ended
December 31,
2016
(2)

 

Net asset value, beginning of period

  $ 12.40     $ 13.02     $ 11.73     $ 10.68  
                                 

Income from Investment Operations:

                               

Net investment loss(3)

    (0.02 )     (0.02 )     (0.13 )     (0.07 )

Net realized and unrealized gain (loss) on investments

    1.02       (0.25 )     1.78       1.25  

Total from investment operations

    1.00       (0.27 )     1.65       1.18  

Less Distributions:

                               

From return of capital

    (0.19 )(4)     (0.32 )     (0.18 )     (0.13 )

From net realized gains

          (0.03 )     (0.18 )      

Total distributions

    (0.19 )     (0.35 )     (0.36 )     (0.13 )

Net asset value, end of period

  $ 13.21     $ 12.40     $ 13.02     $ 11.73  
                                 

Total return(5)

    8.08 %(6)     (2.18 )%     14.23 %     11.10 %(6)
                                 

Ratios and Supplemental Data:

                               

Net assets, end of period (in thousands)

  $ 47,848     $ 35,888     $ 18,435     $ 4,951  

Ratio of expenses before waivers to average net assets(7)

    3.55 %(8)     3.96 %     4.07 %     5.63 %(8)

Ratio of net expenses to average net assets(7)(9)

    3.25 %(8)     3.25 %     3.25 %     3.25 %(8)

Ratio of net investment loss to average net assets(7)(10)

    (0.38 )%(8)     (0.20 )%     (1.08 )%     (0.77 )%(8)

Portfolio turnover rate

    10 %(6)     31 %     51 %     55 %(6)

 

(1)

Redemption fees consisted of per share amounts of less than $0.01.

 

(2)

Reflects operations for the period from March 14, 2016 (inception date) to December 31, 2016.

 

(3)

Per share amounts calculated using the average shares method.

 

(4)

The amounts and sources of distributions reported in this report reflect the estimates in order to comply with SEC regulations and are not being provided for tax reporting purposes. The actual amounts and sources of the amounts for tax reporting purposes will depend upon the Fund’s investment experience during the remainder of its fiscal year and may be subject to changes based on tax regulations. The Fund will provide a Form 1099-DIV in early 2020 for the 2019 calendar year that will instruct how to report these distributions for federal income tax purposes (e.g. ordinary income, long-term capital gain or return of capital).

 

(5)

Total returns would have been lower had certain expenses not been waived or absorbed by the Adviser. Returns shown do not include payment of a Contingent Deferred Sales Charge (“CDSC”) of 1.00% on any shares sold within 365 days of purchase. If the sales charge was included total returns would be lower.

 

(6)

Not annualized.

 

(7)

The ratios of expenses and net investment income to average net assets do not reflect the Fund’s proportionate share of income and expenses of underlying investment companies in which the Fund invests.

 

(8)

Annualized.

 

(9)

Represents the ratio of expenses to average net assets net of fee waivers and/or expense reimbursements by Adviser.

 

(10)

Recognition of net investment income by the Fund is affected by the timing of the declaration of dividends by the underlying investment companies in which the Fund invests.

 

See accompanying notes to financial statements.

 

24

 

 

 

Wildermuth Endowment Fund

 

Financial Highlights – Class I

 

 

Per share income and capital changes for a share outstanding throughout each period.

 

   

For the six
months ended
June 30, 2019
(Unaudited)
(1)

   

For the
year ended
December 31,
2018

   

For the
period ended
December 31,
2017
(2)

 

Net asset value, beginning of period

  $ 12.79     $ 13.27     $ 12.26  
                         

Income from Investment Operations:

                       

Net investment income(3)

    0.04       0.17       0.02  

Net realized and unrealized gain (loss) on investments

    1.05       (0.31 )     1.30  

Total from investment operations

    1.09       (0.14 )     1.32  

Less Distributions:

                       

From return of capital

    (0.19 )(4)     (0.32 )     (0.13 )

From net realized gains

          (0.03 )     (0.18 )

Total distributions

    (0.19 )     (0.35 )     (0.31 )

Redemption Fees:

          0.01        

Net asset value, end of period

  $ 13.69     $ 12.79     $ 13.27  
                         

Total return

    8.54 %(5)     (1.07 )%     10.87 %(5)
                         

Ratios and Supplemental Data:

                       

Net assets, end of period (in thousands)

  $ 21,577     $ 12,084     $ 283  

Ratio of expenses before waivers to average net assets(6)

    2.55 %(7)     2.96 %     3.24 %(7)

Ratio of net expenses to average net assets(6)(8)

    2.25 %(7)     2.25 %     2.25 %(7)

Ratio of net investment income to average net assets(6)(9)

    0.62 %(7)     1.27 %     0.26 %(7)

Portfolio turnover rate

    10 %(5)     31 %     51 %(5)

 

(1)

Redemption fees consisted of per share amounts of less than $0.01.

 

(2)

Reflects operations for the period from April 28, 2017 (inception date) to December 31, 2017.

 

(3)

Per share amounts calculated using the average shares method.

 

(4)

The amounts and sources of distributions reported in this report reflect the estimates in order to comply with SEC regulations and are not being provided for tax reporting purposes. The actual amounts and sources of the amounts for tax reporting purposes will depend upon the Fund’s investment experience during the remainder of its fiscal year and may be subject to changes based on tax regulations. The Fund will provide a Form 1099-DIV in early 2020 for the 2019 calendar year that will instruct how to report these distributions for federal income tax purposes (e.g. ordinary income, long-term capital gain or return of capital).

 

(5)

Not annualized.

 

(6)

The ratios of expenses and net investment income to average net assets do not reflect the Fund’s proportionate share of income and expenses of underlying investment companies in which the Fund invests.

 

(7)

Annualized.

 

(8)

Represents the ratio of expenses to average net assets net of fee waivers and/or expense reimbursements by Adviser.

 

(9)

Recognition of net investment income by the Fund is affected by the timing of the declaration of dividends by the underlying investment companies in which the Fund invests.

 

 

See accompanying notes to financial statements.

 

25

 

 

 

Wildermuth Endowment Fund

 

Notes to Financial Statements

June 30, 2019 (Unaudited)

 

 

1. ORGANIZATION

 

Wildermuth Endowment Fund (the “Fund”) is registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as a non-diversified, closed-end management investment company that is operated as an interval fund. The Fund was organized as a Delaware statutory trust on August 28, 2013, and did not have any operations from that date until December 31, 2014, other than those relating to organizational matters and registration of its shares under applicable securities law. The Fund commenced operations on January 2, 2015. The Fund’s investment objective is to seek total return through a combination of long-term capital appreciation and income generation. The Fund will pursue its objective by investing in assets that Wildermuth Advisory, LLC (the “Adviser”) believes provide favorable long-term capital appreciation and risk-adjusted return potential, as well as in income-producing assets that the Adviser believes will provide consistent income generation and liquidity.

 

The Fund is engaged in a continuous offering, up to a maximum of 25 million shares of beneficial interest, and operates as an interval fund that offers to make quarterly repurchases of shares at the Fund’s net asset value (“NAV”). The Fund currently offers three different classes of shares: Class A, Class C, and Class I shares.

 

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

 

The following is a summary of significant accounting policies followed by the Fund in the 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 is an investment company and follows the accounting and reporting requirements under Financial Accounting Standards Board (“FASB”) Accounting Standards (“ASC”) Topic 946, Financials Services – Investment Companies.

 

Investment Valuation – For purposes of determining the NAV of the Fund, and as applicable, readily marketable portfolio securities listed on the NYSE are valued, except as indicated below, at the last sale price reflected on the consolidated tape at the close of the NYSE on the business day as of which such value is being determined. If there has been no sale on such day, the securities are valued at the mean of the closing bid and asked prices on such day. If no bid or asked prices are quoted on such day or if market prices may be unreliable because of events occurring after the close of trading, then the security is valued by such method as the Fair Value Committee shall determine in good faith to reflect its fair market value. Readily marketable securities not listed on the NYSE but listed on other domestic or foreign securities exchanges are valued in a like manner. Portfolio securities traded on more than one securities exchange are valued at the last sale price on the business day as of which such value is being determined as reflected on the consolidated tape at the close of the exchange representing the principal market for such securities. Securities trading on NASDAQ are valued at the closing price, or, in the case of securities not reported by NASDAQ, a comparable source, as the Fair Value Committee deems appropriate to reflect their fair market value. If there has been no sale on such day, the securities are valued at the mean of the closing bid and asked prices for the day, or if no asked price is available, at the bid price. However, certain debt securities may be valued on the basis of prices provided by a pricing service based on broker or dealer supplied valuations or matrix pricing, a method of valuing securities by reference to the value of other securities with similar characteristics, such as rating, interest rate and maturity.

 

The “last reported” trade price or sale price or “closing” bid price of a security on any trading day shall be deemed to be: (a) with respect to securities traded primarily on the NYSE, the American Stock Exchange or NASDAQ, the last reported trade price or sale price, as the case may be, as of 4:00 p.m., Eastern Time, on that day, and (b) for securities listed, traded or quoted on any other exchange, market, system or service, the market price as of the end of the “regular hours” trading period that is generally accepted as such by such exchange, market, system or service. If, in the future, the benchmark times generally accepted in the securities industry for determining the market price of a stock as of a given trading day shall change from those set forth above, the fair market value of a security shall be determined as of such other generally accepted benchmark times.

 

Non-U.S. dollar denominated securities, if any, are valued as of the close of the NYSE at the closing price of such securities in their principal trading market, but may be valued at fair value if subsequent events occurring before the computation of NAV have materially affected the value of the securities. Trading may take place in foreign issues held by the Fund, if any, at times when the Fund is not open for business. As a result, the Fund’s NAV may change at times when it is not possible to purchase or sell shares of the Fund.

 

26

 

 

 

Wildermuth Endowment Fund

 

Notes to Financial Statements - Continued
June 30, 2019 (Unaudited)

 

 

If market quotations are not readily available, securities are valued at fair values as determined in good faith by the Board of Trustees (the “Board”). The Board has delegated the day-to-day responsibility for determining these fair values, in accordance with the policies it has approved, to the Fair Value Committee, subject to Valuation Committee and ultimately Board oversight. The Fair Value Committee will provide the Board with periodic reports, no less frequently than quarterly, that discuss the functioning of the valuation process, if applicable to that period, and that identify issues and valuation problems that have arisen, if any. As appropriate, the Valuation Committee and the Board will review any securities valued by the Fair Value Committee in accordance with the Fund’s valuation policies during these periodic reports.

 

Investments in private equity and private equity debt instruments initially will be valued at cost (purchase price plus all related acquisition costs and expenses, such as legal fees and closing costs) and thereafter will be revalued quarterly at fair value based on payment history, market conditions, collateral of underlying debt and credit quality of borrower.

 

As a general matter, the fair value of the Fund’s interest in Investment Funds that are Commodity and Natural Resource Investments, Direct Real Estate Funds, Hedge Funds, High Yield Loans, Private Equity Funds, Private Equity Debt, Private Real Estate Funds, Non-Traded REITs and Real Estate Loans (“Non-Traded Funds”), will represent the amount that the Fund could reasonably expect to receive from the Non-Traded Fund if the Fund’s interest was redeemed at the time of valuation, based on information reasonably available at the time the valuation is made and that the Fund believes to be reliable. Investments in Non-Traded Funds are recorded at fair value, using the Non-Traded Fund’s net asset value as a practical expedient. Based on guidance provided by FASB, investments for which fair value is measured using the net asset value practical expedient are not required to be categorized in the fair value hierarchy. In the event a Non-Traded Fund does not report a value to the Fund on a timely basis, the Fair Value Committee, acting under the Valuation Committee and ultimately the Board’s supervision and pursuant to policies implemented by the Board, will determine the fair value of the Fund’s investment based on the most recent value reported by the Non-Traded Fund, as well as any other relevant information available at the time the Fund values its investments. Following procedures adopted by the Board, in the absence of specific transaction activity in a particular investment fund, the Fair Value Committee will consider whether it is appropriate, in light of all relevant circumstances, to value the Fund’s investment at the NAV reported by the Non-Traded Fund at the time of valuation or to adjust the value to reflect a fair value.

 

Securities for which market quotations are not readily available (including restricted securities and private placements, if any) are valued at their fair value as determined in good faith under consistently applied procedures approved by the Board. Methodologies and factors used to fair value securities may include, but are not limited to, the analysis of current debt to cash flow, information of any recent sales, the analysis of the company’s financial statements, quotations or evaluated prices from broker-dealers, information obtained from the issuer or analysts and the nature of the existing market for securities with characteristics similar to such obligations. Valuations may be derived following a review of pertinent data (EBITDA, Revenue, etc.) from company financial statements, relevant market valuation multiples for comparable companies in comparable industries, recent transactions, and management assumptions. The Fund may use fair value pricing for foreign securities if a material event occurs that may affect the price of a security after the close of the foreign market or exchange (or on days the foreign market is closed) but before the Fund prices its portfolio, generally at 4:00 p.m. Eastern Time. Fair value pricing may also be used for securities acquired as a result of corporate restructurings or reorganizations, as reliable market quotations for such issues may not be readily available. For securities valued in good faith, the value of an investment used to determine the Fund’s net asset value may differ from published or quoted prices for the same investment. The valuations for these good faith securities are monitored and reviewed in accordance with the methodologies described above by the Fund’s Fair Valuation Committee on an ongoing basis as information becomes available but are evaluated at least quarterly. The good faith security valuations and fair value methodologies are reviewed and approved by the Fund’s Board on a quarterly basis. There can be no assurance that the Fund could obtain the fair value assigned to an investment if it were to sell the investment at the same time which the Fund determines its net asset value per share.

 

GAAP defines fair value, establishes a three-tier framework for measuring fair value based on a hierarchy of inputs, and expands disclosure about fair value measurements. It also provides guidance on determining when there has been a significant decrease in the volume and level of activity for an asset or liability, when a transaction is not orderly and how that information must be incorporated into a fair value measurement. The hierarchy distinguishes between market data obtained from independent sources (observable inputs) and the Fund’s own market assumptions (unobservable inputs). These inputs are used in determining the fair value of the Fund’s investments. These inputs are summarized in the three broad levels listed below:

 

 

Level 1 – quoted prices in active markets for identical securities. An active market for the security is a market in which transactions occur with sufficient frequency and volume to provide pricing information on an ongoing basis. A quoted price in an active market provides the most reliable evidence of fair value.

 

27

 

 

 

Wildermuth Endowment Fund

 

Notes to Financial Statements - Continued
June 30, 2019 (Unaudited)

 

 

 

Level 2 – other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc. and quoted prices for identical or similar assets in markets that are not active.) Inputs that are derived principally from or corroborated by observable market data. An adjustment to any observable input that is significant to the fair value may render the measurement a Level 3 measurement.

 

 

Level 3 – significant unobservable inputs, including the Fund’s own assumptions in determining the fair value of investments.

 

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 is a summary of the valuation inputs, representing 100% of the Fund’s investments, used to value the Fund’s assets and liabilities as of June 30, 2019:

 

           

Fair Value Measurements at the
End of the Reporting Period Using

         

Investment in Securities

 

Practical
Expedient
**

   

Level 1
Quoted Prices

   

Level 2
Other Significant
Observable Inputs

   

Level 3
Significant
Unobservable
Inputs

   

Total

 

Security Type

                                       

Common Stock*

  $     $ 22,021,252     $     $     $ 22,021,252  

Exchange Traded Funds*

          13,386,171                   13,386,171  

Commodity & Natural Resource Investments

    2,119,929  (1)(7)(8)                 5,470,230       7,590,159  

Direct Real Estate

    1,464,394  (2)(7)(8)     799,000             6,395,716       8,659,110  

Hedge Funds

    8,515,603  (3)(7)(8)                       8,515,603  

High Yield Loans

                      1,269,811       1,269,811  

Private Equity

    10,227,630  (4)(7)(9)                 44,239,142       54,466,772  

Private Equity Debt

                      12,012,833       12,012,833  

Private Real Estate Investments

    9,742,760  (5)(7)(10)                 5,632,489       15,375,249  

Public Real Estate Investments

    529,178  (6)(7)(8)                 36,961       566,139  

Real Estate Loans

                      7,724,604       7,724,604  

Warrants

                      1,343,737       1,343,737  

Short-Term Investments

          2,726,442                   2,726,442  

Total

  $ 32,599,494     $ 38,932,865     $     $ 84,125,523     $ 155,657,882  

 

*

All sub-categories within the security type represent their respective evaluation status. For a detailed breakout by industry, please refer to the Schedule of Investments.

 

**

Certain investments that are measured at fair value using the net asset value per share (or its equivalent) practical expedient have not been categorized in the fair value hierarchy. The fair value amounts presented in this table are intended to permit reconciliation of the fair value hierarchy to the amounts presented in the schedule of investments.

 

28

 

 

 

Wildermuth Endowment Fund

 

Notes to Financial Statements - Continued
June 30, 2019 (Unaudited)

 

 

(1)

Security

Withdrawals Permitted

Redemption Notice Period

Investment Objective

Investment Strategy

Lock Up Period

 

Kayne Anderson Energy Fund VII LP

Not Applicable

Not Applicable

Capital Gains

Purchase oil and gas companies; extraction and production companies.

N/A

             

(2)

Security

Withdrawals Permitted

Redemption Notice Period

Investment Objective

Investment Strategy

Lock Up Period

 

Brookwood SFL Investor Co-Investment Vehicle, LLC

Not Applicable

Not Applicable

Capital Gains and Current Income

Real Estate

N/A

             

(3)

Security

Withdrawals Permitted

Redemption Notice Period

Investment Objective

Investment Strategy

Lock Up Period

 

Altegris Millennium Fund LP

Quarterly

Not Applicable

Capital Gains and Income

Multistrategy hedge fund

N/A

 

Condire Resource Partners LP

Quarterly

45 days

Capital Gains

Long/short mining and energy

12 months

 

CRC Bond Opportunity Trading Fund LP

Monthly

90 days

Capital Gains and Income

Opportunistic, event-driven credit fund focused on subordinated debt, preferred equity, and additional Tier 1 capital of banks and financial firms.

12 months

 

EJF Trust Preferred Fund LP

Not Applicable

Not Applicable

Capital Gains and Income

Event driven with focus on financials

3 years

 

Rosebrook Opportunities Fund LP

Quarterly

Not Applicable

Capital Appreciation

Buying distressed hedge fund assets

N/A

 

Tides Capital Gamma LP

Not Applicable

Not Applicable

Capital Appreciation

Highly concentrated in public equity positions - Small Cap

N/A

             

(4)

Security

Withdrawals Permitted

Redemption Notice Period

Investment Objective

Investment Strategy

Lock Up Period

 

Abbot Secondary Opportunities LP

Not Applicable

Not Applicable

Capital Gains

Purchase private equity funds on secondary market

N/A

 

Auda Capital SCS SICAV SIF - Auda Asia Secondary Fund

Not Applicable

Not Applicable

Capital Gains and
Dividends

Luxembourg Limited Partnership by interest qualifying as an investment fund with variable capital – specialized investment fund

N/A

 

Committed Advisors Secondary Fund III

Not Applicable

Not Applicable

Capital Gains

Private equity fund with a global focus

N/A

 

EJF Sidecar Fund, Series LLC - Small Financial Equities Series

Not Applicable

Not Applicable

Capital Gains and
Dividends

Invests in equity of small depository institutions, including without limitation financial institutions that are impacted directly or indirectly by: (1) bank and thrift recapitalizations and/or restructurings; (2) merger and acquisition activity; and (3) government financial reform related policies.

N/A

 

Greenspring Opportunities V, LP

Not Applicable

Not Applicable

Capital Gains

Direct investments in growth stage companies

N/A

 

Madryn Health Partners LP

Not Applicable

Not Applicable

Capital Gains

Invests in commercial-stage healthcare companies

N/A

 

PineBridge Secondary Partners IV SLP

Not Applicable

Not Applicable

Capital Appreciation

Private equity fund of funds

N/A

 

Star Mountain Diversified Credit Income Fund III LP

Not Applicable

Not Applicable

Capital Appreciation

Structured Credit

N/A

 

Star Mountain Diversified Small Business Access Fund II LP

Not Applicable

Not Applicable

Capital Appreciation

Structured Credit

N/A

             

(5)

Security

Withdrawals Permitted

Redemption Notice Period

Investment Objective

Investment Strategy

Lock Up Period

 

Carlyle Europe Realty Fund, S.C.Sp

Not Applicable

Not Applicable

Capital Appreciation and Income

Primary focus is on large, more liquid Western European markets. Seek to invest at the intersection of hard asset and private equity.

N/A

 

Cygnus Property Fund V, LLC

Not Applicable

Not Applicable

Capital Gains and Current Income

Distressed debt/special situation and opportunistic real estate investments.

N/A

 

29

 

 

 

Wildermuth Endowment Fund

 

Notes to Financial Statements - Continued
June 30, 2019 (Unaudited)

 

 

 

Security

Withdrawals Permitted

Redemption Notice Period

Investment Objective

Investment Strategy

Lock Up Period

 

Harbert Seniors Housing Fund I LP

Quarterly

Not Applicable

Capital Appreciation and Income

Real estate

N/A

 

PCG Select Series I LLC - Series A Preferred Stock

Not Applicable

Not Applicable

Income

Real estate loans

N/A

 

PRISA III Fund LP

Quarterly

15 days

Capital Appreciation and Income

Diversified value-add real estate portfolio that targets above average real estate returns.

N/A

 

RRA Credit Opportunity Fund LP

Not Applicable

Not Applicable

Current Income

Real estate backed lending

N/A

 

Shopoff Land Fund III LP

Not Applicable

Not Applicable

Capital Gains

Value added Real Estate

N/A

 

Stonehill Strategic Hotel Credit Opportunity Fund II LP

Not Applicable

Not Applicable

Current Income

Value added lending to hospitality assets

N/A

 

Walton Street Real Estate Fund VIII LP

Not Applicable

Not Applicable

Capital Gains

Value added Real Estate

N/A

             

(6)

Security

Withdrawals Permitted

Redemption Notice Period

Investment Objective

Investment Strategy

Lock Up Period

 

Highlands REIT, Inc.

Not Applicable

Not Applicable

Capital Gains and Current Income

Real Estate Investment Trust

N/A

 

Inventrust Properties Corp.

Not Applicable

Not Applicable

Capital Gains and Current Income

Real Estate Investment Trust

N/A

 

(7)

Redemption frequency and redemption notice period reflect general redemption terms, and exclude liquidity restrictions. Different tranches may have different liquidity terms and may be subject to investor level gates.

 

(8)

These investments are domiciled in the United States.

 

(9)

These investments are domiciled in the United States with the exception of Auda Capital SCS SICAV SIF - Auda Asia Secondary Fund which is domiciled in Luxembourg and Committed Advisors Secondary Fund III which is domiciled in France.

 

(10)

These investments are domiciled in the United States with the exception of Carlyle Europe Realty Fund S.C.Sp which is domiciled in Luxembourg.

 

The transfers out of Level 3 in the following table represent securities now being valued under Level 1 of the fair value measurement hierarchy due to the availability of observable market inputs. There were no transfers into Level 3 during the reporting period.

 

The following is a roll forward of the activity in investments in which significant unobservable inputs (Level 3) were used in determining fair value on a recurring basis:

 

   

Beginning
balance
January 1,
2019

   

Transfers
into
Level 3
during the
period

   

Transfers
out of
Level 3
during the
period

   

Purchases or
Conversions

   

Sales or
Conversions

   

Net
realized
gain (loss)

   

Return of
Capital

   

Change
in net
unrealized
appreciation
(depreciation)

   

Ending
balance
June 30,
2019

 

Commodity & Natural Resource Investments

  $ 5,644,811     $     $     $     $     $     $ (173,966 )   $ (615 )   $ 5,470,230  

Direct Real Estate

    3,779,320                   2,338,831                   (35,821 )     313,386       6,395,716  

High Yield Loans

    1,564,481             (986,111 )     1,269,811             (506,926 )     9,912       (81,356 )     1,269,811  

Private Equity

    33,967,444                   5,625,394                         4,646,304       44,239,142  

Private Equity Debt

    4,073,118                   6,848,667       (1,022,222 )     34,445             2,058,825       12,012,833  

Private Real Estate Investments

    3,287,260                   4,250,006       (1,897,489 )     312,344             (319,632 )     5,632,489  

Public Real Estate Investments

    173,991                         (135,263 )     12,547       (2,588 )     (11,726 )     36,961  

Real Estate Loans

    7,724,604                                     (6,830 )     6,830       7,724,604  

Warrants

    736,973                                           606,764       1,343,737  
    $ 60,952,002     $     $ (986,111 )   $ 20,332,709     $ (3,034,974 )   $ (147,590 )   $ (209,293 )   $ 7,218,780     $ 84,125,523  

 

30

 

 

 

Wildermuth Endowment Fund

 

Notes to Financial Statements - Continued
June 30, 2019 (Unaudited)

 

 

The change in net unrealized appreciation (depreciation) included in the Statement of Operations attributable to Level 3 investments that were held as of December 31, 2018 and held throughout the period ended June 30, 2019 is $4,912,447.

 

The following is a summary of quantative information about significant unobservable valuation inputs determined by management for Level 3 Fair Measurements for investments held as of June 30, 2019:

 

Type of Level 3
Investment

 

Fair Value as of
June 30,
2019

   

Valuation
Technique

   

Unobservable
Inputs

   

Range

   

Weighted
Average

 

Commodity & Natural Resource Investments

  $ 1,514,196       Income Approach       NYMEX future strip for WTI crude oil       $46.09/bbl - $51.25/bbl       $49.63  
                      NYMEX future strip for Henry Hub gas       $1.10/MMBTU - $2.89/MMBTU       $1.38  
                      Discount Rate       10%-25%       11.80%  

Direct Real Estate

  $ 1,584,895       Income Approach       Discount Rate       20%       20%  

Private Equity

                                       

Private Equity

  $ 43,322,164       Income Approach       Growth Rate       4% - 678%       272.11%  

Private Equity Debt

  $ 6,445,762               Discount Rate       20%-40%       30.15%  

Warrants

  $ 1,343,737               Terminal Multiple       2.5x-6.5x       426%  
              Guideline transaction comparison       Projected EBITDA mulitple       10x-12x       11x  
                      LTM Revenue multiple       3.1x       3.1x  
                      Discount Rate       20%       20%  
                      Control Discount       13%       13%  
              Guideline company comparison       Projected revenue mulitple       1.04x-3x       2.1x  
                      Projected EBITDA mulitple       9x-10x       9.5x  
                      Discount Rate       20%       46%  
              Option pricing method       Time to Liquidity       1-3       145%  
                      Volatility       46%-75.3%       66%  
                      Risk Free Rate       2.45%-2.98%       3%  
              Market Yield Approach       Time to Liquidity       1       1  
                      LIBOR Swap Rate       2.76%       2.76%  
                      Credit Spread       7.25%       7.25%  

 

The following is a summary of quantative information about significant unobservable valuation inputs not determined by management for Level 3 Fair Measurements for investments held as of June 30, 2019:

 

Type of Level 3 Investment

 

Fair Value as of
June 30, 2019

   

Valuation Technique

 

Commodity & Natural Resource Investments

  $ 3,956,034       Recent Transaction Value  

Direct Real Estate

  $ 4,810,821       Recent Transaction Value  

High Yield Loans

  $ 1,269,811       Face Value  

Private Equity

  $ 916,978       Recent Transaction Value  

Private Equity Debt

  $ 5,567,071       Recent Transaction Value  

Private Real Estate Investments

  $ 5,632,489       Recent Transaction Value  

 

31

 

 

 

Wildermuth Endowment Fund

 

Notes to Financial Statements - Continued
June 30, 2019 (Unaudited)

 

 

Type of Level 3 Investment

 

Fair Value as of
June 30, 2019

   

Valuation Technique

 

Public Real Estate Investments

  $ 36,961       Share Price  

Real Estate Loans

  $ 7,724,604       Face Value  

 

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. Distributions from underlying investment companies are classified as investment income or realized gains based on the U.S. income tax characteristics of the distribution. 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.

 

Dividends and Distributions to Shareholders – Dividends from gross investment income are declared and distributed quarterly. Distributable net realized capital gains are declared and distributed annually. Dividends from gross 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.

 

Distributions received from investments in securities that represent a return of capital or capital gains are recorded as a reduction of cost of investment or as a realized gain, respectively. The calendar year-end amounts of ordinary income, capital gains, and return of capital included in distributions received from the Fund’s investments in real estate investment trusts (“REITs”) are reported to the Fund after the end of the calendar year; accordingly, the Fund estimates these amounts for accounting purposes until the characterization of REIT distributions is reported to the Fund after the end of the calendar year. Estimates are based on the most recent REIT distribution information available.

 

Investment Companies – The Fund may obtain investment exposure to various asset classes by investing in other investment companies, including registered investment companies, such as ETFs, mutual funds and closed-end funds, as well as hedge funds, private equity funds or other privately offered pooled investment vehicles that are not registered under the 1940 Act (collectively “Investment Funds”). Each Investment Fund is subject to specific risks, depending on the nature of the fund. These risks could include liquidity risk, sector risk, and foreign currency risk, as well as risks associated with fixed income securities and commodities among others. Also, the Fund’s performance depends in part upon the performance of the Investment Fund managers and selected strategies, the adherence by such Investment Fund managers to such selected strategies, the instruments used by such Investment Fund managers and the Adviser’s ability to select Investment Funds and strategies and effectively allocate Fund assets among them. By investing in Investment Funds indirectly through the Fund, the investor bears asset-based fees at the Fund level, in addition to any asset-based fees and/or performance-based fees and allocations at the Investment Fund level. Moreover, an investor in the Fund bears a proportionate share of the fees and expenses of the Fund (including organizational and offering expenses, operating costs, sales charges, brokerage transaction expenses, and administrative fees) and, indirectly, similar expenses of the Investment Funds. Thus, an investor in the Fund may be subject to higher fees and operating expenses than if he or she invested in an Investment Fund directly.

 

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 or expected to be taken on returns filed for tax years open for the current and prior three years. 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.

 

32

 

 

 

Wildermuth Endowment Fund

 

Notes to Financial Statements - Continued
June 30, 2019 (Unaudited)

 

 

Redemption Fee – For shares held for 90 days or less, the Fund will deduct a 2% redemption fee from the redemption amount if the shares are sold pursuant to the Fund’s quarterly repurchase program. Shares held longest will be treated as being repurchased first and shares held shortest as being repurchased last. The redemption fee does not apply to shares that were acquired through reinvestment of distributions. Shares held for more than 90 days are not subject to the 2% fee. Redemption fees are paid to the Fund directly and are designed to offset costs associated with fluctuations in Fund asset levels and cash flow caused by short-term shareholder trading. For the period ended June 30, 2019, the Fund had contributions to capital due to redemption fees in the amount of $3,067.

 

Indemnification – The Fund indemnifies its officers and trustees for certain liabilities that may arise from the performance of their duties to the Fund. 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 industry experience, the risk of loss due to these warranties and indemnities appears to be remote.

 

Foreign Currency Translations – The accounting records of the Fund are maintained in U.S. dollars. All assets and liabilities denominated in foreign currencies are translated into U.S. dollars based on the rate of exchange of such currencies against U.S. dollars on the date of valuation. Purchases and sales of securities, income, and expenses are translated at the rate of exchange quoted on the respective date that such transactions are recorded. The Fund does not isolate that portion of the results of operations resulting from changes in foreign exchange rates on investments from the fluctuations arising from changes in market prices of securities held. Such fluctuations are included with the net realized and unrealized gain or loss from investments.

 

Reported net realized foreign exchange gains or losses arise from sales of portfolio securities, sales and maturities of short-term securities, sales of foreign currencies, currency gains or losses realized between the trade and settlement dates on securities transactions, and the difference between the amounts of dividends, interest, and foreign withholding taxes recorded on the Fund’s books and the U.S. dollar equivalent of the amounts actually received or paid. Net unrealized foreign exchange gains and losses arise from changes in the value of assets and liabilities other than investments in securities at each reporting period, resulting from changes in the exchange rate.

 

3. INVESTMENT TRANSACTIONS

 

The cost of purchases and proceeds from the sale of securities, other than short-term investments, for the period ended June 30, 2019, amounted to $41,454,356 and $13,357,329, respectively.

 

4. ADVISORY FEE AND FUND TRANSACTIONS

 

Advisory Fees – The Adviser is entitled to receive a monthly fee equal to the annual rate of 1.50% of the Fund’s average daily net assets. For the period ended June 30, 2019, the Adviser earned $1,038,580 in advisory fees.

 

Expense limitation agreement – The Adviser and the Fund have entered into an expense limitation and reimbursement agreement (the “Expense Limitation Agreement”) under which the Adviser has agreed contractually to waive its fees and to pay or absorb the direct, ordinary operating expenses of the Fund (including offering and organizational expenses but excluding front-end or contingent deferred loads, brokerage fees and commissions, acquired fund fees and expenses, borrowing costs (such as interest and dividend expenses on securities sold short), taxes and extraordinary expenses such as litigation), to the extent that they exceed 2.50%, 3.25%, and 2.25% per annum of the Fund’s average daily net assets attributable to Class A, Class C, and Class I shares (the “Expense Limitation”), respectively, through December 31, 2019. In consideration of the Adviser’s agreement to limit the Fund’s expenses, the Fund has agreed to repay the Adviser in the amount of any fees waived and Fund expenses paid or absorbed. Any waiver or reimbursement of fees by the Adviser is subject to repayment by the Fund within three years following such waiver or reimbursement; provided, however, that (i) the Fund is able to make such repayment without exceeding the expense limitation in place at the time the fees being repaid were waived or the Fund’s current expense limitation, whichever is lower, and (ii) such repayment is approved by the Fund’s Board of Trustees. The Expense Limitation Agreement will remain in effect for successive twelve-month periods provided that such continuance is specifically approved at least annually by the Board of Trustees. The Expense Limitation Agreement may be terminated only by the Fund’s Board on 60 days’ written notice to the Adviser. During the period ended June 30, 2019, the Adviser did not recoup any expenses. As of June 30, 2019, $525,023 is subject to recoupment through December 31, 2019, $458,874 through December 31, 2020, $695,394 through December 31, 2021, and $209,129 through December 31, 2022, to the extent the Expense Limitation Agreement is still in effect.

 

33

 

 

 

Wildermuth Endowment Fund

 

Notes to Financial Statements - Continued
June 30, 2019 (Unaudited)

 

 

Distribution Agreement – The Fund has adopted a Distribution Agreement (the “Agreement”). The Agreement provides that a monthly distribution fee is calculated at an annual rate equal to 0.75% of the Fund’s average daily net assets attributable to Class C. Class A and Class I shares are not currently subject to a distribution fee. For the period ended June 30, 2019, $158,500 had been accrued for Class C distribution fees.

 

Shareholder Services Plan – The Fund has adopted a Shareholder Services Plan and Agreement (the “Plan). The Plan provides that a monthly service fee is calculated up to an annual rate equal to 0.25% of average daily net assets separately attributable to Class A and Class C shares. Class I shares are not included under the Plan and are not subject to a 0.25% average daily net asset fee. For the period ended June 30, 2019, Class A had accrued $99,197 in shareholder service fees and Class C had accrued $52,833.

 

Trustees – Each Independent Trustee receives a retainer of $5,000 per year, plus $2,500 for each board or board committee meeting the trustee attends in person ($3,000 for attendance by the chairperson of the audit committee at each meeting of the audit committee), or $500 for each meeting the trustee attends telephonically. If there is a meeting of the Board and one or more committees in a single day, the fees will be limited to $3,000 per day ($3,500 for the chairperson of the audit committee if there is a meeting of such committee) for an in person meeting and $750 ($1,000 for the chairperson of the audit committee if there is a meeting of such committee) for meetings attended telephonically. No “interested persons” who serve as Trustees of the Fund received any compensation for their services as Trustees. None of the executive officers received compensation from the Fund.

 

5. FEDERAL TAX INFORMATION

 

At December 31, 2018, gross unrealized appreciation and depreciation on investments based on cost for federal income tax purposes were as follows:

 

Cost of investments

  $ 104,842,783  

Gross unrealized appreciation

  $ 21,852,476  

Gross unrealized depreciation

    (11,107,274 )

Net unrealized appreciation on investments

  $ 10,745,202  

 

The difference between cost amounts for financial statement and federal income tax purposes is due primarily to timing differences in recognizing certain gains and losses in security transactions and investments in partnerships.

 

As of December 31, 2018, the components of accumulated earnings (deficit) on a tax basis were as follows:

 

Accumulated capital and other losses

  $ (1,714,384 )

Net unrealized appreciation on investments

    10,745,202  

Net unrealized depreciation on foreign currency translations

    (2,398 )

Total accumulated earnings/(deficit)

  $ 9,028,420  

 

The tax character of distributions paid during the fiscal years ended December 31, 2018 and December 31, 2017 were as follows:

 

   

2018

   

2017

 

Distributions paid from:

               

Ordinary income

  $     $  

Long-term capital gains

    264,796       1,098,845  

Return of capital

    2,517,920       793,560  

Total distributions paid

  $ 2,782,716     $ 1,892,405  

 

34

 

 

 

Wildermuth Endowment Fund

 

Notes to Financial Statements - Continued
June 30, 2019 (Unaudited)

 

 

As of December 31, 2018, the Fund had net capital loss carryovers as follows:

 

Not subject to expiration:

       

Short Term

  $ 1,714,384  

Long Term

     
    $ 1,714,384  

 

Capital loss carryovers are available to offset future realized capital gains and thereby reduce further taxable gain distributions.

 

6. REPURCHASE OFFERS

 

Pursuant to Rule 23c-3 under the Investment Company Act of 1940, as amended, the Fund offers shareholders on a quarterly basis the option of redeeming shares, at net asset value, of no less than 5% and no more than 25% of the shares outstanding. There is no guarantee that shareholders will be able to sell all of the shares they desire in a quarterly repurchase offer, although each shareholder will have the right to require the Fund to purchase up to and including 5% of such shareholder’s shares in each quarterly repurchase. Limited liquidity will be provided to shareholders only through the Fund’s quarterly repurchases.

 

During the period ended June 30, 2019, the Fund completed two repurchase offers. In those offers, the Fund offered to repurchase up to 5% of the number of its outstanding shares as of the Repurchase Pricing Dates. The results of those repurchase offers were as follows:

 

Repurchase Pricing Date

 

January 30, 2019

   

April 30, 2019

 

% of Shares Offered - Total Fund

    5.00 %     5.00 %

Number of Shares Offered - Total Fund

    481,624       563,143  

Pricing Date Net Asset Value - Class A

  $ 13.28     $ 13.59  

Pricing Date Net Asset Value - Class C

  $ 12.98     $ 13.25  

Pricing Date Net Asset Value - Class I

  $ 13.39     $ 13.70  

Number of Shares Tendered - Class A

    96,624       309,907  

Number of Shares Tendered - Class C

    25,491       16,118  

Number of Shares Tendered - Class I

    10,416       32,005  

% of Shares Tendered - Total Fund

    1.38 %     3.18 %

 

7. INVESTMENTS IN RESTRICTED SECURITIES

 

Restricted securities include securities that have not been registered under the Securities Act of 1933, as amended, and securities that are subject to restrictions on resale. The Fund may invest in restricted securities that are consistent with the Fund’s investment objectives and investment strategies. Investments in restricted securities are valued at fair value as determined in good faith in accordance with procedures adopted by the Board of Trustees. It is possible that the estimated value may differ significantly from the amount that might ultimately be realized in the near term, and the difference could be material.

 

35

 

 

 

Wildermuth Endowment Fund

 

Notes to Financial Statements - Continued
June 30, 2019 (Unaudited)

 

 

Additional information on each restricted security held by the Fund on June 30, 2019 is as follows:

 

Security

 

Initial
Acquisition Date

   

Shares,
Principal Amount
or Units

   

Cost

   

Fair
Value

   

% of
Net Assets

 

Abbott Secondary Opportunities LP

April 13, 2017

        $ 1,079,530     $ 1,243,616       0.79%  

Airport Center Development Partners, LLC, 10.50%, 4/5/2020

September 28, 2018

    2,000,000       1,940,000       2,000,000       1.27%  

Altegris Millennium Fund LP

December 20, 2018

          1,000,000       1,016,753       0.65%  

ARCTRUST, Inc.

June 30, 2016

    95,075       1,053,177       1,361,478       0.86%  

Atlas Fintech Holdings Corp.

December 20, 2016

    159       1,506,000       1,828,500       1.16%  

Atlas Fintech Holdings Corp. - Convertible Note, 8.00%, 6/20/2020

June 20, 2019

    1,500,000       1,500,000       1,500,000       0.95%  

Atlas Fintech Holdings Corp., Exercise Price $13,000, Expiration Date 12/31/2021

December 20, 2016

    100             253,805       0.16%  

Atlas Fintech Holdings Corp., Exercise Price $14,950, Expiration Date 12/31/2022

December 20, 2016

    44             85,751       0.05%  

Auda Capital SCS SICAV SIF- Auda Asia Secondary Fund

April 2, 2018

          1,828,670       1,860,036       1.18%  

Brookwood SFL Investor Co-Investment Vehicle, LLC

November 3, 2017

          1,086,160       1,464,394       0.93%  

Carlyle Europe Realty Fund, S.C.Sp.

December 19, 2018

    1,323,319       1,508,125       1,296,481       0.82%  

Casillas Petroleum Resource Partners, LLC

October 11, 2016

          952,711       1,514,196       0.96%  

Clear Guide Medical, Inc. - Series A Preferred Stock

April 19, 2016

    2,500       2,250,000       3,802,700       2.42%  

Clear Guide Medical, Inc. - Series A-2 Preferred Stock

March 6, 2018

    134,898       500,000       724,389       0.46%  

Clear Guide Medical, Inc. - Series A-3 Preferred Stock

July 16, 2018

    498,749       1,835,394       2,528,658       1.61%  

Clearsense, LLC - Class C Preferred Shares

February 20, 2019

    633,127       2,790,000       2,790,000       1.78%  

CM Funding, LLC

December 14, 2018

          1,876,034       1,876,034       1.19%  

Committed Advisors Secondary Fund III

March 30, 2017

          1,189,867       1,585,321       1.01%  

Condire Resource Partners LP

May 30, 2017

          1,845,000       1,738,502       1.11%  

Cottonwood Residential, Inc.

February 17, 2015

    101,470       0       10,147       0.01%  

Cottonwood Residential II, Inc.

June 12, 2019

    157,812       3,000,006       3,000,006       1.91%  

CRC Bond Opportunity Trading Fund LP

June 7, 2019

          2,500,000       2,500,000       1.59%  

Cygnus Property Fund V, LLC

October 30, 2018

          2,000,000       1,876,760       1.19%  

DLP Lending Fund, LLC

March 28, 2019

          1,250,000       1,260,858       0.80%  

 

36

 

 

 

Wildermuth Endowment Fund

 

Notes to Financial Statements - Continued
June 30, 2019 (Unaudited)

 

 

Security

 

Initial
Acquisition Date

   

Shares,
Principal Amount
or Units

   

Cost

   

Fair
Value

   

% of
Net Assets

 

DLP Lending Fund, LLC - Promissory Note, 9.00%, 3/29/2024

March 28, 2019

    1,269,811     $ 1,269,811     $ 1,269,811       0.81%  

Doctor’s Hospice of Georgia, Inc.

March 20, 2019

          996,023       799,000       0.51%  

Dog Wood Park of Northeast Florida, LLC, 9.50%, 8/26/2019

March 21, 2017

    400,000       382,000       400,000       0.25%  

DSI Digital, LLC - Series A Convertible Preferred Units

November 29, 2017

    3,050,774       4,500,000       11,584,614       7.36%  

EJF Sidecar Fund, Series LLC - Small Financial Equities Series

October 25, 2017

          1,113,549       1,097,507       0.70%  

EJF Trust Preferred Fund LP

August 23, 2017

          681,098       885,600       0.56%  

GPB Automotive Portfolio LP

March 13, 2015

    10       500,000       457,314       0.29%  

Gravity Ranch Fund I LP

June 13, 2017

          500,000       490,942       0.31%  

Greenspring Opportunities V, LP

January 18, 2018

          429,000       458,915       0.29%  

GT Operating Company, Inc., 10.50%, 12/4/2019

July 3, 2018

    1,741,602       1,663,230       1,741,602       1.11%  

Harbert Seniors Housing Fund I LP

February 24, 2017

          1,349,193       1,603,098       1.02%  

Hauiki Hui, LLC, 9.50%, 1/1/2020

January 4, 2017

    400,000       382,000       400,000       0.25%  

Highlands REIT, Inc.

April 28, 2016

    136,771       34,827       47,870       0.03%  

Inventrust Properties Corp.

March 2, 2015

    153,283       348,790       481,308       0.31%  

Kayne Anderson Energy Fund VII LP

September 12, 2016

          1,664,695       2,119,929       1.35%  

Level ATI HoldCo, LLC - Class A

September 10, 2018

          1,690,000       2,402,115       1.53%  

Madryn Health Partners LP

September 28, 2018

          1,332,481       1,469,805       0.93%  

Metro Diner, LLC - Series B Units

November 16, 2017

    3,500,000       3,500,000       2,870,000       1.82%  

Metro Diner, LLC - Series II Common Units

November 16, 2017

    1,880,968             2,821,452       1.79%  

Park City (PCG), 10.50%, 9/12/2019

March 16, 2018

    683,002       648,851       683,002       0.43%  

PCG Select Series I LLC - Series A Preferred Stock

June 23, 2016

          640,542       640,542       0.41%  

Phillips Edison Grocery Center

February 3, 2016

    3,330       25,353       36,961       0.02%  

PineBridge Secondary Partners IV SLP

September 19, 2017

          865,276       938,450       0.60%  

Polara Builder II, LLC

June 15, 2018

          4,741,225       4,810,821       3.06%  

PRISA III Fund LP

September 26, 2017

    648       1,085,192       1,172,997       0.75%  

Rosebrook Opportunities Fund LP

February 2, 2017

          1,668,648       1,836,844       1.17%  

RRA Credit Opportunity Fund LP

December 12, 2017

          1,397,588       1,454,381       0.92%  

RS17 Rexburg Preferred LLC

September 21, 2017

          970,000       1,584,895       1.01%  

Saratoga Springs Partners, LLC, 9.50%, 8/31/2019

May 5, 2017

    500,000       477,738       500,000       0.32%  

 

37

 

 

 

Wildermuth Endowment Fund

 

Notes to Financial Statements - Continued
June 30, 2019 (Unaudited)

 

 

Security

 

Initial
Acquisition Date

   

Shares,
Principal Amount
or Units

   

Cost

   

Fair
Value

   

% of
Net Assets

 

Schweizer - RSG, LLC - Promissory Note, 12.09%, 1/22/2021

February 6, 2018

    1,244,444     $ 1,219,556     $ 1,244,444       0.79%  

Schweizer RSG, LLC, Exercise Price $112.50, Expiration Date 1/22/2028

February 6, 2018

    1,442             15,270       0.01%  

Shopoff Land Fund III LP

April 28, 2015

    56       44,206       37,357       0.02%  

Star Mountain Diversified Credit Income Fund III LP

June 20, 2019

          500,000       500,000       0.32%  

Star Mountain Diversified Small Business Access Fund II LP

June 2, 2017

          972,494       1,073,980       0.68%  

Stonehill Strategic Hotel Credit Opportunity Fund II LP

July 18, 2016

    753,858       753,858       1,004,431       0.64%  

Thunder Investment Partners, LLC

November 2, 2018

          2,080,000       2,080,000       1.32%  

Tides Capital Gamma LP

November 30, 2018

          1,000,000       537,904       0.34%  

Tout, Inc. - Exercise Price $0.06, Expiration Date 4/5/2029

April 5, 2019

    542,372             289,627       0.18%  

Tout, Inc. - New Preferred Shares

June 2, 2018

    5,208,791       5,865,315       4,774,368       3.03%  

Tout, Inc. - Promissory Note, 12.00%, 3/25/2020

March 25, 2019

    1,600,000       1,600,000       3,945,762       2.51%  

Tout, Inc. - Promissory Note, 12.00%, 5/29/2020

May 29, 2019

    91,917       91,917       91,917       0.06%  

Tout, Inc. - Promissory Note, 0.00%, 6/6/2020

June 6, 2019

    935,500       935,500       935,500       0.59%  

Tout, Inc. - Promissory Note, 0.00%, 6/10/2020

June 10, 2019

    1,721,250       1,721,250       1,721,250       1.09%  

Walton Street Real Estate Fund VIII LP

May 24, 2017

          573,617       656,713       0.42%  

Waratek Ltd. - Promissory Note, 12.00%, 3/25/2021

    March 25, 2019       1,000,000       1,000,000       1,000,000       0.64%  

Waratek Ltd. - Series B-1 Shares

    June 5, 2018       635,838       2,990,569       2,954,355       1.88%  

Waratek Ltd. - Series B-2 Shares

    December 28, 2017       756,826       3,696,940       3,783,699       2.40%  

Waratek, Ltd. - Series B-1 Shares, Exercise Price 0.01 Euro, Expiration Date 01/22/2028

    June 5, 2018       316,843             699,284       0.44%  

Westgate at Powers, LLC, 10.50%, 11/1/2019

    January 17, 2018       2,000,000       1,890,000       2,000,000       1.27%  

WG Pitts Caribbean, LLC

    October 12, 2018             426,040       426,036       0.27%  

WG Pitts Caribbean, LLC - Promissory Note, 10.00%, 10/12/2020

    October 12, 2018       2,000,000       1,573,960       1,573,960       1.00%  
                    $ 98,283,006     $ 117,524,017          

 

38

 

 

 

Wildermuth Endowment Fund

 

Notes to Financial Statements - Continued
June 30, 2019 (Unaudited)

 

 

8. INVESTMENTS IN AFFILIATED ISSUERS

 

An affiliated issuer is an entity in which the Fund has ownership of at least 5% of the voting securities. Issuers that are affiliates of the Fund at period-end are noted in the Fund’s Schedule of Investments. Additional security purchases and the reduction of certain security shares outstanding of existing portfolio holdings that were not considered affiliated in prior years may result in the Fund owning in excess of 5% of the outstanding shares at period-end. The table below reflects transactions during the period with entities that are affiliates as of June 30, 2019 and may include acquisitions of new investments, prior year holdings that became affiliated during the period and prior period affiliated holdings that are no longer affiliated as of period-end.

 

Security Description

 

Value
Beginning of
Period

   

Purchases

   

Sales
Proceeds

   

Change in
securities
meeting the
definition of
an affiliated
investment

   

Change in
Unrealized
Appreciation
(Depreciation)

   

Net
Realized
Gain (Loss)

   

Tax Basis
or Return
of Capital
Adjustments

   

Value
End of
Period

   

Investment
Income

 

Brookwood SFL Investor Co-Investment Vehicle, LLC

  $ 1,551,334     $     $     $     $ (48,851 )   $     $ (38,089 )   $ 1,464,394     $  

Clear Guide Medical, Inc. – Convertible Note, 10.00%, 1/6/2020

    1,032,487             (780,000 )           (282,487 )     30,000                   3,683  

Clear Guide Medical, Inc. - Series A Preferred Stock(1)

    3,802,700                                           3,802,700        

Clear Guide Medical, Inc. - Series A-2 Preferred Stock(1)

    724,389                                           724,389        

Clear Guide Medical, Inc. - Series A-3 Preferred Stock(1)

    688,328       1,335,394                   504,936                   2,528,658        

Clearsense, LLC – Class C Preferred Shares

          2,790,000                                     2,790,000       80,108  

CM Funding, LLC(1)

    2,050,000                                     (173,966 )     1,876,034       107,135  

Cygnus Property Fund V, LLC(1)

    2,000,000                         (123,240 )                 1,876,760        

DSI Digital, LLC - Series A Convertible Preferred Units

    3,000,000       1,500,000                   7,084,614                   11,584,614       171,367  

Level ATI Holdco, LLC - Class A(1)

    2,385,261                         16,854                   2,402,115        

Polara Builder II, LLC(1)

    2,471,990       2,338,831                   35,821             (35,821 )     4,810,821       239,998  

Rosebrook Opportunities Fund LP(1)

    1,283,000                           716,006             (162,162 )     1,836,844        

RS17 Rexburg Preferred LLC(1)

    1,307,330                         277,565                   1,584,895       185,588  

RRA Credit Opportunity Fund LP(1)

    456,870       1,026,780                   (9,079 )           (20,190 )     1,454,381        

Schweizer RSG, LLC, Exercise Price $112.50, Expiration Date 1/22/2028

    15,270                                           15,270        

Tides Capital Gamma LP(1)

    856,821                         (318,917 )                 537,904        

Thunder Investment Partners, LLC(1)

    2,080,000                                           2,080,000       120,811  

Tout, Inc. - New Preferred Shares

    7,900,001                         (3,125,633 )                 4,774,368        

Waratek Ltd. - Series B-1 Shares

    2,957,410                         (3,055 )                 2,954,355        

Waratek Ltd. - Series B-2 Shares

    3,787,611                         (3,912 )                 3,783,699       38,153  

Waratek, Ltd. - Series B-1 Shares, Exercise Price 0.01 Euro, Expiration Date 01/22/2028

    382,147                         317,137                   699,284        

WG Pitts Caribbean, LLC(1)

    426,036                                           426,036       98,631  
    $ 41,158,985