N-CSRS 1 lp1.htm SEMI-ANNUAL REPORT lp1.htm - Generated by SEC Publisher for SEC Filing

 

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

811-03940

 

 

 

BNY Mellon Strategic Funds, Inc.

 

 

(Exact name of Registrant as specified in charter)

 

 

 

 

 

 

c/o BNY Mellon Investment Adviser, Inc.

240 Greenwich Street

New York, New York  10286

 

 

(Address of principal executive offices)        (Zip code)

 

 

 

 

 

Bennett A. MacDougall, Esq.

240 Greenwich Street

New York, New York  10286

 

 

(Name and address of agent for service)

 

 

Registrant's telephone number, including area code: 

(212) 922-6400

 

 

Date of fiscal year end:

 

11/30

 

Date of reporting period:

05/31/2020

 

             

 

 

The following N-CSR relates only to the Registrant's series listed below and does not relate to any series of the Registrant with a different fiscal year end and, therefore, different N-CSR reporting requirements.  A separate N-CSR will be filed for any series with a different fiscal year end, as appropriate.

 

BNY Mellon Global Stock Fund

BNY Mellon International Stock Fund

BNY Mellon Select Managers Small Cap Value Fund

BNY Mellon U.S. Equity Fund

 

 


 

FORM N-CSR

Item 1.           Reports to Stockholders.

                       

 


 

BNY Mellon Global Stock Fund

 

SEMIANNUAL REPORT

May 31, 2020

 

 

 

Save time. Save paper. View your next shareholder report online as soon as it’s available. Log into www.bnymellonim.com/us and sign up for eCommunications. It’s simple and only takes a few minutes.

 

The views expressed in this report reflect those of the portfolio manager(s) only through the end of the period covered and do not necessarily represent the views of BNY Mellon Investment Adviser, Inc. or any other person in the BNY Mellon Investment Adviser, Inc. organization. Any such views are subject to change at any time based upon market or other conditions and BNY Mellon Investment Adviser, Inc. disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a fund in the BNY Mellon Family of Funds are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any fund in the BNY Mellon Family of Funds.

 

Not FDIC-Insured • Not Bank-Guaranteed • May Lose Value

 

Contents

T H E  F U N D

   

                                     A Letter from the President of

 

BNY Mellon Investment Adviser, Inc.

2

Discussion of Fund Performance

3

Understanding Your Fund’s Expenses

6

                                    Comparing Your Fund’s Expenses

 

With Those of Other Funds

6

Statement of Investments

7

                                    Statement of Investments

 

in Affiliated Issuers

10

                                    Statement of Forward Foreign

 

Currency Exchange Contracts

11

Statement of Assets and Liabilities

12

Statement of Operations

13

Statement of Changes in Net Assets

14

Financial Highlights

16

Notes to Financial Statements

20

Liquidity Risk Management Program

31

F O R  M O R E  I N F O R M AT I O N

 

Back Cover

 

       
 


BNY Mellon Global Stock Fund

 

The Fund

A LETTER FROM THE PRESIDENT OF BNY MELLON INVESTMENT ADVISER, INC.

Dear Shareholder:

We are pleased to present this semiannual report for BNY Mellon Global Stock Fund, covering the six-month period from December 1, 2019 through May 31, 2020. For information about how the fund performed during the reporting period, as well as general market perspectives, we provide a Discussion of Fund Performance on the pages that follow.

Stock markets performed well over the last month of 2019. Accommodative policies from the U.S. Federal Reserve (the “Fed”), paired with healthy U.S. consumer spending, helped support valuations. Markets were further supported by a December announcement that the first phase of a trade deal with China was in process. U.S. equity markets reached new highs during the final month of 2019. However, the euphoria was short-lived, as concerns over the spread of COVID-19 roiled markets during the first several months of 2020. As the virus spread across the globe, concerns about the economic effects of a widespread quarantine worked to depress equity valuations. Stocks posted historic losses in March 2020, but regained ground in April and May.

In fixed-income markets, interest rates were heavily influenced by changes in Fed policy and investor concern over COVID-19. As stocks rallied in December 2019, Treasury bond prices declined, and rates across much of the yield curve rose until early in 2020, when the threat posed by COVID-19 began to emerge. A flight-to-quality ensued, and rates fell significantly. March 2020 brought high volatility and risk-asset spread widening. The Fed cut rates twice in March, resulting in an overnight lending target rate of nearly zero, and the government launched a large stimulus package. In April and May 2020, risk-asset prices recovered some of their prior losses, as investors turned their attention toward a possible economic recovery. Investment-grade bonds generally posted positive returns for the period.

We believe the near-term outlook for the U.S. will be challenging, as the country curbs the spread of COVID-19 and determines a path forward for recovery. However, we are confident that once the economic effects of the virus have been mitigated, the economy will rebound. As always, we will monitor relevant data for signs of change. We encourage you to discuss the risks and opportunities in today’s investment environment with your financial advisor.

Thank you for your continued confidence and support.

Sincerely,

Renee LaRoche-Morris
President
BNY Mellon Investment Adviser, Inc.

June 15, 2020

2

 

DISCUSSION OF FUND PERFORMANCE (Unaudited)

For the period from December 1, 2019 through May 31, 2020, as provided by Charlie Macquaker, Roy Leckie and Jane Henderson, the three members of the Investment Executive at Walter Scott & Partners Limited (WS), Sub-Investment Adviser

Market and Fund Performance Overview

For the six-month period ended May 31, 2020, BNY Mellon Global Stock Fund’s Class A shares achieved a total return of -1.18%, Class C shares returned -1.55%, Class I shares returned -1.05% and Class Y shares returned -1.02%.1 For the same period, the fund’s benchmark, the MSCI World Index (the “Index”), achieved a total return of -5.45%.2

Global equities lost ground during the period amid pockets of volatility brought on by the COVID-19 pandemic. An underweight to the financials sector, as well as successful stock selection within industrials and consumer staples, contributed to the fund outperforming the Index.

The Fund’s Investment Approach

The fund seeks long-term total return. To pursue its goal, the fund normally invests at least 80% of its net assets, plus any borrowings for investment purposes, in stocks. The fund’s investments will be focused on companies located in developed markets. The fund ordinarily invests in at least three countries and is not geographically limited in its investment selection but, at times, may invest a substantial portion of its assets in a single country. The fund may invest in the securities of companies of any market capitalization. Walter Scott seeks investment opportunities in companies with fundamental strengths that indicate the potential for sustainable growth. Walter Scott focuses on individual stock selection, building the fund’s portfolio from the bottom up through extensive fundamental research. The investment process begins with the screening of reported company financials. Companies that meet certain broad, absolute and trend criteria are candidates for more detailed financial analysis. The fund’s Investment Team collectively reviews and selects those stocks that meet Walter Scott’s criteria, and where the expected growth rate is combined with a reasonable valuation for the underlying equity. Geographic and sector allocations are the result of, not part of, the investment process, because the Investment Team’s sole focus is on the analysis of and investment in individual companies.

Geopolitics, COVID-19 and Central Banks Influence Markets

Equity markets were affected by an array of geopolitical developments in late 2019, ranging from civil protests in Hong Kong to an impeachment inquiry against the U.S. president and the Brexit saga in the U.K. After alternating signs of progress and deterioration in the U.S./China trade dispute, the year concluded with President Trump indicating that he would sign the first phase of a deal. Investor optimism helped fuel a rally that pushed U.S. equity indices to new record highs in December 2019.

Volatility reentered equity markets in January, due to concerns over the spread of COVID-19 and the resulting economic implications. Although some indices hit new record highs in early February 2020, investor sentiment shifted later in the month, due to increasing virus cases in the U.S. A sell-off began that accelerated through late March 2020, eliminating gains for many areas of the capital markets, and sending some equity indices into bear market

3

 

DISCUSSION OF FUND PERFORMANCE (Unaudited) (continued)

territory. Asset valuations came under additional pressure from the Russia/Saudi Arabia oil conflict, which caused the price of oil to fall precipitously. The U.S. Federal Reserve (the “Fed”) cut rates twice in March 2020, in an effort to support the economy. The European Central Bank as well as other global central banks and governments began forms of monetary and fiscal stimulus to support their respective economies. Markets stabilized, and many indices gained ground in April and May.

Stock Selection Buoyed Fund Results

The fund’s positive results compared to the Index stemmed from an underweight to the financials sector, as well as successful stock selection within industrials and consumer staples. Within industrials, industrial supply company Fastenal was a leading contributor. The company enjoyed steady demand for its products throughout the period. Elsewhere in the markets, several stocks within the information technology sector were also among the top contributors to returns. U.S.-based software company Microsoft saw increasing subscriber numbers for its Teams platform and also benefited from consistent demand for its other products. Adobe also saw its stock price rise on the back of the company’s solid fundamentals, as well as demand for its subscription-based products. Japan-based automation and identify technology provider Keyence was also among the leading contributors.

Conversely, positioning within the consumer discretionary, information technology and communication services sectors detracted from relative returns. The top individual detractors included consumer discretionary companies Compass Group and Starbucks. United Kingdom-based foodservice company Compass Group had to close its offices due to the COVID-19 pandemic. They are expected to reopen when feasible. Beverage company Starbucks saw demand for its products drop during the period, as it closed many of its stores for a short period in the spring. We have since exited the position. Within the energy sector, U.S.-based Schlumberger and EOG Resources were top detractors. We have since closed our position in Schlumberger. Hong-Kong insurer AIA Group was also among the leading negative contributors, as the demand pipeline for its products was constrained during the period due to COVID-19, and a recently passed securities law by China affected the stock price.

Maintaining a Company-by-Company Approach

Although we do not manage the fund’s investments in response to macroeconomic trends, it is worth noting that while central banks are providing support, it appears as though the economic effects of COVID-19 may be widespread and significant. We expect the economy to slowly strengthen as people adjust to the new normal. We continue to seek companies with strong balance sheets and attractive fundamentals that we believe will maintain a competitive advantage, given the changes to the economy and society which have occurred due to COVID-19.

In that context, our focus remains very much unchanged. We must continue to identify and invest in market-leading, financially robust companies with the strategic strengths and vision to generate meaningful returns over the long term. Our distinctly long-term lens allows us to focus on the underlying strengths and opportunities of a business. Not only does that approach mean we waste very little time trying to second-guess short-term market moves, but it ensures we are invested in companies that have the attributes we believe are needed to succeed, regardless of the external environment in which they operate. We will continue to

4

 

look for opportunities that benefit investors, capturing gains when the market rallies and adding to fundamentally strong companies when the market pulls back.

June 15, 2020

1 Total return includes reinvestment of dividends and any capital gains paid and does not take into consideration the maximum initial sales charge in the case of Class A shares, or the applicable contingent deferred sales charge imposed on redemptions in the case of Class C shares. Had these charges been reflected, returns would have been lower. Past performance is no guarantee of future results. Share price, yield and investment return fluctuate such that upon redemption, fund shares may be worth more or less than their original cost.

2 Source: Lipper Inc. — The MSCI World Index is a free float-adjusted, market capitalization-weighted index that is designed to measure the equity market performance of developed markets. It reflects reinvestment of net dividends and, where applicable, capital gain distributions. Investors cannot invest directly in any index.

Please note: the position in any security highlighted with italicized typeface was sold during the reporting period.

Equities are subject generally to market, market sector, market liquidity, issuer and investment style risks, among other factors, to varying degrees, all of which are more fully described in the fund’s prospectus.

Investing internationally involves special risks, including changes in currency exchange rates, political, economic, and social instability, a lack of comprehensive company information, differing auditing and legal standards, and less market liquidity. These risks generally are greater with emerging-market countries than with more economically and politically established foreign countries.

Recent market risks include pandemic risks related to COVID-19. The effects of COVID-19 have contributed to increased volatility in global markets and will likely affect certain countries, companies, industries and market sectors more dramatically than others. To the extent the fund may overweight its investments in certain countries, companies, industries or market sectors, such positions will increase the fund’s exposure to risk of loss from adverse developments affecting those countries, companies, industries or sectors.

5

 

UNDERSTANDING YOUR FUND’S EXPENSES (Unaudited)

As a mutual fund investor, you pay ongoing expenses, such as management fees and other expenses. Using the information below, you can estimate how these expenses affect your investment and compare them with the expenses of other funds. You also may pay one-time transaction expenses, including sales charges (loads) and redemption fees, which are not shown in this section and would have resulted in higher total expenses. For more information, see your fund’s prospectus or talk to your financial adviser.

Review your fund’s expenses

The table below shows the expenses you would have paid on a $1,000 investment in BNY Mellon Global Stock Fund from December 1, 2019 to May 31, 2020. It also shows how much a $1,000 investment would be worth at the close of the period, assuming actual returns and expenses.

             

Expenses and Value of a $1,000 Investment

 

Assume actual returns for the six months ended May 31, 2020

 

 

 

 

 

 

 

 

 

 

Class A

Class C

Class I

Class Y

 

Expense paid per $1,000

$6.11

$9.82

$4.77

$4.43

 

Ending value (after expenses)

$988.20

$984.50

$989.50

$989.80

 

COMPARING YOUR FUND’S EXPENSES
WITH THOSE OF OTHER FUNDS
(Unaudited)

Using the SEC’s method to compare expenses

The Securities and Exchange Commission (“SEC”) has established guidelines to help investors assess fund expenses. Per these guidelines, the table below shows your fund’s expenses based on a $1,000 investment, assuming a hypothetical 5% annualized return. You can use this information to compare the ongoing expenses (but not transaction expenses or total cost) of investing in the fund with those of other funds. All mutual fund shareholder reports will provide this information to help you make this comparison. Please note that you cannot use this information to estimate your actual ending account balance and expenses paid during the period.

             

Expenses and Value of a $1,000 Investment

 

Assuming a hypothetical 5% annualized return for the six months ended May 31, 2020

 

 

 

 

 

 

 

 

 

 

Class A

Class C

Class I

Class Y

 

Expense paid per $1,000

$6.21

$9.97

$4.85

$4.50

 

Ending value (after expenses)

$1,018.85

$1,015.10

$1,020.20

$1,020.55

 

Expenses are equal to the fund’s annualized expense ratio of 1.23% for Class A, 1.98% for Class C, .96% for Class I and .89% for Class Y, multiplied by the average account value over the period, multiplied by 183/366 (to reflect the one-half year period).

6

 

STATEMENT OF INVESTMENTS

May 31, 2020 (Unaudited)

               
 

Description

     

Shares

 

Value ($)

 

Common Stocks - 96.9%

         

Australia - 1.7%

         

CSL

     

115,300

 

21,034,198

 

Canada - 2.2%

         

Alimentation Couche-Tard, Cl. B

     

874,700

 

27,381,029

 

China - 1.4%

         

CNOOC

     

15,260,000

 

17,259,304

 

Denmark - 2.5%

         

Novo Nordisk, Cl. B

     

487,600

 

31,790,009

 

Finland - 1.2%

         

Kone, Cl. B

     

235,400

 

15,802,137

 

France - 3.6%

         

L'Oreal

     

76,600

 

22,366,384

 

LVMH Moet Hennessy Louis Vuitton

     

54,100

 

22,654,922

 
       

45,021,306

 

Hong Kong - 5.1%

         

AIA Group

     

3,621,800

 

29,527,752

 

CLP Holdings

     

1,301,000

 

12,768,264

 

Hong Kong & China Gas

     

7,087,465

 

11,988,595

 

Jardine Matheson Holdings

     

264,500

 

10,641,424

 
       

64,926,035

 

Ireland - 2.1%

         

Experian

     

768,900

 

26,845,355

 

Japan - 9.4%

         

FANUC

     

138,100

 

24,659,073

 

Keyence

     

115,728

 

47,659,991

 

Shin-Etsu Chemical

     

223,800

 

26,261,024

 

SMC

     

41,500

 

20,890,632

 
       

119,470,720

 

Spain - 1.9%

         

Industria de Diseno Textil

     

865,000

a

24,179,936

 

Switzerland - 8.0%

         

Nestle

     

232,300

 

25,150,971

 

Novartis

     

310,000

 

26,873,778

 

Roche Holding

     

86,700

 

30,095,644

 

SGS

     

7,900

 

18,608,225

 
       

100,728,618

 

Taiwan - 2.4%

         

Taiwan Semiconductor Manufacturing, ADR

     

595,700

 

29,981,581

 

United Kingdom - 5.6%

         

Compass Group

     

1,018,000

 

14,964,244

 

Linde

     

126,500

 

25,596,010

 

7

 

STATEMENT OF INVESTMENTS (Unaudited) (continued)

               
 

Description

     

Shares

 

Value ($)

 

Common Stocks - 96.9% (continued)

         

United Kingdom - 5.6% (continued)

         

Reckitt Benckiser Group

     

343,000

 

30,681,829

 
       

71,242,083

 

United States - 49.8%

         

Adobe

     

68,200

a

26,366,120

 

Alphabet, Cl. C

     

23,697

a

33,861,117

 

Amphenol, Cl. A

     

277,500

 

26,795,400

 

Automatic Data Processing

     

156,300

 

22,896,387

 

Booking Holdings

     

14,410

a

23,624,042

 

Cerner

     

362,300

 

26,411,670

 

Cisco Systems

     

576,000

 

27,544,320

 

Cognizant Technology Solutions, Cl. A

     

441,200

 

23,383,600

 

Colgate-Palmolive

     

358,100

 

25,901,373

 

Edwards Lifesciences

     

120,500

a

27,078,760

 

EOG Resources

     

383,800

 

19,562,286

 

Fastenal

     

686,500

 

28,324,990

 

Illumina

     

50,500

a

18,334,025

 

Intuitive Surgical

     

45,000

a

26,101,350

 

IPG Photonics

     

92,700

a,b

14,405,580

 

Johnson & Johnson

     

186,200

 

27,697,250

 

Mastercard, Cl. A

     

124,000

 

37,310,360

 

Microsoft

     

217,300

 

39,820,225

 

NIKE, Cl. B

     

267,000

 

26,320,860

 

Oracle

     

451,700

 

24,287,909

 

Stryker

     

128,200

 

25,092,586

 

Texas Instruments

     

105,700

 

12,550,818

 

The TJX Companies

     

440,000

 

23,214,400

 

The Walt Disney Company

     

190,400

 

22,333,920

 

Waters

     

106,900

a

21,363,965

 
       

630,583,313

 

Total Common Stocks (cost $627,507,968)

     

1,226,245,624

 

8

 

               
 

Description

 

1-Day
Yield (%)

 

Shares

 

Value ($)

 

Investment Companies - 2.7%

         

Registered Investment Companies - 2.7%

         

Dreyfus Institutional Preferred Government Plus Money Market Fund
(cost $34,433,032)

 

0.21

 

34,433,032

c

34,433,032

 

Total Investments (cost $661,941,000)

 

99.6%

 

1,260,678,656

 

Cash and Receivables (Net)

 

.4%

 

4,654,770

 

Net Assets

 

100.0%

 

1,265,333,426

 

ADR—American Depository Receipt
a Non-income producing security.
b Security, or portion thereof, on loan. At May 31, 2020, the value of the fund’s securities on loan was $3,108 and the value of the collateral was $3,112, consisting of U.S. Government & Agency securities.
c Investment in affiliated issuer. The investment objective of this investment company is publicly available and can be found within the investment company’s prospectus.

 

   

Portfolio Summary (Unaudited)

Value (%)

Pharmaceuticals Biotechnology & Life Sciences

14.0

Software & Services

13.7

Technology Hardware & Equipment

9.2

Health Care Equipment & Services

8.3

Capital Goods

7.9

Household & Personal Products

6.2

Retailing

5.6

Media & Entertainment

4.4

Materials

4.1

Consumer Durables & Apparel

3.9

Commercial & Professional Services

3.6

Semiconductors & Semiconductor Equipment

3.4

Energy

2.9

Investment Companies

2.7

Insurance

2.3

Food & Staples Retailing

2.2

Food, Beverage & Tobacco

2.0

Utilities

2.0

Consumer Services

1.2

 

99.6

 Based on net assets.
See notes to financial statements.

9

 

STATEMENT OF INVESTMENTS IN AFFILIATED ISSUERS (Unaudited)

             

Investment Companies

Value
11/30/19($)

Purchases($)

Sales($)

Value
5/31/20($)

Net
Assets(%)

Dividends/
Distributions($)

Registered Investment Companies;

     

Dreyfus Institutional Preferred Government Plus Money Market Fund

39,996,991

147,900,647

(153,464,606)

34,433,032

2.7

141,499

Investment of Cash Collateral for Securities Loaned;

   

Dreyfus Institutional Preferred Government Plus Money Market Fund

-

43,792

(43,792)

-

-

-

Total

39,996,991

147,944,439

(153,508,398)

34,433,032

2.7

141,499

See notes to financial statements.

10

 

STATEMENT OF FORWARD FOREIGN CURRENCY EXCHANGE CONTRACTS May 31, 2020 (Unaudited)

           

Counterparty/ Purchased
Currency

Purchased Currency
Amounts

Currency
Sold

Sold
Currency
Amounts

Settlement Date

Unrealized Appreciation ($)

National Australia Bank

     

United States Dollar

431,115

British Pound

348,491

6/1/2020

726

Gross Unrealized Appreciation

   

726

See notes to financial statements.

11

 

STATEMENT OF ASSETS AND LIABILITIES

May 31, 2020 (Unaudited)

             

 

 

 

 

 

 

 

 

 

 

Cost

 

Value

 

Assets ($):

 

 

 

 

Investments in securities—See Statement of Investments
(including securities on loan, valued at $3,108)—Note 1(c):

 

 

 

Unaffiliated issuers

627,507,968

 

1,226,245,624

 

Affiliated issuers

 

34,433,032

 

34,433,032

 

Cash denominated in foreign currency

 

 

425,612

 

430,386

 

Receivable for shares of Common Stock subscribed

 

3,029,026

 

Tax reclaim receivable

 

1,941,161

 

Dividends and securities lending income receivable

 

918,521

 

Unrealized appreciation on forward foreign
currency exchange contracts—Note 4

 

726

 

Prepaid expenses

 

 

 

 

53,154

 

 

 

 

 

 

1,267,051,630

 

Liabilities ($):

 

 

 

 

Due to BNY Mellon Investment Adviser, Inc. and affiliates—Note 3(c)

 

931,288

 

Payable for shares of Common Stock redeemed

 

611,828

 

Directors’ fees and expenses payable

 

27,528

 

Other accrued expenses

 

 

 

 

147,560

 

 

 

 

 

 

1,718,204

 

Net Assets ($)

 

 

1,265,333,426

 

Composition of Net Assets ($):

 

 

 

 

Paid-in capital

 

 

 

 

620,521,799

 

Total distributable earnings (loss)

 

 

 

 

644,811,627

 

Net Assets ($)

 

 

1,265,333,426

 

           

Net Asset Value Per Share

Class A

Class C

Class I

Class Y

 

Net Assets ($)

33,766,216

8,838,131

898,971,416

323,757,663

 

Shares Outstanding

1,553,582

421,708

40,704,117

14,682,621

 

Net Asset Value Per Share ($)

21.73

20.96

22.09

22.05

 

 

 

 

 

 

 

See notes to financial statements.

 

 

 

 

 

12

 

STATEMENT OF OPERATIONS

Six Months Ended May 31, 2020 (Unaudited)

             

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Investment Income ($):

 

 

 

 

Income:

 

 

 

 

Cash dividends (net of $860,250 foreign taxes withheld at source):

 

Unaffiliated issuers

 

 

10,832,536

 

Affiliated issuers

 

 

141,499

 

Income from securities lending—Note 1(c)

 

 

10,840

 

Interest

 

 

6,068

 

Total Income

 

 

10,990,943

 

Expenses:

 

 

 

 

Management fee—Note 3(a)

 

 

5,539,226

 

Shareholder servicing costs—Note 3(c)

 

 

391,224

 

Directors’ fees and expenses—Note 3(d)

 

 

64,353

 

Professional fees

 

 

57,521

 

Registration fees

 

 

40,610

 

Custodian fees—Note 3(c)

 

 

39,039

 

Distribution fees—Note 3(b)

 

 

37,506

 

Loan commitment fees—Note 2

 

 

13,032

 

Prospectus and shareholders’ reports

 

 

10,658

 

Chief Compliance Officer fees—Note 3(c)

 

 

8,139

 

Interest expense—Note 2

 

 

2,878

 

Miscellaneous

 

 

24,735

 

Total Expenses

 

 

6,228,921

 

Investment Income—Net

 

 

4,762,022

 

Realized and Unrealized Gain (Loss) on Investments—Note 4 ($):

 

 

Net realized gain (loss) on investments and foreign currency transactions

41,261,514

 

Net realized gain (loss) on forward foreign currency exchange contracts

75,779

 

Net Realized Gain (Loss)

 

 

41,337,293

 

Net change in unrealized appreciation (depreciation) on investments
and foreign currency transactions

(62,813,111)

 

Net change in unrealized appreciation (depreciation) on
forward foreign currency exchange contracts

347

 

Net Change in Unrealized Appreciation (Depreciation)

 

 

(62,812,764)

 

Net Realized and Unrealized Gain (Loss) on Investments

 

 

(21,475,471)

 

Net (Decrease) in Net Assets Resulting from Operations

 

(16,713,449)

 

 

 

 

 

 

 

 

See notes to financial statements.

         

13

 

STATEMENT OF CHANGES IN NET ASSETS

                   

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Six Months Ended
May 31, 2020 (Unaudited)

 

Year Ended
November 30, 2019

 

Operations ($):

 

 

 

 

 

 

 

 

Investment income—net

 

 

4,762,022

 

 

 

9,446,577

 

Net realized gain (loss) on investments

 

41,337,293

 

 

 

60,668,873

 

Net change in unrealized appreciation
(depreciation) on investments

 

(62,812,764)

 

 

 

136,553,675

 

Net Increase (Decrease) in Net Assets
Resulting from Operations

(16,713,449)

 

 

 

206,669,125

 

Distributions ($):

 

Distributions to shareholders:

 

 

 

 

 

 

 

 

Class A

 

 

(1,732,199)

 

 

 

(1,799,691)

 

Class C

 

 

(505,995)

 

 

 

(640,910)

 

Class I

 

 

(47,741,113)

 

 

 

(51,481,375)

 

Class Y

 

 

(20,130,902)

 

 

 

(22,311,843)

 

Total Distributions

 

 

(70,110,209)

 

 

 

(76,233,819)

 

Capital Stock Transactions ($):

 

Net proceeds from shares sold:

 

 

 

 

 

 

 

 

Class A

 

 

4,177,688

 

 

 

12,438,564

 

Class C

 

 

405,421

 

 

 

1,796,550

 

Class I

 

 

123,235,022

 

 

 

215,010,563

 

Class Y

 

 

42,801,964

 

 

 

40,324,262

 

Distributions reinvested:

 

 

 

 

 

 

 

 

Class A

 

 

1,567,224

 

 

 

1,638,465

 

Class C

 

 

438,484

 

 

 

556,100

 

Class I

 

 

45,792,622

 

 

 

50,175,551

 

Class Y

 

 

11,356,963

 

 

 

12,366,588

 

Cost of shares redeemed:

 

 

 

 

 

 

 

 

Class A

 

 

(5,609,056)

 

 

 

(10,710,880)

 

Class C

 

 

(2,410,710)

 

 

 

(3,220,482)

 

Class I

 

 

(185,852,736)

 

 

 

(247,315,145)

 

Class Y

 

 

(95,354,570)

 

 

 

(49,605,893)

 

Increase (Decrease) in Net Assets
from Capital Stock Transactions

(59,451,684)

 

 

 

23,454,243

 

Total Increase (Decrease) in Net Assets

(146,275,342)

 

 

 

153,889,549

 

Net Assets ($):

 

Beginning of Period

 

 

1,411,608,768

 

 

 

1,257,719,219

 

End of Period

 

 

1,265,333,426

 

 

 

1,411,608,768

 

14

 

                   

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Six Months Ended
May 31, 2020 (Unaudited)

 

Year Ended
November 30, 2019

 

Capital Share Transactions (Shares):

 

Class Aa,b

 

 

 

 

 

 

 

 

Shares sold

 

 

190,364

 

 

 

582,005

 

Shares issued for distributions reinvested

 

 

68,980

 

 

 

88,902

 

Shares redeemed

 

 

(261,824)

 

 

 

(507,747)

 

Net Increase (Decrease) in Shares Outstanding

(2,480)

 

 

 

163,160

 

Class Ca,b

 

 

 

 

 

 

 

 

Shares sold

 

 

19,492

 

 

 

90,221

 

Shares issued for distributions reinvested

 

 

19,949

 

 

 

31,050

 

Shares redeemed

 

 

(123,574)

 

 

 

(154,777)

 

Net Increase (Decrease) in Shares Outstanding

(84,133)

 

 

 

(33,506)

 

Class Ia

 

 

 

 

 

 

 

 

Shares sold

 

 

5,831,392

 

 

 

10,006,624

 

Shares issued for distributions reinvested

 

 

1,985,803

 

 

 

2,684,620

 

Shares redeemed

 

 

(8,307,498)

 

 

 

(11,616,858)

 

Net Increase (Decrease) in Shares Outstanding

(490,303)

 

 

 

1,074,386

 

Class Ya

 

 

 

 

 

 

 

 

Shares sold

 

 

2,044,780

 

 

 

1,901,931

 

Shares issued for distributions reinvested

 

 

493,352

 

 

 

662,732

 

Shares redeemed

 

 

(4,897,630)

 

 

 

(2,290,751)

 

Net Increase (Decrease) in Shares Outstanding

(2,359,498)

 

 

 

273,912

 

 

 

 

 

 

 

 

 

 

 

aDuring the period ended May 31, 2020, 208,706 Class Y shares representing $4,442,465 were exchanged for 208,348 Class I shares and 121 Class C shares representing $2,697 were exchanged for 115 Class I shares. During the period ended November 30, 2019, 151,556 Class Y shares representing $3,285,319 were exchanged for 151,333 Class I shares and 1,359 Class A shares representing $29,117 were exchanged for 1,339 Class I shares and 82 Class C shares representing $1,754 were exchanged for 78 Class I shares.

 

bDuring the period ended May 31, 2020, 2,896 Class C shares representing $57,502 were automatically converted to 2,795 Class A shares.

 

See notes to financial statements.

               

15

 

FINANCIAL HIGHLIGHTS

The following tables describe the performance for each share class for the fiscal periods indicated. All information (except portfolio turnover rate) reflects financial results for a single fund share. Total return shows how much your investment in the fund would have increased (or decreased) during each period, assuming you had reinvested all dividends and distributions. These figures have been derived from the fund’s financial statements.

             

Six Months Ended

 
 

May 31, 2020

Year Ended November 30,

Class A Shares

(Unaudited)

2019

2018

2017

2016

2015

Per Share Data ($):

           

Net asset value, beginning of period

23.07

21.08

21.53

17.51

18.66

18.89

Investment Operations:

           

Investment income—neta

.05

.10

.11

.11

.11

.13

Net realized and unrealized
gain (loss) on investments

(.29)

3.17

1.02

4.06

.42

(.14)

Total from Investment Operations

(.24)

3.27

1.13

4.17

.53

(.01)

Distributions:

           

Dividends from
investment income—net

(.10)

(.12)

(.15)

(.09)

(.19)

(.13)

Dividends from net realized
gain on investments

(1.00)

(1.16)

(1.43)

(.06)

(1.49)

(.09)

Total Distributions

(1.10)

(1.28)

(1.58)

(.15)

(1.68)

(.22)

Net asset value, end of period

21.73

23.07

21.08

21.53

17.51

18.66

Total Return (%)b

(1.18)c

17.04

5.61

24.04

3.19

(.13)

Ratios/Supplemental Data (%):

           

Ratio of total expenses
to average net assets

1.23d

1.21

1.20

1.22

1.22

1.23

Ratio of net investment income
to average net assets

.47d

.46

.52

.60

.63

.71

Portfolio Turnover Rate

4.16c

6.62

8.15

6.50

11.79

10.82

Net Assets, end of period ($ x 1,000)

33,766

35,891

29,369

25,477

34,844

43,698

a Based on average shares outstanding.
b Exclusive of sales charge.
c  Not annualized.
d Annualized.
See notes to financial statements.

16

 

             

Six Months Ended

 
 

May 31, 2020

Year Ended November 30,

Class C Shares

(Unaudited)

2019

2018

2017

2016

2015

Per Share Data ($):

           

Net asset value, beginning of period

22.26

20.41

20.89

17.03

18.18

18.42

Investment Operations:

           

Investment (loss)—neta

(.03)

(.05)

(.05)

(.02)

(.02)

(.01)

Net realized and unrealized
gain (loss) on investments

(.27)

3.06

1.00

3.94

.40

(.14)

Total from Investment Operations

(.30)

3.01

.95

3.92

.38

(.15)

Distributions:

           

Dividends from
investment income—net

-

-

-

-

(.04)

-

Dividends from net realized
gain on investments

(1.00)

(1.16)

(1.43)

(.06)

(1.49)

(.09)

Total Distributions

(1.00)

(1.16)

(1.43)

(.06)

(1.53)

(.09)

Net asset value, end of period

20.96

22.26

20.41

20.89

17.03

18.18

Total Return (%)b

(1.55)c

16.12

4.85

23.11

2.36

(.83)

Ratios/Supplemental Data (%):

           

Ratio of total expenses
to average net assets

1.98d

1.96

1.97

1.99

1.99

1.99

Ratio of net investment
(loss) to average net assets

(.29)d

(.25)

(.22)

(.10)

(.13)

(.07)

Portfolio Turnover Rate

4.16c

6.62

8.15

6.50

11.79

10.82

Net Assets, end of period ($ x 1,000)

8,838

11,260

11,008

13,132

13,258

16,303

a Based on average shares outstanding.
b Exclusive of sales charge.
c  Not annualized.
d Annualized.
See notes to financial statements.

17

 

FINANCIAL HIGHLIGHTS (continued)

             

Six Months Ended

 
 

May 31, 2020

Year Ended November 30,

Class I Shares

(Unaudited)

2019

2018

2017

2016

2015

Per Share Data ($):

           

Net asset value, beginning of period

23.44

21.41

21.83

17.76

18.92

19.18

Investment Operations:

           

Investment income—neta

.08

.15

.17

.18

.16

.20

Net realized and unrealized
gain (loss) on investments

(.28)

3.21

1.04

4.10

.43

(.16)

Total from Investment Operations

(.20)

3.36

1.21

4.28

.59

.04

Distributions:

           

Dividends from
investment income—net

(.15)

(.17)

(.20)

(.15)

(.26)

(.21)

Dividends from net realized
gain on investments

(1.00)

(1.16)

(1.43)

(.06)

(1.49)

(.09)

Total Distributions

(1.15)

(1.33)

(1.63)

(.21)

(1.75)

(.30)

Net asset value, end of period

22.09

23.44

21.41

21.83

17.76

18.92

Total Return (%)

(1.05)b

17.32

5.89

24.40

3.50

.20

Ratios/Supplemental Data (%):

           

Ratio of total expenses
to average net assets

.96c

.97

.94

.98

.91

.91

Ratio of net investment income
to average net assets

.72c

.71

.78

.92

.93

1.05

Portfolio Turnover Rate

4.16b

6.62

8.15

6.50

11.79

10.82

Net Assets, end of period ($ x 1,000)

898,971

965,481

858,817

901,556

915,049

809,432

a     Based on average shares outstanding.
b  Not annualized.
c Annualized.
See notes to financial statements.

18

 

             

Six Months Ended

 
 

May 31, 2020

Year Ended November 30,

Class Y Shares

(Unaudited)

2019

2018

2017

2016

2015

Per Share Data ($):

           

Net asset value, beginning of period

23.41

21.38

21.81

17.74

18.90

19.16

Investment Operations:

           

Investment income—neta

.09

.17

.18

.19

.17

.19

Net realized and unrealized
gain (loss) on investments

(.28)

3.20

1.04

4.10

.42

(.15)

Total from Investment Operations

(.19)

3.37

1.22

4.29

.59

.04

Distributions:

           

Dividends from
investment income—net

(.17)

(.18)

(.22)

(.16)

(.26)

(.21)

Dividends from net realized
gain on investments

(1.00)

(1.16)

(1.43)

(.06)

(1.49)

(.09)

Total Distributions

(1.17)

(1.34)

(1.65)

(.22)

(1.75)

(.30)

Net asset value, end of period

22.05

23.41

21.38

21.81

17.74

18.90

Total Return (%)

(1.02)b

17.36

5.98

24.47

3.51

.21

Ratios/Supplemental Data (%):

           

Ratio of total expenses
to average net assets

.89c

.89

.89

.90

.89

.90

Ratio of net investment income
to average net assets

.80c

.80

.85

.99

.95

1.03

Portfolio Turnover Rate

4.16b

6.62

8.15

6.50

11.79

10.82

Net Assets, end of period ($ x 1,000)

323,758

398,977

358,526

355,729

304,547

341,823

a       Based on average shares outstanding.
b  Not annualized.
c Annualized.
See notes to financial statements.

19

 

NOTES TO FINANCIAL STATEMENTS (Unaudited)

NOTE 1—Significant Accounting Policies:

BNY Mellon Global Stock Fund (the “fund”) is a separate diversified series of BNY Mellon Strategic Funds, Inc. (the “Company”), which is registered under the Investment Company Act of 1940, as amended (the “Act”), as an open-end management investment company and operates as a series company currently offering six series, including the fund. The fund’s investment objective is to seek long-term total return. BNY Mellon Investment Adviser, Inc. (the “Adviser”), a wholly-owned subsidiary of The Bank of New York Mellon Corporation (“BNY Mellon”), serves as the fund’s investment adviser. Walter Scott & Partners Limited (the “Sub-Adviser”), a wholly-owned subsidiary of BNY Mellon and an affiliate of the Adviser, serves as the fund’s sub-investment adviser.

The Company’s Board of Directors (the “Board”) approved, effective December 31, 2019 (the “Effective Date”), the termination of the fund’s authorized Class T shares. Prior to the Effective Date, the fund did not offer such Class T shares for purchase. The authorized Class T shares were reallocated to authorized Class I and Class Y shares, increasing authorized Class I shares from 200 million to 250 million and increasing authorized Class Y shares from 100 million to 150 million.

BNY Mellon Securities Corporation (the “Distributor”), a wholly-owned subsidiary of the Adviser, is the distributor of the fund’s shares. The fund is authorized to issue 600 million shares of $.001 par value Common Stock. The fund currently has authorized four classes of shares: Class A (100 million shares authorized), Class C (100 million shares authorized), Class I (250 million shares authorized) and Class Y (150 million shares authorized). Class A shares generally are subject to a sales charge imposed at the time of purchase. Class C shares are subject to a contingent deferred sales charge (“CDSC”) imposed on Class C shares redeemed within one year of purchase. Class C shares automatically convert to Class A shares ten years after the date of purchase, without the imposition of a sales charge. Class I and Class Y shares are sold at net asset value per share generally to institutional investors. Other differences between the classes include the services offered to and the expenses borne by each class, the allocation of certain transfer agency costs and certain voting rights. Income, expenses (other than expenses attributable to a specific class), and realized and unrealized gains or losses on investments are allocated to each class of shares based on its relative net assets.

The Company accounts separately for the assets, liabilities and operations of each series. Expenses directly attributable to each series are charged to

20

 

that series’ operations; expenses which are applicable to all series are allocated among them on a pro rata basis.

The Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) is the exclusive reference of authoritative U.S. generally accepted accounting principles (“GAAP”) recognized by the FASB to be applied by nongovernmental entities. Rules and interpretive releases of the Securities and Exchange Commission (“SEC”) under authority of federal laws are also sources of authoritative GAAP for SEC registrants. The fund is an investment company and applies the accounting and reporting guidance of the FASB ASC Topic 946 Financial Services-Investment Companies. The fund’s financial statements are prepared in accordance with GAAP, which may require the use of management estimates and assumptions. Actual results could differ from those estimates.

The Company enters into contracts that contain a variety of indemnifications. The fund’s maximum exposure under these arrangements is unknown. The fund does not anticipate recognizing any loss related to these arrangements.

(a) Portfolio valuation: The fair value of a financial instrument is the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (i.e., the exit price). GAAP establishes a fair value hierarchy that prioritizes the inputs of valuation techniques used to measure fair value. This hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements).

Additionally, GAAP provides guidance on determining whether the volume and activity in a market has decreased significantly and whether such a decrease in activity results in transactions that are not orderly. GAAP requires enhanced disclosures around valuation inputs and techniques used during annual and interim periods.

Various inputs are used in determining the value of the fund’s investments relating to fair value measurements. These inputs are summarized in the three broad levels listed below:

Level 1—unadjusted quoted prices in active markets for identical investments.

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

21

 

NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

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

The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. Valuation techniques used to value the fund’s investments are as follows:

Investments in equity securities are valued at the last sales price on the securities exchange or national securities market on which such securities are primarily traded. Securities listed on the National Market System for which market quotations are available are valued at the official closing price or, if there is no official closing price that day, at the last sales price. For open short positions, asked prices are used for valuation purposes. Bid price is used when no asked price is available. Registered investment companies that are not traded on an exchange are valued at their net asset value. All of the preceding securities are generally categorized within Level 1 of the fair value hierarchy.

Securities not listed on an exchange or the national securities market, or securities for which there were no transactions, are valued at the average of the most recent bid and asked prices. These securities are generally categorized within Level 2 of the fair value hierarchy.

Fair valuing of securities may be determined with the assistance of a pricing service using calculations based on indices of domestic securities and other appropriate indicators, such as prices of relevant ADRs and futures. Utilizing these techniques may result in transfers between Level 1 and Level 2 of the fair value hierarchy.

When market quotations or official closing prices are not readily available, or are determined not to accurately reflect fair value, such as when the value of a security has been significantly affected by events after the close of the exchange or market on which the security is principally traded (for example, a foreign exchange or market), but before the fund calculates its net asset value, the fund may value these investments at fair value as determined in accordance with the procedures approved by the Board. Certain factors may be considered when fair valuing investments such as: fundamental analytical data, the nature and duration of restrictions on disposition, an evaluation of the forces that influence the market in which the securities are purchased and sold, and public trading in similar securities of the issuer or comparable issuers. These securities are either categorized within Level 2 or 3 of the fair value hierarchy depending on the relevant inputs used.

22

 

For securities where observable inputs are limited, assumptions about market activity and risk are used and such securities are generally categorized within Level 3 of the fair value hierarchy.

Investments denominated in foreign currencies are translated to U.S. dollars at the prevailing rates of exchange.

Forward foreign currency exchange contracts (“forward contracts”) are valued at the forward rate and are generally categorized within Level 2 of the fair value hierarchy.

The following is a summary of the inputs used as of May 31, 2020 in valuing the fund’s investments:

         
 

Level 1- Unadjusted Quoted Prices

Level 2 - Other Significant Observable Inputs

Level 3- Significant Unobservable Inputs

Total

Assets ($)

Investments in Securities:

Equity Securities - Common Stocks

713,541,933

512,703,691††

-

1,226,245,624

Investment Companies

34,433,032

-

-

34,433,032

Other Financial Instruments:

     

Forward Foreign Currency Exchange Contracts†††

-

726

-

726

 See Statement of Investments for additional detailed categorizations, if any.

†† Securities classified within Level 2 at period end as the values were determined pursuant to the fund’s fair valuation procedures.

†††  Amount shown represents unrealized appreciation (depreciation) at period end, but only variation margin on exchanged traded and centrally cleared derivatives, if any, are reported in the Statement of Assets and Liabilities.

(b) Foreign currency transactions: 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 the market prices of securities held. Such fluctuations are included with the net realized and unrealized gain or loss on investments.

Net realized foreign exchange gains or losses arise from sales of foreign currencies, currency gains or losses realized on securities transactions between trade and settlement date, 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 resulting from changes in exchange rates. Foreign currency gains and losses

23

 

NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

on foreign currency transactions are also included with net realized and unrealized gain or loss on investments.

Foreign Taxes: The fund may be subject to foreign taxes (a portion of which may be reclaimable) on income, stock dividends, realized and unrealized capital gains on investments or certain foreign currency transactions. Foreign taxes are recorded in accordance with the fund’s understanding of the applicable foreign tax regulations and rates that exist in the foreign jurisdictions in which the fund invests. These foreign taxes, if any, are paid by the fund and are reflected in the Statements of Operations. Foreign taxes payable or deferred as of May 31, 2020, if any, are disclosed in the fund’s Statements of Assets and Liabilities.

(c) Securities transactions and investment income: Securities transactions are recorded on a trade date basis. Realized gains and losses from securities transactions are recorded on the identified cost basis. Dividend income is recognized on the ex-dividend date and interest income, including, where applicable, accretion of discount and amortization of premium on investments, is recognized on the accrual basis.

Pursuant to a securities lending agreement with The Bank of New York Mellon, a subsidiary of BNY Mellon and an affiliate of the Adviser, the fund may lend securities to qualified institutions. It is the fund’s policy that, at origination, all loans are secured by collateral of at least 102% of the value of U.S. securities loaned and 105% of the value of foreign securities loaned. Collateral equivalent to at least 100% of the market value of securities on loan is maintained at all times. Collateral is either in the form of cash, which can be invested in certain money market mutual funds managed by the Adviser, or U.S. Government and Agency securities. The fund is entitled to receive all dividends, interest and distributions on securities loaned, in addition to income earned as a result of the lending transaction. Should a borrower fail to return the securities in a timely manner, The Bank of New York Mellon is required to replace the securities for the benefit of the fund or credit the fund with the market value of the unreturned securities and is subrogated to the fund’s rights against the borrower and the collateral. Additionally, the contractual maturity of security lending transactions are on an overnight and continuous basis. During the period ended May 31, 2020, The Bank of New York Mellon earned $2,422 from the lending of the fund’s portfolio securities, pursuant to the securities lending agreement.

(d) Affiliated issuers: Investments in other investment companies advised by the Adviser are considered “affiliated” under the Act.

24

 

(e) Risk: Investing in foreign markets may involve special risks and considerations not typically associated with investing in the U.S. These risks include revaluation of currencies, high rates of inflation, repatriation restrictions on income and capital, and adverse political, economic developments and public health conditions. Moreover, securities issued in these markets may be less liquid, subject to government ownership controls and delayed settlements, and their prices may be more volatile than those of comparable securities in the U.S. In addition, turbulence in financial markets and reduced liquidity in equity, credit and/or fixed income markets may negatively affect many issuers, which could adversely affect the fund. Global economies and financial markets are becoming increasingly interconnected, and conditions and events in one country, region or financial market may adversely impact issuers in a different country, region or financial market. These risks may be magnified if certain events or developments adversely interrupt the global supply chain; in these and other circumstances, such risks might affect companies world-wide.  Recent examples include pandemic risks related to COVID-19 and aggressive measures taken world-wide in response by governments, including closing borders, restricting international and domestic travel, and the imposition of prolonged quarantines of large populations, and by businesses, including changes to operations and reducing staff. To the extent the fund may overweight its investments in certain countries, companies, industries or market sectors, such positions will increase the fund’s exposure to risk of loss from adverse developments affecting those countries, companies, industries or sectors.

(f) Dividends and distributions to shareholders: Dividends and distributions are recorded on the ex-dividend date. Dividends from investment income-net and dividends from net realized capital gains, if any, are normally declared and paid annually, but the fund may make distributions on a more frequent basis to comply with the distribution requirements of the Internal Revenue Code of 1986, as amended (the “Code”). To the extent that net realized capital gains can be offset by capital loss carryovers, it is the policy of the fund not to distribute such gains. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from GAAP.

(g) Federal income taxes: It is the policy of the fund to continue to qualify as a regulated investment company, if such qualification is in the best interests of its shareholders, by complying with the applicable provisions of the Code, and to make distributions of taxable income and net realized capital gain sufficient to relieve it from substantially all federal income and excise taxes.

25

 

NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

As of and during the period ended May 31, 2020, the fund did not have any liabilities for any uncertain tax positions. The fund recognizes interest and penalties, if any, related to uncertain tax positions as income tax expense in the Statement of Operations. During the period ended May 31, 2020, the fund did not incur any interest or penalties.

Each tax year in the three-year period ended November 30, 2019 remains subject to examination by the Internal Revenue Service and state taxing authorities.

The tax character of distributions paid to shareholders during the fiscal year ended November 30, 2019 was as follows: ordinary income $9,841,928 and long-term capital gains $66,391,891. The tax character of current year distributions will be determined at the end of the current fiscal year.

NOTE 2—Bank Lines of Credit:

The fund participates with other long-term open-end funds managed by the Adviser in a $927 million unsecured credit facility led by Citibank, N.A. (the “Citibank Credit Facility”) and a $300 million unsecured credit facility provided by The Bank of New York Mellon (the “BNYM Credit Facility”), each to be utilized primarily for temporary or emergency purposes, including the financing of redemptions (each, a “Facility”). The Citibank Credit Facility is available in two tranches: (i) Tranche A is in an amount equal to $747 million and is available to all long-term open-ended funds, including the fund, and (ii) Tranche B is an amount equal to $180 million and is available only to BNY Mellon Floating Rate Income Fund, a series of BNY Mellon Investment Funds IV, Inc. Prior to March 11, 2020, the Citibank Credit Facility was $1.030 billion with Tranche A available in an amount equal to $830 million and Tranche B available in an amount equal to $200 million. In connection therewith, the fund has agreed to pay its pro rata portion of commitment fees for Tranche A of the Citibank Credit Facility and the BNYM Credit Facility. Interest is charged to the fund based on rates determined pursuant to the terms of the respective Facility at the time of borrowing.

The average amount of borrowings outstanding under the Facilities during the period ended May 31, 2020 was approximately $309,840 with a related weighted average annualized interest rate of 1.86%.

26

 

NOTE 3—Management Fee, Sub-Investment Advisory Fee and Other Transactions with Affiliates:

(a) Pursuant to a management agreement with the Adviser, the management fee is computed at the annual rate of .85% of the value of the fund’s average daily net assets and is payable monthly.

Pursuant to a sub-investment advisory agreement between the Adviser and the Sub-Adviser, the Adviser pays the Sub-Adviser a monthly fee at an annual rate of .41% of the value of the fund’s average daily net assets.

During the period ended May 31, 2020, the Distributor retained $1,327 from commissions earned on sales of the fund’s Class A shares and $1,049 from CDSC fees on redemptions of the fund’s Class C shares.

(b) Under the Distribution Plan adopted pursuant to Rule 12b-1 under the Act, Class C shares pay the Distributor for distributing its shares at an annual rate of .75% of the value of its average daily net assets. During the period ended May 31, 2020, Class C shares were charged $37,506 pursuant to the Distribution Plan.

(c) Under the Shareholder Services Plan, Class A and Class C shares pay the Distributor at an annual rate of .25% of the value of their average daily net assets for the provision of certain services. The services provided may include personal services relating to shareholder accounts, such as answering shareholder inquiries regarding the fund and providing reports and other information, and services related to the maintenance of shareholder accounts. The Distributor may make payments to Service Agents (securities dealers, financial institutions or other industry professionals) with respect to these services. The Distributor determines the amounts to be paid to Service Agents. During the period ended May 31, 2020, Class A and Class C shares were charged $43,118 and $12,502, respectively, pursuant to the Shareholder Services Plan.

The fund has an arrangement with the transfer agent whereby the fund may receive earnings credits when positive cash balances are maintained, which are used to offset transfer agency fees. For financial reporting purposes, the fund includes net earnings credits, if any, as an expense offset in the Statement of Operations.

The fund has an arrangement with the custodian whereby the fund will receive interest income or be charged an overdraft fees when cash balances are maintained. For financial reporting purposes, the fund includes this interest income and overdraft fees, if any, as interest income in the Statements of Operations.

27

 

NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

The fund compensates BNY Mellon Transfer, Inc., a wholly-owned subsidiary of the Adviser, under a transfer agency agreement for providing transfer agency and cash management services for the fund. The majority of transfer agency fees are comprised of amounts paid on a per account basis, while cash management fees are related to fund subscriptions and redemptions. During the period ended May 31, 2020, the fund was charged $10,316 for transfer agency services. These fees are included in Shareholder servicing costs in the Statement of Operations.

The fund compensates The Bank of New York Mellon under a custody agreement for providing custodial services for the fund. These fees are determined based on net assets, geographic region and transaction activity. During the period ended May 31, 2020, the fund was charged $39,039 pursuant to the custody agreement.

During the period ended May 31, 2020, the fund was charged $8,139 for services performed by the Chief Compliance Officer and his staff. These fees are included in Chief Compliance Officer fees in the Statement of Operations.

The components of “Due to BNY Mellon Investment Adviser, Inc. and affiliates” in the Statement of Assets and Liabilities consist of: management fees of $877,020, Distribution Plan fees of $5,474, Shareholder Services Plan fees of $8,782, custodian fees of $32,055, Chief Compliance Officer fees of $3,130 and transfer agency fees of $4,827.

(d) Each Board member also serves as a Board member of other funds in the BNY Mellon Family of Funds complex. Annual retainer fees and attendance fees are allocated to each fund based on net assets.

NOTE 4—Securities Transactions:

The aggregate amount of purchases and sales of investment securities, excluding short-term securities and forward contracts, during the period ended May 31, 2020, amounted to $52,894,919 and $174,209,206, respectively.

Derivatives: A derivative is a financial instrument whose performance is derived from the performance of another asset. The fund enters into International Swaps and Derivatives Association, Inc. Master Agreements or similar agreements (collectively, “Master Agreements”) with its over-the-counter (“OTC”) derivative contract counterparties in order to, among other things, reduce its credit risk to counterparties. Master Agreements include provisions for general obligations, representations, collateral and events of default or termination. Under a Master Agreement, the fund may offset with the counterparty certain derivative financial instruments’

28

 

payables and/or receivables with collateral held and/or posted and create one single net payment in the event of default or termination.

Each type of derivative instrument that was held by the fund during the period ended May 31, 2020 is discussed below.

Forward Foreign Currency Exchange Contracts: The fund enters into forward contracts in order to hedge its exposure to changes in foreign currency exchange rates on its foreign portfolio holdings, to settle foreign currency transactions or as a part of its investment strategy. When executing forward contracts, the fund is obligated to buy or sell a foreign currency at a specified rate on a certain date in the future. With respect to sales of forward contracts, the fund incurs a loss if the value of the contract increases between the date the forward contract is opened and the date the forward contract is closed. The fund realizes a gain if the value of the contract decreases between those dates. With respect to purchases of forward contracts, the fund incurs a loss if the value of the contract decreases between the date the forward contract is opened and the date the forward contract is closed. The fund realizes a gain if the value of the contract increases between those dates. Any realized or unrealized gains or losses which occurred during the period are reflected in the Statement of Operations. The fund is exposed to foreign currency risk as a result of changes in value of underlying financial instruments. The fund is also exposed to credit risk associated with counterparty nonperformance on these forward contracts, which is generally limited to the unrealized gain on each open contract. This risk may be mitigated by Master Agreements, if any, between the fund and the counterparty and the posting of collateral, if any, by the counterparty to the fund to cover the fund’s exposure to the counterparty. Forward contracts open at May 31, 2020 are set forth in the Statement of Forward Foreign Currency Exchange Contracts.

The provisions of ASC Topic 210 “Disclosures about Offsetting Assets and Liabilities” require disclosure on the offsetting of financial assets and liabilities. These disclosures are required for certain investments, including derivative financial instruments subject to Master Agreements which are eligible for offsetting in the Statement of Assets and Liabilities and require the fund to disclose both gross and net information with respect to such investments. For financial reporting purposes, the fund does not offset derivative assets and derivative liabilities that are subject to Master Agreements in the Statement of Assets and Liabilities.

29

 

NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

At May 31, 2020, derivative assets and liabilities (by type) on a gross basis are as follows:

           

Derivative Financial Instruments:

 

Assets ($)

 

Liabilities ($)

 

Forward contracts

 

726

 

-

 

Total gross amount of derivative

 

 

 

 

 

assets and liabilities in the

 

 

 

 

 

Statement of Assets and Liabilities

 

726

 

-

 

Derivatives not subject to

 

 

 

 

 

Master Agreements

 

-

 

-

 

Total gross amount of assets

 

 

 

 

 

and liabilities subject to

 

 

 

 

 

Master Agreements

 

726

 

-

 

The following table presents derivative assets net of amounts available for offsetting under Master Agreements and net of related collateral received or pledged, if any, as of May 31, 2020:

             

 

 

 

Financial

 

 

 

 

 

 

Instruments

 

 

 

 

 

 

and Derivatives

 

 

 

 

Gross Amount of

 

Available

Collateral

 

Net Amount of

Counterparty

Assets ($)

1

for Offset ($)

Received ($)

 

Assets ($)

National
Australia Bank

726

 

-

-

 

726

Total

726

 

-

-

 

726

 

 

 

 

 

 

 

 

 

 

 

 

 

 

1 Absent a default event or early termination, OTC derivative assets and liabilities are presented at gross amounts and are not offset in the Statement of Assets and Liabilities.

The following summarizes the average market value of derivatives outstanding during the period ended May 31, 2020:

     

 

 

Average Market Value ($)

Forward contracts

 

231,801

 

 

 

At May 31, 2020, accumulated net unrealized appreciation on investments inclusive of derivatives contracts was $598,738,382, consisting of $616,998,384 gross unrealized appreciation and $18,260,002 gross unrealized depreciation.

At May 31, 2020, the cost of investments inclusive of derivatives contracts for federal income tax purposes was substantially the same as the cost for financial reporting purposes (see the Statement of Investments).

30

 

LIQUIDITY RISK MANAGEMENT PROGRAM (Unaudited)

Effective June 1, 2019, the fund adopted a liquidity risk management program (the “Liquidity Risk Management Program”) pursuant to the requirements of Rule 22e-4 under the Investment Company Act of 1940, as amended. Rule 22e-4 requires registered open-end funds, including mutual funds and exchange-traded funds but not money market funds, to establish liquidity risk management programs in order to effectively manage fund liquidity and shareholder redemptions. The rule is designed to mitigate the risk that a fund could not meet redemption requests without significantly diluting the interests of remaining investors.

The rule requires the funds to assess, manage and review their liquidity risk at least annually considering applicable factors such as investment strategy and liquidity during normal and foreseeable stressed conditions, including whether the strategy is appropriate for an open-end fund and whether the fund has a relatively concentrated portfolio or large positions in particular issuers. The fund must also assess its use of borrowings and derivatives, short-term and long-term cash flow projections in normal and stressed conditions, holdings of cash and cash equivalents, and borrowing arrangements and other funding sources.

The rule also requires the fund to classify its investments as highly liquid, moderately liquid, less liquid or illiquid based on the number of days the fund expects it would take to liquidate the investment, and to review these classifications at least monthly or more often under certain conditions. The periods range from three or fewer business days for a highly liquid investment to greater than seven calendar days for settlement of a less liquid investment. Illiquid investments are those a fund does not expect to be able to sell or dispose of within seven calendar days without significantly changing the market value. The fund is prohibited from acquiring an investment if, after the acquisition, its holdings of illiquid assets will exceed 15% of its net assets. In addition, if a fund permits redemptions in-kind, the rule requires the fund to establish redemption in-kind policies and procedures governing how and when it will engage in such redemptions.

Pursuant to the rule’s requirements, the Liquidity Risk Management Program has been reviewed and approved by the fund’s board. Furthermore, the board has received a written report prepared by the Program’s Administrator that addresses the operation of the Program, assesses its adequacy and effectiveness and describes any material changes made to the Program.

Assessment of Program

In the opinion of the Program Administrator, the Program approved by the fund board continues to be adequate for the fund and the Program has been implemented effectively. The Program Administrator has monitored the fund’s liquidity risk and the liquidity classification of the securities held by the fund and has determined that the Program is operating effectively.

During the period from June 1, 2019 to March 31, 2020, there were no material changes to the Program and no material liquidity events that impacted the fund. During the period, the fund held sufficient highly liquid assets to meet fund redemptions.

31

 

LIQUIDITY RISK MANAGEMENT PROGRAM (Unaudited) (continued)

Under normal expected foreseeable fund redemption forecasts and foreseeable stressed fund redemption forecasts, the Program Administrator believes that the fund maintains sufficient highly liquid assets to meet expected fund redemptions.

32

 

NOTES

33

 

For More Information

BNY Mellon Global Stock Fund
240 Greenwich Street
New York, NY 10286

Adviser

BNY Mellon Investment Adviser, Inc.
240 Greenwich Street
New York, NY 10286

Sub-Adviser

Walter Scott & Partners Limited
(Walter Scott)
One Charlotte Square
Edinburgh, Scotland, UK

Custodian

The Bank of New York Mellon
240 Greenwich Street
New York, NY 10286

Transfer Agent &
Dividend Disbursing Agent

BNY Mellon Transfer, Inc.
240 Greenwich Street
New York, NY 10286

Distributor

BNY Mellon Securities Corporation
240 Greenwich Street
New York, NY 10286

   

Ticker Symbols:     Class A: DGLAX Class C: DGLCX Class I: DGLRX Class Y: DGLYX

Telephone Call your financial representative or 1-800-373-9387

Mail The BNY Mellon Family of Funds, 144 Glenn Curtiss Boulevard, Uniondale, NY 11556-0144

E-mail Send your request to info@bnymellon.com

Internet Information can be viewed online or downloaded at www.bnymellonim.com/us

The fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission (“SEC”) for the first and third quarters of each fiscal year on Form N-PORT. The fund’s Forms N-PORT are available on the SEC’s website at www.sec.gov.

A description of the policies and procedures that the fund uses to determine how to vote proxies relating to portfolio securities and information regarding how the fund voted these proxies for the most recent 12-month period ended June 30 is available at www.bnymellonim.com/us and on the SEC’s website at www.sec.gov and without charge, upon request, by calling 1-800-373-9387.

   

© 2020 BNY Mellon Securities Corporation
6159SA0520

 


 

BNY Mellon International Stock Fund

 

SEMIANNUAL REPORT

May 31, 2020

 

 

 

Save time. Save paper. View your next shareholder report online as soon as it’s available. Log into www.bnymellonim.com/us and sign up for eCommunications. It’s simple and only takes a few minutes.

 

The views expressed in this report reflect those of the portfolio manager(s) only through the end of the period covered and do not necessarily represent the views of BNY Mellon Investment Adviser, Inc. or any other person in the BNY Mellon Investment Adviser, Inc. organization. Any such views are subject to change at any time based upon market or other conditions and BNY Mellon Investment Adviser, Inc. disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a fund in the BNY Mellon Family of Funds are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any fund in the BNY Mellon Family of Funds.

 

Not FDIC-Insured • Not Bank-Guaranteed • May Lose Value

 

Contents

T H E F U N D

   

                                    A Letter from the President of

 

BNY Mellon Investment Adviser, Inc.

2

Discussion of Fund Performance

3

Understanding Your Fund’s Expenses

6

                                    Comparing Your Fund’s Expenses

 

With Those of Other Funds

6

Statement of Investments

7

                                     Statement of Investments

 

in Affiliated Issuers

10

                                    Statement of Forward Foreign

 

Currency Exchange Contracts

11

Statement of Assets and Liabilities

12

Statement of Operations

13

Statement of Changes in Net Assets

14

Financial Highlights

16

Notes to Financial Statements

20

Liquidity Risk Management Program

32

F O R  M O R E  I N F O R M AT I O N

 

Back Cover

 

       
 


BNY Mellon International Stock Fund

 

The Fund

A LETTER FROM THE PRESIDENT OF BNY MELLON INVESTMENT ADVISER, INC.

Dear Shareholder:

We are pleased to present this semiannual report for BNY Mellon International Stock Fund, covering the six-month period from December 1, 2019 through May 31, 2020. For information about how the fund performed during the reporting period, as well as general market perspectives, we provide a Discussion of Fund Performance on the pages that follow.

Stock markets performed well over the last month of 2019. Accommodative policies from the U.S. Federal Reserve (the “Fed”), paired with healthy U.S. consumer spending, helped support valuations. Markets were further supported by a December announcement that the first phase of a trade deal with China was in process. U.S. equity markets reached new highs during the final month of 2019. However, the euphoria was short-lived, as concerns over the spread of COVID-19 roiled markets during the first several months of 2020. As the virus spread across the globe, concerns about the economic effects of a widespread quarantine worked to depress equity valuations. Stocks posted historic losses in March 2020, but regained ground in April and May.

In fixed-income markets, interest rates were heavily influenced by changes in Fed policy and investor concern over COVID-19. As stocks rallied in December 2019, Treasury bond prices declined, and rates across much of the yield curve rose until early in 2020, when the threat posed by COVID-19 began to emerge. A flight-to-quality ensued, and rates fell significantly. March 2020 brought high volatility and risk-asset spread widening. The Fed cut rates twice in March, resulting in an overnight lending target rate of nearly zero, and the government launched a large stimulus package. In April and May 2020, risk-asset prices recovered some of their prior losses, as investors turned their attention toward a possible economic recovery. Investment-grade bonds generally posted positive returns for the period.

We believe the near-term outlook for the U.S. will be challenging, as the country curbs the spread of COVID-19 and determines a path forward for recovery. However, we are confident that once the economic effects of the virus have been mitigated, the economy will rebound. As always, we will monitor relevant data for signs of change. We encourage you to discuss the risks and opportunities in today’s investment environment with your financial advisor.

Thank you for your continued confidence and support.

Sincerely,

Renee LaRoche-Morris
President
BNY Mellon Investment Adviser, Inc.

June 15, 2020

2

 

DISCUSSION OF FUND PERFORMANCE (Unaudited)

For the period from December 1, 2019 through May 31, 2020, as provided by Charlie Macquaker, Roy Leckie and Jane Henderson, the three members of the Investment Executive at Walter Scott & Partners Limited (WS), Sub-Investment Adviser

Market and Fund Performance Overview

For the six-month period ended May 31, 2020, the BNY Mellon International Stock Fund’s Class A shares achieved a total return of 0.59%, Class C shares returned 0.24%, Class I shares returned 0.77% and Class Y shares returned 0.80%.1 In comparison, the fund’s benchmark index, the MSCI EAFE Index (the “Index”), achieved a return of -11.48% for the same period.2

International equities lost ground during the period amid pockets of volatility brought on by the COVID-19 pandemic. The fund outperformed the Index, largely due to effective stock selection within the industrials and materials sectors.

The Fund’s Investment Approach

The fund seeks long-term total returns. To pursue its goal, the fund normally invests at least 80% of its net assets, plus any borrowings for investment purposes, in stocks. The fund normally invests primarily in foreign companies located in developed markets. The fund ordinarily invests in at least three countries and is not geographically limited in its investment selection but, at times, may invest a substantial portion of its assets in a single country. The fund may invest in the securities of companies of any market capitalization. Walter Scott seeks investment opportunities in companies with fundamental strengths that indicate the potential for sustainable growth. Walter Scott focuses on individual stock selection, building the fund’s portfolio from the bottom up through extensive fundamental research. The investment process begins with the screening of reported company financials. Companies that meet certain broad, absolute and trend criteria are candidates for more detailed financial analysis. The fund’s Investment Team collectively reviews and selects those stocks that meet Walter Scott’s criteria, and where the expected growth rate is combined with a reasonable valuation for the underlying equity. Geographic and sector allocations are results of, not part of, the investment process, because the Investment Team’s sole focus is on the analysis of and investment in individual companies.

Geopolitics, Disease and Central Banks Influence Markets

Equity markets were affected by an array of geopolitical developments in late 2019, ranging from civil protests in Hong Kong to an impeachment inquiry against the U.S. president and the Brexit saga in the U.K. After alternating signs of progress and deterioration in the U.S./China trade dispute, the year concluded with President Trump indicating that he would sign the first phase of a deal. Investor optimism helped fuel a rally that pushed U.S. equity indices to new record highs in December 2019.

Volatility reentered equity markets in January, due to concerns over the spread of COVID-19 and the resulting economic implications. Although some indices hit new record highs in early February 2020, investor sentiment shifted later in the month, due to increasing virus cases in the U.S. A sell-off began that accelerated through late March 2020, eliminating gains for many areas of the capital markets, and sending some equity indices into bear market

3

 

DISCUSSION OF FUND PERFORMANCE (Unaudited) (continued)

territory. Asset valuations came under additional pressure from the Russia/Saudi Arabia oil conflict, which caused the price of oil to fall precipitously. The U.S. Federal Reserve (the “Fed”) cut rates twice in March 2020, in an effort to support the economy. The European Central Bank as well as other global central banks and governments began forms of monetary and fiscal stimulus to support their respective economies. Markets stabilized, and many indices gained ground in April and May.

Stock Selection Buoyed Fund Results

The fund’s positive results compared to the Index stemmed from the success of our security selection. Stock picks within the industrials and materials sectors were beneficial, as was an underweight to financials. Companies within Europe ex-U.K. and Japan were particularly additive. In industrials, Japan-based industrial automation company SMC was among the top contributors to relative results. Within materials, Denmark-based Chr. Hansen Holdings was also a leading contributor. The bacterial culture and enzyme company saw steady demand for its products throughout the period, leading to a strong stock price. Switzerland-based flavor and fragrance company Givaudan also benefited from high demand and contributed significantly to relative results. Elsewhere in the markets, Denmark-based health care company Coloplast, which produces incontinence products, also bolstered returns.

Conversely, positioning within the utilities, communication services and consumer discretionary sectors detracted from relative returns. The top individual detractors included consumer discretionary companies Compass Group and adidas. United Kingdom-based foodservice company Compass Group suffered from decreased client demand for its services due to the COVID-19 pandemic. The company provides cafeteria services for organizations such as universities and government offices, as well as large events. Disease-related office closures and event cancellations led to a decrease in revenue. Clothing and shoe manufacturer adidas saw demand for its products drop during the period. Within the energy sector, China-based CNOOC was a top detractor, as was France-based Total. Hong-Kong insurer AIA Group was also among the leading negative contributors, as the demand pipeline for its products was constrained during the period due to COVID-19 and protests in Hong Kong. Both of these events worked to stem the flow of potential customers from China during the period. A recently passed securities law by China also affected the stock price.

Maintaining a Company-by-Company Approach

Although we do not manage the fund’s investments in response to macroeconomic trends, it is worth noting that while central banks are providing support, it appears as though the economic effects of COVID-19 may be widespread and significant. We expect the economy to slowly strengthen as people adjust to the new normal. We continue to seek companies with strong balance sheets and attractive fundamentals, which we believe will maintain a competitive advantage given the changes to the economy and society that have occurred due to COVID-19.

In that context, our focus remains very much unchanged. We must continue to identify and invest in market-leading, financially robust companies with the strategic strengths and vision to generate meaningful returns over the long term. Our distinctly long-term lens allows us to focus on the underlying strengths and opportunities of a business. Not only does that approach mean we waste very little time trying to second-guess short-term market moves,

4

 

but it ensures we are invested in companies that have the attributes we believe are needed to succeed, regardless of the external environment in which they operate. We will continue to look for opportunities to benefit investors, capturing gains when the market rallies, and adding to fundamentally strong companies when the market pulls back.

June 15, 2020

1 Total return includes reinvestment of dividends and any capital gains paid and does not take into consideration the maximum initial sales charge in the case of Class A shares, or the applicable contingent deferred sales charge imposed on redemptions in the case of Class C shares. Had these charges been reflected, returns would have been lower. Past performance is no guarantee of future results. Share price and investment return fluctuate such that upon redemption, fund shares may be worth more or less than their original cost.

2 Source: Lipper Inc. — The MSCI EAFE Index (Europe, Australasia, Far East) is a free float-adjusted, market capitalization-weighted index that is designed to measure the equity market performance of developed markets, excluding the U.S. and Canada. It reflects reinvestment of net dividends and, where applicable, capital gain distributions. Investors cannot invest directly in any index.

Equities are subject generally to market, market sector, market liquidity, issuer and investment style risks, among other factors, to varying degrees, all of which are more fully described in the fund’s prospectus.

Investing internationally involves special risks, including changes in currency exchange rates, political, economic, and social instability, a lack of comprehensive company information, differing auditing and legal standards, and less market liquidity.

The fund may, but is not required to, use derivative instruments. A small investment in derivatives could have a potentially large impact on the fund’s performance. The use of derivatives involves risks different from, or possibly greater than, the risks associated with investing directly in the underlying assets.

Recent market risks include pandemic risks related to COVID-19. The effects of COVID-19 have contributed to increased volatility in global markets and will likely affect certain countries, companies, industries and market sectors more dramatically than others. To the extent the fund may overweight its investments in certain countries, companies, industries or market sectors, such positions will increase the fund's exposure to risk of loss from adverse developments affecting those countries, companies, industries or sectors.

5

 

UNDERSTANDING YOUR FUND’S EXPENSES (Unaudited)

As a mutual fund investor, you pay ongoing expenses, such as management fees and other expenses. Using the information below, you can estimate how these expenses affect your investment and compare them with the expenses of other funds. You also may pay one-time transaction expenses, including sales charges (loads) and redemption fees, which are not shown in this section and would have resulted in higher total expenses. For more information, see your fund’s prospectus or talk to your financial adviser.

Review your fund’s expenses

The table below shows the expenses you would have paid on a $1,000 investment in BNY Mellon International Stock Fund from December 1, 2019 to May 31, 2020. It also shows how much a $1,000 investment would be worth at the close of the period, assuming actual returns and expenses.

             

Expenses and Value of a $1,000 Investment

 

Assume actual returns for the six months ended May 31, 2020

 

 

 

 

 

 

 

 

 

 

Class A

Class C

Class I

Class Y

 

Expense paid per $1,000

$6.47

$9.91

$4.57

$4.47

 

Ending value (after expenses)

$1,005.90

$1,002.40

$1,007.70

$1,008.00

 

COMPARING YOUR FUND’S EXPENSES
WITH THOSE OF OTHER FUNDS
(Unaudited)

Using the SEC’s method to compare expenses

The Securities and Exchange Commission (“SEC”) has established guidelines to help investors assess fund expenses. Per these guidelines, the table below shows your fund’s expenses based on a $1,000 investment, assuming a hypothetical 5% annualized return. You can use this information to compare the ongoing expenses (but not transaction expenses or total cost) of investing in the fund with those of other funds. All mutual fund shareholder reports will provide this information to help you make this comparison. Please note that you cannot use this information to estimate your actual ending account balance and expenses paid during the period.

             

Expenses and Value of a $1,000 Investment

 

Assuming a hypothetical 5% annualized return for the six months ended May 31, 2020

 

 

 

 

 

 

 

 

 

 

Class A

Class C

Class I

Class Y

 

Expense paid per $1,000

$6.51

$9.97

$4.60

$4.50

 

Ending value (after expenses)

$1,018.55

$1,015.10

$1,020.45

$1,020.55

 

Expenses are equal to the fund’s annualized expense ratio of 1.29% for Class A, 1.98% for Class C, .91% for Class I and .89% for Class Y, multiplied by the average account value over the period, multiplied by 183/366 (to reflect the one-half year period).

6

 

STATEMENT OF INVESTMENTS

May 31, 2020 (Unaudited)

               
 

Description

     

Shares

 

Value ($)

 

Common Stocks - 96.6%

         

Australia - 3.0%

         

Cochlear

     

431,100

 

55,514,332

 

CSL

     

506,000

 

92,309,662

 
       

147,823,994

 

Canada - 2.1%

         

Alimentation Couche-Tard, Cl. B

     

3,259,400

 

102,030,098

 

China - 1.5%

         

CNOOC

     

64,174,000

 

72,581,819

 

Denmark - 9.5%

         

Chr. Hansen Holding

     

1,076,700

a

104,450,009

 

Coloplast, Cl. B

     

751,600

 

126,077,692

 

Novo Nordisk, Cl. B

     

1,920,600

 

125,217,170

 

Novozymes, Cl. B

     

2,005,512

 

109,881,800

 
       

465,626,671

 

Finland - 2.1%

         

Kone, Cl. B

     

1,564,500

 

105,023,125

 

France - 10.2%

         

Air Liquide

     

791,200

 

107,669,444

 

Dassault Systemes

     

605,200

 

102,737,867

 

L'Oreal

     

374,200

 

109,262,416

 

LVMH Moet Hennessy Louis Vuitton

     

256,400

 

107,370,094

 

Total

     

1,995,000

 

75,009,016

 
       

502,048,837

 

Germany - 4.5%

         

adidas

     

408,200

 

107,043,297

 

SAP

     

902,200

 

112,332,951

 
       

219,376,248

 

Hong Kong - 6.6%

         

AIA Group

     

13,613,400

 

110,987,107

 

CLP Holdings

     

8,764,500

 

86,016,486

 

Hang Lung Properties

     

34,830,000

 

73,456,288

 

Hong Kong & China Gas

     

32,140,153

 

54,365,741

 
       

324,825,622

 

Ireland - 2.4%

         

Experian

     

3,416,000

 

119,266,138

 

Japan - 25.7%

         

Daikin Industries

     

795,100

 

117,072,531

 

Daito Trust Construction

     

771,200

 

81,536,299

 

FANUC

     

598,000

 

106,778,608

 

Kao

     

1,221,000

 

98,018,787

 

Keyence

     

427,280

 

175,965,721

 

Makita

     

2,050,900

 

69,561,750

 

7

 

STATEMENT OF INVESTMENTS (Unaudited) (continued)

               
 

Description

     

Shares

 

Value ($)

 

Common Stocks - 96.6% (continued)

         

Japan - 25.7% (continued)

         

MISUMI Group

     

1,837,800

 

48,858,169

 

Murata Manufacturing

     

1,667,500

 

93,204,016

 

Shimano

     

530,700

 

97,590,597

 

Shin-Etsu Chemical

     

1,011,600

 

118,702,646

 

SMC

     

314,100

 

158,114,394

 

Sysmex

     

1,242,200

 

99,315,392

 
       

1,264,718,910

 

Netherlands - 2.2%

         

ASML Holding

     

331,990

 

108,677,584

 

Portugal - 1.3%

         

Galp Energia

     

5,498,300

 

65,699,024

 

Spain - 1.7%

         

Industria de Diseno Textil

     

3,054,100

a

85,373,344

 

Switzerland - 12.7%

         

Givaudan

     

30,300

 

109,026,588

 

Kuehne + Nagel International

     

667,600

 

96,493,131

 

Nestle

     

879,000

 

95,168,761

 

Novartis

     

1,310,000

 

113,563,382

 

Roche Holding

     

353,450

 

122,690,949

 

SGS

     

36,100

 

85,032,522

 
       

621,975,333

 

Taiwan - 2.5%

         

Taiwan Semiconductor Manufacturing, ADR

     

2,400,400

 

120,812,132

 

United Kingdom - 8.6%

         

Compass Group

     

3,574,000

 

52,536,550

 

Diageo

     

2,915,000

 

100,804,377

 

Intertek Group

     

978,600

 

66,847,359

 

Reckitt Benckiser Group

     

1,184,100

 

105,919,398

 

Smith & Nephew

     

4,728,000

 

96,298,500

 
       

422,406,184

 

Total Common Stocks (cost $3,282,819,707)

     

4,748,265,063

 

8

 

               
 

Description

 

1-Day
Yield (%)

 

Shares

 

Value ($)

 

Investment Companies - 4.1%

         

Registered Investment Companies - 4.1%

         

Dreyfus Institutional Preferred Government Plus Money Market Fund
(cost $200,324,235)

 

0.21

 

200,324,235

b

200,324,235

 

Total Investments (cost $3,483,143,942)

 

100.7%

 

4,948,589,298

 

Liabilities, Less Cash and Receivables

 

(.7%)

 

(36,584,277)

 

Net Assets

 

100.0%

 

4,912,005,021

 

ADR—American Depository Receipt
a Non-income producing security.
b Investment in affiliated issuer. The investment objective of this investment company is publicly available and can be found within the investment company’s prospectus.

 

   

Portfolio Summary (Unaudited)

Value (%)

Capital Goods

12.3

Materials

11.2

Pharmaceuticals Biotechnology & Life Sciences

9.2

Health Care Equipment & Services

7.7

Household & Personal Products

6.4

Consumer Durables & Apparel

6.3

Commercial & Professional Services

5.5

Technology Hardware & Equipment

5.5

Semiconductors & Semiconductor Equipment

4.7

Software & Services

4.4

Energy

4.3

Investment Companies

4.1

Food, Beverage & Tobacco

4.0

Real Estate

3.1

Utilities

2.8

Insurance

2.3

Food & Staples Retailing

2.1

Transportation

2.0

Retailing

1.7

Consumer Services

1.1

 

100.7

 Based on net assets.
See notes to financial statements.

9

 

STATEMENT OF INVESTMENTS IN AFFILIATED ISSUERS (Unaudited)

             

Investment Companies

Value
11/30/19 ($)

Purchases ($)

Sales ($)

Value
5/31/20 ($)

Net
Assets (%)

Dividends/
Distributions ($)

Registered Investment Companies;

Dreyfus Institutional Preferred Government Plus Money Market Fund

76,224,829

645,936,773

(521,837,367)

200,324,235

4.1

546,784

Investment of Cash Collateral for Securities Loaned;

Dreyfus Institutional Preferred Government Plus Money Market Fund

649,705

14,384,383

(15,034,088)

-

-

-

Total

76,874,534

660,321,156

(536,871,455)

200,324,235

4.1

546,784

See notes to financial statements.

10

 

STATEMENT OF FORWARD FOREIGN CURRENCY EXCHANGE CONTRACTS May 31, 2020 (Unaudited)

           

Counterparty/ Purchased
Currency

Purchased Currency
Amounts

Currency
Sold

Sold
Currency
Amounts

Settlement Date

Unrealized Appreciation (Depreciation)($)

National Australia Bank

     

Japanese Yen

1,962,035,903

United States Dollar

18,209,150

6/1/2020

(15,527)

Hong Kong Dollar

71,054,755

United States Dollar

9,164,571

6/1/2020

1,661

Euro

1,692,332

United States Dollar

1,885,564

6/1/2020

(6,883)

Japanese Yen

340,066,371

United States Dollar

3,173,149

6/2/2020

(19,742)

British Pound

2,782,096

United States Dollar

3,436,447

6/1/2020

(534)

United States Dollar

1,488,279

British Pound

1,203,046

6/1/2020

2,506

Hong Kong Dollar

79,127,106

United States Dollar

10,205,340

6/2/2020

2,114

Gross Unrealized Appreciation

   

6,281

Gross Unrealized Depreciation

   

(42,686)

See notes to financial statements.

11

 

STATEMENT OF ASSETS AND LIABILITIES

May 31, 2020 (Unaudited)

             

 

 

 

 

 

 

 

 

 

 

Cost

 

Value

 

Assets ($):

 

 

 

 

Investments in securities—See Statement of Investments

 

 

 

Unaffiliated issuers

3,282,819,707

 

4,748,265,063

 

Affiliated issuers

 

200,324,235

 

200,324,235

 

Cash denominated in foreign currency

 

 

60,806,571

 

60,858,879

 

Receivable for shares of Common Stock subscribed

 

11,086,086

 

Tax reclaim receivable

 

10,849,488

 

Dividends and securities lending income receivable

 

7,177,936

 

Unrealized appreciation on forward foreign
currency exchange contracts—Note 4

 

6,281

 

Prepaid expenses

 

 

 

 

90,075

 

 

 

 

 

 

5,038,658,043

 

Liabilities ($):

 

 

 

 

Due to BNY Mellon Investment Adviser, Inc. and affiliates—Note 3(c)

 

3,525,608

 

Payable for investment securities purchased

 

120,327,902

 

Payable for shares of Common Stock redeemed

 

2,529,422

 

Directors’ fees and expenses payable

 

73,836

 

Unrealized depreciation on forward foreign
currency exchange contracts—Note 4

 

42,686

 

Other accrued expenses

 

 

 

 

153,568

 

 

 

 

 

 

126,653,022

 

Net Assets ($)

 

 

4,912,005,021

 

Composition of Net Assets ($):

 

 

 

 

Paid-in capital

 

 

 

 

3,354,516,489

 

Total distributable earnings (loss)

 

 

 

 

1,557,488,532

 

Net Assets ($)

 

 

4,912,005,021

 

           

Net Asset Value Per Share

Class A

Class C

Class I

Class Y

 

Net Assets ($)

46,870,292

13,672,356

2,579,405,806

2,272,056,567

 

Shares Outstanding

2,295,190

680,123

125,591,241

111,943,640

 

Net Asset Value Per Share ($)

20.42

20.10

20.54

20.30

 

 

 

 

 

 

 

See notes to financial statements.

 

 

 

 

 

12

 

STATEMENT OF OPERATIONS

Six Months Ended May 31, 2020 (Unaudited)

             

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Investment Income ($):

 

 

 

 

Income:

 

 

 

 

Cash dividends (net of $6,538,041 foreign taxes withheld at source):

 

Unaffiliated issuers

 

 

45,394,717

 

Affiliated issuers

 

 

546,784

 

Interest

 

 

7,927

 

Income from securities lending—Note 1(c)

 

 

3,247

 

Total Income

 

 

45,952,675

 

Expenses:

 

 

 

 

Management fee—Note 3(a)

 

 

18,854,784

 

Shareholder servicing costs—Note 3(c)

 

 

343,710

 

Custodian fees—Note 3(c)

 

 

280,224

 

Directors’ fees and expenses—Note 3(d)

 

 

223,931

 

Professional fees

 

 

79,621

 

Registration fees

 

 

54,332

 

Distribution fees—Note 3(b)

 

 

49,250

 

Loan commitment fees—Note 2

 

 

44,191

 

Prospectus and shareholders’ reports

 

 

26,936

 

Chief Compliance Officer fees—Note 3(c)

 

 

8,139

 

Miscellaneous

 

 

70,539

 

Total Expenses

 

 

20,035,657

 

Investment Income—Net

 

 

25,917,018

 

Realized and Unrealized Gain (Loss) on Investments—Note 4 ($):

 

 

Net realized gain (loss) on investments and foreign currency transactions

68,678,603

 

Net realized gain (loss) on forward foreign currency exchange contracts

(504,034)

 

Net Realized Gain (Loss)

 

 

68,174,569

 

Net change in unrealized appreciation (depreciation) on investments
and foreign currency transactions

(53,328,728)

 

Net change in unrealized appreciation (depreciation) on
forward foreign currency exchange contracts

(39,480)

 

Net Change in Unrealized Appreciation (Depreciation)

 

 

(53,368,208)

 

Net Realized and Unrealized Gain (Loss) on Investments

 

 

14,806,361

 

Net Increase in Net Assets Resulting from Operations

 

40,723,379

 

 

 

 

 

 

 

 

See notes to financial statements.

         

13

 

STATEMENT OF CHANGES IN NET ASSETS

                   

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Six Months Ended
May 31, 2020 (Unaudited)

 

Year Ended
November 30, 2019

 

Operations ($):

 

 

 

 

 

 

 

 

Investment income—net

 

 

25,917,018

 

 

 

46,422,068

 

Net realized gain (loss) on investments

 

68,174,569

 

 

 

67,738,658

 

Net change in unrealized appreciation
(depreciation) on investments

 

(53,368,208)

 

 

 

586,955,455

 

Net Increase (Decrease) in Net Assets
Resulting from Operations

40,723,379

 

 

 

701,116,181

 

Distributions ($):

 

Distributions to shareholders:

 

 

 

 

 

 

 

 

Class A

 

 

(843,502)

 

 

 

(334,699)

 

Class C

 

 

(225,034)

 

 

 

(63,825)

 

Class I

 

 

(54,554,429)

 

 

 

(31,525,541)

 

Class Y

 

 

(59,572,962)

 

 

 

(29,551,364)

 

Total Distributions

 

 

(115,195,927)

 

 

 

(61,475,429)

 

Capital Stock Transactions ($):

 

Net proceeds from shares sold:

 

 

 

 

 

 

 

 

Class A

 

 

21,935,793

 

 

 

18,146,113

 

Class C

 

 

3,095,174

 

 

 

3,259,426

 

Class I

 

 

677,797,697

 

 

 

410,946,141

 

Class Y

 

 

336,934,152

 

 

 

400,508,522

 

Distributions reinvested:

 

 

 

 

 

 

 

 

Class A

 

 

744,155

 

 

 

290,947

 

Class C

 

 

194,398

 

 

 

54,300

 

Class I

 

 

49,284,094

 

 

 

28,726,988

 

Class Y

 

 

31,570,827

 

 

 

13,683,020

 

Cost of shares redeemed:

 

 

 

 

 

 

 

 

Class A

 

 

(12,786,740)

 

 

 

(12,319,454)

 

Class C

 

 

(1,376,887)

 

 

 

(5,313,447)

 

Class I

 

 

(309,647,880)

 

 

 

(522,451,493)

 

Class Y

 

 

(337,044,758)

 

 

 

(242,070,508)

 

Increase (Decrease) in Net Assets
from Capital Stock Transactions

460,700,025

 

 

 

93,460,555

 

Total Increase (Decrease) in Net Assets

386,227,477

 

 

 

733,101,307

 

Net Assets ($):

 

Beginning of Period

 

 

4,525,777,544

 

 

 

3,792,676,237

 

End of Period

 

 

4,912,005,021

 

 

 

4,525,777,544

 

14

 

                   

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Six Months Ended
May 31, 2020 (Unaudited)

 

Year Ended
November 30, 2019

 

Capital Share Transactions (Shares):

 

Class Aa,b

 

 

 

 

 

 

 

 

Shares sold

 

 

1,113,622

 

 

 

954,147

 

Shares issued for distributions reinvested

 

 

35,318

 

 

 

17,206

 

Shares redeemed

 

 

(637,800)

 

 

 

(641,743)

 

Net Increase (Decrease) in Shares Outstanding

511,140

 

 

 

329,610

 

Class Cb

 

 

 

 

 

 

 

 

Shares sold

 

 

153,646

 

 

 

172,340

 

Shares issued for distributions reinvested

 

 

9,347

 

 

 

3,248

 

Shares redeemed

 

 

(71,662)

 

 

 

(274,313)

 

Net Increase (Decrease) in Shares Outstanding

91,331

 

 

 

(98,725)

 

Class Ia

 

 

 

 

 

 

 

 

Shares sold

 

 

34,346,399

 

 

 

21,586,686

 

Shares issued for distributions reinvested

 

 

2,329,116

 

 

 

1,692,810

 

Shares redeemed

 

 

(15,976,628)

 

 

 

(26,993,396)

 

Net Increase (Decrease) in Shares Outstanding

20,698,887

 

 

 

(3,713,900)

 

Class Ya

 

 

 

 

 

 

 

 

Shares sold

 

 

17,701,289

 

 

 

21,445,913

 

Shares issued for distributions reinvested

 

 

1,510,566

 

 

 

815,436

 

Shares redeemed

 

 

(17,873,016)

 

 

 

(12,950,473)

 

Net Increase (Decrease) in Shares Outstanding

1,338,839

 

 

 

9,310,876

 

 

 

 

 

 

 

 

 

 

 

aDuring the period ended May 31, 2020, 787,302 Class Y shares representing $15,562,116 were exchanged for 778,045 Class I shares. During the period ended November 30, 2019, 793 Class Y shares representing $16,443 were exchanged for 789 Class A shares and 700,699 Class I shares representing $13,061,012 were exchanged for 708,650 Class Y shares.

 

bDuring the period ended May 31, 2020, 316 Class C shares representing $6,196 were automatically converted to 312 Class A shares. During the period ended November 30, 2019, 154 Class C shares representing $2,925 were automatically converted to 152 Class A shares.

 

See notes to financial statements.

               

15

 

FINANCIAL HIGHLIGHTS

The following tables describe the performance for each share class for the fiscal periods indicated. All information (except portfolio turnover rate) reflects financial results for a single fund share. Total return shows how much your investment in the fund would have increased (or decreased) during each period, assuming you had reinvested all dividends and distributions. These figures have been derived from the fund’s financial statements.

             
     
 

Six Months Ended

 
 

May 31, 2020

Year Ended November 30,

Class A Shares

(Unaudited)

2019

2018

2017

2016

2015

Per Share Data ($):

           

Net asset value,
beginning of period

20.76

17.86

18.51

14.77

14.66

15.15

Investment Operations:

           

Investment income—neta

.08

.15

.15

.10

.13

.16

Net realized and unrealized
gain (loss) on investments

.05

2.98

(.67)

3.77

.10

(.50)

Total from
Investment Operations

.13

3.13

(.52)

3.87

.23

(.34)

Distributions:

           

Dividends from
investment income—net

(.15)

(.15)

(.13)

(.13)

(.12)

(.15)

Dividends from net realized
gain on investments

(.32)

(.08)

-

-

-

-

Total Distributions

(.47)

(.23)

(.13)

(.13)

(.12)

(.15)

Net asset value, end of period

20.42

20.76

17.86

18.51

14.77

14.66

Total Return (%)b

.59c

17.81

(2.84)

26.39

1.62

(2.27)

Ratios/Supplemental Data (%):

           

Ratio of total expenses
to average net assets

1.29d

1.24

1.22

1.26

1.27

1.26

Ratio of net investment income
to average net assets

.83d

.77

.81

.64

.89

1.08

Portfolio Turnover Rate

3.05c

7.38

7.47

12.49

10.65

16.52

Net Assets,
end of period ($ x 1,000)

46,870

37,036

25,981

29,414

59,019

85,618

a Based on average shares outstanding.
b Exclusive of sales charge.
c Not annualized.
d Annualized.
See notes to financial statements.

16

 

             
     
 

Six Months Ended

 
 

May 31, 2020

Year Ended November 30,

Class C Shares

(Unaudited)

2019

2018

2017

2016

2015

Per Share Data ($):

           

Net asset value,
beginning of period

20.38

17.53

18.17

14.49

14.37

14.84

Investment Operations:

           

Investment income—neta

.01

.02

.01

.02

.02

.04

Net realized and unrealized
gain (loss) on investments

.05

2.92

(.65)

3.66

.10

(.48)

Total from
Investment Operations

.06

2.94

(.64)

3.68

.12

(.44)

Distributions:

           

Dividends from
investment income—net

(.02)

(.01)

-

-

-

(.03)

Dividends from net realized
gain on investments

(.32)

(.08)

-

-

-

-

Total Distributions

(.34)

(.09)

-

-

-

(.03)

Net asset value, end of period

20.10

20.38

17.53

18.17

14.49

14.37

Total Return (%)b

.24c

16.96

(3.58)

25.40

.83

(2.97)

Ratios/Supplemental Data (%):

           

Ratio of total expenses
to average net assets

1.98d

1.98

1.96

2.02

2.04

2.03

Ratio of net investment income
to average net assets

.09d

.12

.07

.10

.12

.30

Portfolio Turnover Rate

3.05c

7.38

7.47

12.49

10.65

16.52

Net Assets,
end of period ($ x 1,000)

13,672

12,001

12,050

14,852

13,465

16,952

a Based on average shares outstanding.
b Exclusive of sales charge.
c Not annualized.
d Annualized.
See notes to financial statements.

17

 

FINANCIAL HIGHLIGHTS (continued)

             
   

Six Months Ended

 

May 31, 2020

Year Ended November 30,

Class I Shares

(Unaudited)

2019

2018

2017

2016

2015

Per Share Data ($):

           

Net asset value,
beginning of period

20.90

17.98

18.64

14.88

14.79

15.31

Investment Operations:

           

Investment income—neta

.12

.22

.21

.20

.18

.20

Net realized and unrealized
gain (loss) on investments

.05

2.99

(.67)

3.74

.10

(.49)

Total from
Investment Operations

.17

3.21

(.46)

3.94

.28

(.29)

Distributions:

           

Dividends from
investment income—net

(.21)

(.21)

(.20)

(.18)

(.19)

(.23)

Dividends from net realized
gain on investments

(.32)

(.08)

-

-

-

-

Total Distributions

(.53)

(.29)

(.20)

(.18)

(.19)

(.23)

Net asset value, end of period

20.54

20.90

17.98

18.64

14.88

14.79

Total Return (%)

.77b

18.23

(2.53)

26.81

1.92

(1.90)

Ratios/Supplemental Data (%):

         

Ratio of total expenses
to average net assets

.91c

.91

.91

.93

.94

.94

Ratio of net investment income

         

to average net assets

1.17c

1.13

1.11

1.20

1.21

1.33

Portfolio Turnover Rate

3.05b

7.38

7.47

12.49

10.65

16.52

Net Assets,
end of period ($ x 1,000)

2,579,406

2,191,801

1,953,256

1,968,366

1,520,360

1,560,084

a Based on average shares outstanding.
b Not annualized.
c Annualized.
See notes to financial statements.

18

 

             
     

Six Months Ended

 

May 31, 2020

Year Ended November 30,

Class Y Shares

(Unaudited)

2019

2018

2017

2016

2015

Per Share Data ($):

           

Net asset value,
beginning of period

20.66

17.78

18.43

14.72

14.63

15.15

Investment Operations:

           

Investment income—neta

.12

.21

.21

.20

.19

.22

Net realized and unrealized
gain (loss) on investments

.06

2.97

(.66)

3.70

.09

(.51)

Total from Investment Operations

.18

3.18

(.45)

3.90

.28

(.29)

Distributions:

           

Dividends from
investment income—net

(.22)

(.22)

(.20)

(.19)

(.19)

(.23)

Dividends from net realized
gain on investments

(.32)

(.08)

-

-

-

-

Total Distributions

(.54)

(.30)

(.20)

(.19)

(.19)

(.23)

Net asset value, end of period

20.30

20.66

17.78

18.43

14.72

14.63

Total Return (%)

.80b

18.24

(2.48)

26.80

1.97

(1.89)

Ratios/Supplemental Data (%):

         

Ratio of total expenses
to average net assets

.89c

.89

.89

.91

.91

.91

Ratio of net investment income
to average net assets

1.18c

1.12

1.16

1.22

1.27

1.44

Portfolio Turnover Rate

3.05b

7.38

7.47

12.49

10.65

16.52

Net Assets,
end of period ($ x 1,000)

2,272,057

2,284,939

1,801,389

2,083,569

1,627,586

1,625,626

a Based on average shares outstanding.
b Not annualized.
c Annualized.
See notes to financial statements.

19

 

NOTES TO FINANCIAL STATEMENTS (Unaudited)

NOTE 1—Significant Accounting Policies:

BNY Mellon International Stock Fund (the “fund”) is a separate diversified series of BNY Mellon Strategic Funds, Inc. (the “Company”), which is registered under the Investment Company Act of 1940, as amended (the “Act”), as an open-end management investment company and operates as a series company currently offering six series, including the fund. The fund’s investment objective is to seek long-term total return. BNY Mellon Investment Adviser, Inc. (the “Adviser”), a wholly-owned subsidiary of The Bank of New York Mellon Corporation (“BNY Mellon”), serves as the fund’s investment adviser. Walter Scott & Partners Limited (the “Sub-Adviser”), a wholly-owned subsidiary of BNY Mellon and an affiliate of the Adviser, serves as the fund’s sub-investment adviser.

The Company’s Board of Directors (the “Board”) approved, effective December 31, 2019 (the “Effective Date”), the termination of the fund’s authorized Class T shares. Prior to the Effective Date, the fund did not offer such Class T shares for purchase. The authorized Class T shares were reallocated to authorized Class I and Class Y shares, increasing authorized Class I shares from 200 million to 250 million and increasing authorized Class Y shares from 200 million to 250 million.

BNY Mellon Securities Corporation (the “Distributor”), a wholly-owned subsidiary of the Adviser, is the distributor of the fund’s shares. The fund is authorized to issue 700 million shares of $.001 par value Common Stock. The fund currently has authorized four classes of shares: Class A (100 million shares authorized), Class C (100 million shares authorized), Class I (250 million shares authorized) and Class Y (250 million shares authorized). Class A shares generally are subject to a sales charge imposed at the time of purchase. Class C shares are subject to a contingent deferred sales charge (“CDSC”) imposed on Class C shares redeemed within one year of purchase. Class C shares automatically convert to Class A shares ten years after the date of purchase, without the imposition of a sales charge. Class I and Class Y shares are sold at net asset value per share generally to institutional investors. Other differences between the classes include the services offered to and the expenses borne by each class, the allocation of certain transfer agency costs and certain voting rights. Income, expenses (other than expenses attributable to a specific class), and realized and unrealized gains or losses on investments are allocated to each class of shares based on its relative net assets.

The Company accounts separately for the assets, liabilities and operations of each series. Expenses directly attributable to each series are charged to

20

 

that series’ operations; expenses which are applicable to all series are allocated among them on a pro rata basis.

The Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) is the exclusive reference of authoritative U.S. generally accepted accounting principles (“GAAP”) recognized by the FASB to be applied by nongovernmental entities. Rules and interpretive releases of the Securities and Exchange Commission (“SEC”) under authority of federal laws are also sources of authoritative GAAP for SEC registrants. The fund is an investment company and applies the accounting and reporting guidance of the FASB ASC Topic 946 Financial Services-Investment Companies. The fund’s financial statements are prepared in accordance with GAAP, which may require the use of management estimates and assumptions. Actual results could differ from those estimates.

The Company enters into contracts that contain a variety of indemnifications. The fund’s maximum exposure under these arrangements is unknown. The fund does not anticipate recognizing any loss related to these arrangements.

(a) Portfolio valuation: The fair value of a financial instrument is the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (i.e., the exit price). GAAP establishes a fair value hierarchy that prioritizes the inputs of valuation techniques used to measure fair value. This hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements).

Additionally, GAAP provides guidance on determining whether the volume and activity in a market has decreased significantly and whether such a decrease in activity results in transactions that are not orderly. GAAP requires enhanced disclosures around valuation inputs and techniques used during annual and interim periods.

Various inputs are used in determining the value of the fund’s investments relating to fair value measurements. These inputs are summarized in the three broad levels listed below:

Level 1—unadjusted quoted prices in active markets for identical investments.

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

21

 

NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

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

The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. Valuation techniques used to value the fund’s investments are as follows:

Investments in equity securities are valued at the last sales price on the securities exchange or national securities market on which such securities are primarily traded. Securities listed on the National Market System for which market quotations are available are valued at the official closing price or, if there is no official closing price that day, at the last sales price. For open short positions, asked prices are used for valuation purposes. Bid price is used when no asked price is available. Registered investment companies that are not traded on an exchange are valued at their net asset value. All of the preceding securities are generally categorized within Level 1 of the fair value hierarchy.

Securities not listed on an exchange or the national securities market, or securities for which there were no transactions, are valued at the average of the most recent bid and asked prices. These securities are generally categorized within Level 2 of the fair value hierarchy.

Fair valuing of securities may be determined with the assistance of a pricing service using calculations based on indices of domestic securities and other appropriate indicators, such as prices of relevant ADRs and futures. Utilizing these techniques may result in transfers between Level 1 and Level 2 of the fair value hierarchy.

When market quotations or official closing prices are not readily available, or are determined not to accurately reflect fair value, such as when the value of a security has been significantly affected by events after the close of the exchange or market on which the security is principally traded (for example, a foreign exchange or market), but before the fund calculates its net asset value, the fund may value these investments at fair value as determined in accordance with the procedures approved by the Board. Certain factors may be considered when fair valuing investments such as: fundamental analytical data, the nature and duration of restrictions on disposition, an evaluation of the forces that influence the market in which the securities are purchased and sold, and public trading in similar securities of the issuer or comparable issuers. These securities are either categorized within Level 2 or 3 of the fair value hierarchy depending on the relevant inputs used.

22

 

For securities where observable inputs are limited, assumptions about market activity and risk are used and such securities are generally categorized within Level 3 of the fair value hierarchy.

Investments denominated in foreign currencies are translated to U.S. dollars at the prevailing rates of exchange.

Forward foreign currency exchange contracts (“forward contracts”) are valued at the forward rate and are generally categorized within Level 2 of the fair value hierarchy.

The following is a summary of the inputs used as of May 31, 2020 in valuing the fund’s investments:

         
 

Level 1-
Unadjusted
Quoted Prices

Level 2 -
Other
Significant
Observable
Inputs

Level 3-
Significant Unobservable
Inputs

Total

Assets ($)

Investments in Securities:

Equity Securities -
Common Stocks

222,842,230

4,525,422,833††

-

4,748,265,063

Investment Companies

200,324,235

-

-

200,324,235

Other Financial Instruments:

       

Forward Foreign Currency Exchange Contracts†††

-

6,281

-

6,281

Liabilities ($)

       

Other Financial Instruments:

       

Forward Foreign Currency Exchange Contracts†††

-

(42,686)

-

(42,686)

 See Statement of Investment for additional detailed categorizations, if any.

†† Securities classified within Level 2 at period end as the values were determined pursuant to the fund’s fair valuation procedures.

††† Amount shown represents unrealized appreciation at period end, but only variation margin on exchanged traded and centrally cleared derivatives, if any are reported in the Statement of Assets and Liabilities.

(b) Foreign currency transactions: 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 the market prices of securities held. Such fluctuations are included with the net realized and unrealized gain or loss on investments.

Net realized foreign exchange gains or losses arise from sales of foreign currencies, currency gains or losses realized on securities transactions between trade and settlement date, and the difference between the amounts of dividends, interest and foreign withholding taxes recorded on

23

 

NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

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 resulting from changes in exchange rates. Foreign currency gains and losses on foreign currency transactions are also included with net realized and unrealized gain or loss on investments.

Foreign Taxes: The fund may be subject to foreign taxes (a portion of which may be reclaimable) on income, stock dividends, realized and unrealized capital gains on investments or certain foreign currency transactions. Foreign taxes are recorded in accordance with the fund’s understanding of the applicable foreign tax regulations and rates that exist in the foreign jurisdictions in which the fund invests. These foreign taxes, if any, are paid by the fund and are reflected in the Statements of Operations. Foreign taxes payable or deferred as of May 31, 2020, if any, are disclosed in the fund’s Statements of Assets and Liabilities.

(c) Securities transactions and investment income: Securities transactions are recorded on a trade date basis. Realized gains and losses from securities transactions are recorded on the identified cost basis. Dividend income is recognized on the ex-dividend date and interest income, including, where applicable, accretion of discount and amortization of premium on investments, is recognized on the accrual basis.

Pursuant to a securities lending agreement with The Bank of New York Mellon, a subsidiary of BNY Mellon and an affiliate of the Adviser, the fund may lend securities to qualified institutions. It is the fund’s policy that, at origination, all loans are secured by collateral of at least 102% of the value of U.S. securities loaned and 105% of the value of foreign securities loaned. Collateral equivalent to at least 100% of the market value of securities on loan is maintained at all times. Collateral is either in the form of cash, which can be invested in certain money market mutual funds managed by the Adviser, or U.S. Government and Agency securities. The fund is entitled to receive all dividends, interest and distributions on securities loaned, in addition to income earned as a result of the lending transaction. Should a borrower fail to return the securities in a timely manner, The Bank of New York Mellon is required to replace the securities for the benefit of the fund or credit the fund with the market value of the unreturned securities and is subrogated to the fund’s rights against the borrower and the collateral. Additionally, the contractual maturity of security lending transactions are on an overnight and continuous basis. During the period ended May 31, 2020, The Bank of

24

 

New York Mellon earned $608 from the lending of the fund’s portfolio securities, pursuant to the securities lending agreement.

(d) Affiliated issuers: Investments in other investment companies advised by the Adviser are considered “affiliated” under the Act.

(e) Risk: Investing in foreign markets may involve special risks and considerations not typically associated with investing in the U.S. These risks include revaluation of currencies, high rates of inflation, repatriation restrictions on income and capital, and adverse political, economic developments and public health conditions. Moreover, securities issued in these markets may be less liquid, subject to government ownership controls and delayed settlements, and their prices may be more volatile than those of comparable securities in the U.S. In addition, turbulence in financial markets and reduced liquidity in equity, credit and/or fixed income markets may negatively affect many issuers, which could adversely affect the fund. Global economies and financial markets are becoming increasingly interconnected, and conditions and events in one country, region or financial market may adversely impact issuers in a different country, region or financial market. These risks may be magnified if certain events or developments adversely interrupt the global supply chain; in these and other circumstances, such risks might affect companies world-wide.  Recent examples include pandemic risks related to COVID-19 and aggressive measures taken world-wide in response by governments, including closing borders, restricting international and domestic travel, and the imposition of prolonged quarantines of large populations, and by businesses, including changes to operations and reducing staff. To the extent the fund may overweight its investments in certain countries, companies, industries or market sectors, such positions will increase the fund’s exposure to risk of loss from adverse developments affecting those countries, companies, industries or sectors.

(f) Dividends and distributions to shareholders: Dividends and distributions are recorded on the ex-dividend date. Dividends from investment income-net and dividends from net realized capital gains, if any, are normally declared and paid annually, but the fund may make distributions on a more frequent basis to comply with the distribution requirements of the Internal Revenue Code of 1986, as amended (the “Code”). To the extent that net realized capital gains can be offset by capital loss carryovers, it is the policy of the fund not to distribute such gains. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from GAAP.

(g) Federal income taxes: It is the policy of the fund to continue to qualify as a regulated investment company, if such qualification is in the

25

 

NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

best interests of its shareholders, by complying with the applicable provisions of the Code, and to make distributions of taxable income and net realized capital gain sufficient to relieve it from substantially all federal income and excise taxes.

As of and during the period ended May 31, 2020, the fund did not have any liabilities for any uncertain tax positions. The fund recognizes interest and penalties, if any, related to uncertain tax positions as income tax expense in the Statement of Operations. During the period ended May 31, 2020, the fund did not incur any interest or penalties.

Each tax year in the three-year period ended November 30, 2019 remains subject to examination by the Internal Revenue Service and state taxing authorities.

The tax character of distributions paid to shareholders during the fiscal year ended November 30, 2019 was as follows: ordinary income $45,106,897 and long-term capital gains $16,368,532. The tax character of current year distributions will be determined at the end of the current fiscal year.

NOTE 2—Bank Lines of Credit:

The fund participates with other long-term open-end funds managed by the Adviser in a $927 million unsecured credit facility led by Citibank, N.A. (the “Citibank Credit Facility”) and a $300 million unsecured credit facility provided by The Bank of New York Mellon (the “BNYM Credit Facility”), each to be utilized primarily for temporary or emergency purposes, including the financing of redemptions (each, a “Facility”). The Citibank Credit Facility is available in two tranches: (i) Tranche A is in an amount equal to $747 million and is available to all long-term open-ended funds, including the fund, and (ii) Tranche B is an amount equal to $180 million and is available only to BNY Mellon Floating Rate Income Fund, a series of BNY Mellon Investment Funds IV, Inc. Prior to March 11, 2020, the Citibank Credit Facility was $1.030 billion with Tranche A available in an amount equal to $830 million and Tranche B available in an amount equal to $200 million. In connection therewith, the fund has agreed to pay its pro rata portion of commitment fees for Tranche A of the Citibank Credit Facility and the BNYM Credit Facility. Interest is charged to the fund based on rates determined pursuant to the terms of the respective Facility at the time of borrowing. During the period ended May 31, 2020, the fund did not borrow under the Facilities.

26

 

NOTE 3—Management Fee, Sub-Investment Advisory Fee and Other Transactions with Affiliates:

(a) Pursuant to a management agreement with the Adviser, the management fee is computed at the annual rate of .85% of the value of the fund’s average daily net assets and is payable monthly.

Pursuant to a sub-investment advisory agreement between the Adviser and the Sub-Adviser, the Adviser pays the Sub-Adviser a monthly fee at an annual rate of .41% of the value of the fund’s average daily net assets.

During the period ended May 31, 2020, the Distributor retained $4,024 from commissions earned on sales of the fund’s Class A shares and $534 from CDSC fees on redemptions of the fund’s Class C shares.

(b) Under the Distribution Plan adopted pursuant to Rule 12b-1 under the Act, Class C shares pay the Distributor for distributing its shares at an annual rate of .75% of the value of its average daily net assets. During the period ended May 31, 2020, Class C shares were charged $49,250 pursuant to the Distribution Plan.

(c) Under the Shareholder Services Plan, Class A and Class C shares pay the Distributor at an annual rate of .25% of the value of their average daily net assets for the provision of certain services. The services provided may include personal services relating to shareholder accounts, such as answering shareholder inquiries regarding the fund and providing reports and other information, and services related to the maintenance of shareholder accounts. The Distributor may make payments to Service Agents (securities dealers, financial institutions or other industry professionals) with respect to these services. The Distributor determines the amounts to be paid to Service Agents. During the period ended May 31, 2020, Class A and Class C shares were charged $49,606 and $16,417, respectively, pursuant to the Shareholder Services Plan.

The fund has an arrangement with the transfer agent whereby the fund may receive earnings credits when positive cash balances are maintained, which are used to offset transfer agency fees. For financial reporting purposes, the fund includes net earnings credits, if any, as an expense offset in the Statement of Operations.

The fund has an arrangement with the custodian whereby the fund will receive interest income or be charged an overdraft fees when cash balances are maintained. For financial reporting purposes, the fund includes this interest income and overdraft fees, if any, as interest income in the Statements of Operations.

27

 

NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

The fund compensates BNY Mellon Transfer, Inc., a wholly-owned subsidiary of the Adviser, under a transfer agency agreement for providing transfer agency and cash management services for the fund. The majority of transfer agency fees are comprised of amounts paid on a per account basis, while cash management fees are related to fund subscriptions and redemptions. During the period ended May 31, 2020, the fund was charged $17,881 for transfer agency services. These fees are included in Shareholder servicing costs in the Statement of Operations.

The fund compensates The Bank of New York Mellon under a custody agreement for providing custodial services for the fund. These fees are determined based on net assets, geographic region and transaction activity. During the period ended May 31, 2020, the fund was charged $280,224 pursuant to the custody agreement.

During the period ended May 31, 2020, the fund was charged $8,139 for services performed by the Chief Compliance Officer and his staff. These fees are included in Chief Compliance Officer fees in the Statement of Operations.

The components of “Due to BNY Mellon Investment Adviser, Inc. and affiliates” in the Statement of Assets and Liabilities consist of: management fees of $3,269,122, Distribution Plan fees of $8,345, Shareholder Services Plan fees of $12,352, custodian fees of $224,214, Chief Compliance Officer fees of $3,130 and transfer agency fees of $8,445.

(d) Each Board member also serves as a Board member of other funds in the BNY Mellon Family of Funds complex. Annual retainer fees and attendance fees are allocated to each fund based on net assets.

NOTE 4—Securities Transactions:

The aggregate amount of purchases and sales of investment securities, excluding short-term securities and forward contracts, during the period ended May 31, 2020, amounted to $428,499,773 and $132,779,597, respectively.

Derivatives: A derivative is a financial instrument whose performance is derived from the performance of another asset. The fund enters into International Swaps and Derivatives Association, Inc. Master Agreements or similar agreements (collectively, “Master Agreements”) with its over-the-counter (“OTC”) derivative contract counterparties in order to, among other things, reduce its credit risk to counterparties. Master Agreements include provisions for general obligations, representations, collateral and events of default or termination. Under a Master Agreement, the fund may offset with the counterparty certain derivative financial

28

 

instruments’ payables and/or receivables with collateral held and/or posted and create one single net payment in the event of default or termination.

Each type of derivative instrument that was held by the fund during the period ended May 31, 2020 is discussed below.

Forward Foreign Currency Exchange Contracts: The fund enters into forward contracts in order to hedge its exposure to changes in foreign currency exchange rates on its foreign portfolio holdings, to settle foreign currency transactions or as a part of its investment strategy. When executing forward contracts, the fund is obligated to buy or sell a foreign currency at a specified rate on a certain date in the future. With respect to sales of forward contracts, the fund incurs a loss if the value of the contract increases between the date the forward contract is opened and the date the forward contract is closed. The fund realizes a gain if the value of the contract decreases between those dates. With respect to purchases of forward contracts, the fund incurs a loss if the value of the contract decreases between the date the forward contract is opened and the date the forward contract is closed. The fund realizes a gain if the value of the contract increases between those dates. Any realized or unrealized gains or losses which occurred during the period are reflected in the Statement of Operations. The fund is exposed to foreign currency risk as a result of changes in value of underlying financial instruments. The fund is also exposed to credit risk associated with counterparty nonperformance on these forward contracts, which is generally limited to the unrealized gain on each open contract. This risk may be mitigated by Master Agreements, if any, between the fund and the counterparty and the posting of collateral, if any, by the counterparty to the fund to cover the fund’s exposure to the counterparty. Forward contracts open at May 31, 2020 are set forth in the Statement of Forward Foreign Currency Exchange Contracts.

The provisions of ASC Topic 210 “Disclosures about Offsetting Assets and Liabilities” require disclosure on the offsetting of financial assets and liabilities. These disclosures are required for certain investments, including derivative financial instruments subject to Master Agreements which are eligible for offsetting in the Statement of Assets and Liabilities and require the fund to disclose both gross and net information with respect to such investments. For financial reporting purposes, the fund does not offset derivative assets and derivative liabilities that are subject to Master Agreements in the Statement of Assets and Liabilities.

29

 

NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

At May 31, 2020, derivative assets and liabilities (by type) on a gross basis are as follows:

           

Derivative Financial Instruments:

 

Assets ($)

 

Liabilities ($)

 

Forward contracts

 

6,281

 

(42,686)

 

Total gross amount of derivative

 

 

 

 

 

assets and liabilities in the

 

 

 

 

 

Statement of Assets and Liabilities

 

6,281

 

(42,686)

 

Derivatives not subject to

 

 

 

 

 

Master Agreements

 

-

 

-

 

Total gross amount of assets

 

 

 

 

 

and liabilities subject to

 

 

 

 

 

Master Agreements

 

6,281

 

(42,686)

 

The following tables present derivative assets net of amounts available for offsetting under Master Agreements and net of related collateral received or pledged, if any, as of May 31, 2020:

             

 

 

 

Financial

 

 

 

 

 

 

Instruments

 

 

 

 

 

 

and Derivatives

 

 

 

 

Gross Amount of

 

Available

Collateral

 

Net Amount of

Counterparty

Assets ($)

1

for Offset ($)

Received ($)

 

Assets ($)

National
Australia Bank

6,281

 

(6,281)

-

 

-

Total

6,281

 

(6,281)

-

 

-

 

 

 

 

 

 

 

 

 

 

Financial

 

 

 

 

 

 

Instruments

 

 

 

 

 

 

and Derivatives

 

 

 

 

Gross Amount of

 

Available

Collateral

 

Net Amount of

Counterparty

Liabilities ($)

1

for Offset ($)

Pledged ($)

 

Liabilities ($)

National
Australia Bank

(42,686)

 

6,281

-

 

(36,405)

Total

(42,686)

 

6,281

-

 

(36,405)

 

 

 

 

 

 

 

1 Absent a default event or early termination, OTC derivative assets and liabilities are presented at gross amounts and are not offset in the Statement of Assets and Liabilities.

The following summarizes the average market value of derivatives outstanding during the period ended May 31, 2020:

     

 

 

Average Market Value ($)

Forward contracts

 

4,032,355

 

 

 

At May 31, 2020, accumulated net unrealized appreciation on investments inclusive of derivative contracts was $1,465,408,951, consisting of

30

 

$1,586,667,313 gross unrealized appreciation and $121,258,362 gross unrealized depreciation.

At May 31, 2020, the cost of investments inclusive of derivative contracts for federal income tax purposes was substantially the same as the cost for financial reporting purposes (see the Statement of Investments).

31

 

LIQUIDITY RISK MANAGEMENT PROGRAM (Unaudited)

Effective June 1, 2019, the fund adopted a liquidity risk management program (the “Liquidity Risk Management Program”) pursuant to the requirements of Rule 22e-4 under the Investment Company Act of 1940, as amended. Rule 22e-4 requires registered open-end funds, including mutual funds and exchange-traded funds but not money market funds, to establish liquidity risk management programs in order to effectively manage fund liquidity and shareholder redemptions. The rule is designed to mitigate the risk that a fund could not meet redemption requests without significantly diluting the interests of remaining investors.

The rule requires the funds to assess, manage and review their liquidity risk at least annually considering applicable factors such as investment strategy and liquidity during normal and foreseeable stressed conditions, including whether the strategy is appropriate for an open-end fund and whether the fund has a relatively concentrated portfolio or large positions in particular issuers. The fund must also assess its use of borrowings and derivatives, short-term and long-term cash flow projections in normal and stressed conditions, holdings of cash and cash equivalents, and borrowing arrangements and other funding sources.

The rule also requires the fund to classify its investments as highly liquid, moderately liquid, less liquid or illiquid based on the number of days the fund expects it would take to liquidate the investment, and to review these classifications at least monthly or more often under certain conditions. The periods range from three or fewer business days for a highly liquid investment to greater than seven calendar days for settlement of a less liquid investment. Illiquid investments are those a fund does not expect to be able to sell or dispose of within seven calendar days without significantly changing the market value. The fund is prohibited from acquiring an investment if, after the acquisition, its holdings of illiquid assets will exceed 15% of its net assets. In addition, if a fund permits redemptions in-kind, the rule requires the fund to establish redemption in-kind policies and procedures governing how and when it will engage in such redemptions.

Pursuant to the rule’s requirements, the Liquidity Risk Management Program has been reviewed and approved by the fund’s board. Furthermore, the board has received a written report prepared by the Program’s Administrator that addresses the operation of the Program, assesses its adequacy and effectiveness and describes any material changes made to the Program.

Assessment of Program

In the opinion of the Program Administrator, the Program approved by the fund board continues to be adequate for the fund and the Program has been implemented effectively. The Program Administrator has monitored the fund’s liquidity risk and the liquidity classification of the securities held by the fund and has determined that the Program is operating effectively.

During the period from June 1, 2019 to March 31, 2020, there were no material changes to the Program and no material liquidity events that impacted the fund. During the period, the fund held sufficient highly liquid assets to meet fund redemptions.

32

 

Under normal expected foreseeable fund redemption forecasts and foreseeable stressed fund redemption forecasts, the Program Administrator believes that the fund maintains sufficient highly liquid assets to meet expected fund redemptions.

33

 

For More Information

BNY Mellon International Stock Fund
240 Greenwich Street
New York, NY 10286

Adviser

BNY Mellon Investment Adviser, Inc.
240 Greenwich Street
New York, NY 10286

Sub-Adviser

Walter Scott & Partners Limited (Walter Scott)
One Charlotte Square
Edinburgh, Scotland, UK

Custodian

The Bank of New York Mellon
240 Greenwich Street
New York, NY 10286

Transfer Agent &
Dividend Disbursing Agent

BNY Mellon Transfer, Inc.
240 Greenwich Street
New York, NY 10286

Distributor

BNY Mellon Securities Corporation
240 Greenwich Street
New York, NY 10286

   

Ticker Symbols:       Class A: DISAX Class C: DISCX Class I: DISRX Class Y: DISYX

Telephone Call your financial representative or 1-800-373-9387

Mail The BNY Mellon Family of Funds, 144 Glenn Curtiss Boulevard, Uniondale, NY 11556-0144

E-mail Send your request to info@bnymellon.com

Internet Information can be viewed online or downloaded at www.bnymellonim.com/us

The fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission (“SEC”) for the first and third quarters of each fiscal year on Form N-PORT. The fund’s Forms N-PORT are available on the SEC’s website at www.sec.gov.

A description of the policies and procedures that the fund uses to determine how to vote proxies relating to portfolio securities and information regarding how the fund voted these proxies for the most recent 12-month period ended June 30 is available at www.bnymellonim.com/us and on the SEC’s website at www.sec.gov and without charge, upon request, by calling 1-800-373-9387.

   

© 2020 BNY Mellon Securities Corporation
6155SA0520

 


 

BNY Mellon Select Managers Small Cap Value Fund

 

SEMIANNUAL REPORT

May 31, 2020

 

 

 

Save time. Save paper. View your next shareholder report online as soon as it’s available. Log into www.bnymellonim.com/us and sign up for eCommunications. It’s simple and only takes a few minutes.

 

The views expressed in this report reflect those of the portfolio manager(s) only through the end of the period covered and do not necessarily represent the views of BNY Mellon Investment Adviser, Inc. or any other person in the BNY Mellon Investment Adviser, Inc. organization. Any such views are subject to change at any time based upon market or other conditions and BNY Mellon Investment Adviser, Inc. disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a fund in the BNY Mellon Family of Funds are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any fund in the BNY Mellon Family of Funds.

 

Not FDIC-Insured • Not Bank-Guaranteed • May Lose Value

 

Contents

T H E F U N D

   

                                    A Letter from the President of

 

BNY Mellon Investment Adviser, Inc.

2

Discussion of Fund Performance

3

Understanding Your Fund’s Expenses

6

                                    Comparing Your Fund’s Expenses

 

With Those of Other Funds

6

Statement of Investments

7

                                    Statement of Investments

 

in Affiliated Issuers

17

Statement of Assets and Liabilities

18

Statement of Operations

19

Statement of Changes in Net Assets

20

Financial Highlights

22

Notes to Financial Statements

26

Liquidity Risk Management Program

35

F O R  M O R E  I N F O R M AT I O N

 

Back Cover

 

       
 


BNY Mellon Select Managers Small Cap Value Fund

 

The Fund

A LETTER FROM THE PRESIDENT OF BNY MELLON INVESTMENT ADVISER, INC.

Dear Shareholder:

We are pleased to present this semiannual report for BNY Mellon Select Managers Small Cap Value Fund, covering the six-month period from December 1, 2019 through May 31, 2020. For information about how the fund performed during the reporting period, as well as general market perspectives, we provide a Discussion of Fund Performance on the pages that follow.

Stock markets performed well over the last month of 2019. Accommodative policies from the U.S. Federal Reserve (the “Fed”), paired with healthy U.S. consumer spending, helped support valuations. Markets were further supported by a December announcement that the first phase of a trade deal with China was in process. U.S. equity markets reached new highs during the final month of 2019. However, the euphoria was short-lived, as concerns over the spread of COVID-19 roiled markets during the first several months of 2020. As the virus spread across the globe, concerns about the economic effects of a widespread quarantine worked to depress equity valuations. Stocks posted historic losses in March 2020, but regained ground in April and May.

In fixed-income markets, interest rates were heavily influenced by changes in Fed policy and investor concern over COVID-19. As stocks rallied in December 2019, Treasury bond prices declined, and rates across much of the yield curve rose until early in 2020, when the threat posed by COVID-19 began to emerge. A flight-to-quality ensued, and rates fell significantly. March 2020 brought high volatility and risk-asset spread widening. The Fed cut rates twice in March, resulting in an overnight lending target rate of nearly zero, and the government launched a large stimulus package. In April and May 2020, risk-asset prices recovered some of their prior losses, as investors turned their attention toward a possible economic recovery. Investment-grade bonds generally posted positive returns for the period.

We believe the near-term outlook for the U.S. will be challenging, as the country curbs the spread of COVID-19 and determines a path forward for recovery. However, we are confident that once the economic effects of the virus have been mitigated, the economy will rebound. As always, we will monitor relevant data for signs of change. We encourage you to discuss the risks and opportunities in today’s investment environment with your financial advisor.

Thank you for your continued confidence and support.

Sincerely,

Renee LaRoche-Morris
President
BNY Mellon Investment Adviser, Inc.

June 15, 2020

2

 

DISCUSSION OF FUND PERFORMANCE (Unaudited)

For the period from December 1, 2019 through May 31, 2020, as provided by portfolio allocation managers Stephen Kolano and Elena Goncharova

Market and Fund Performance Overview

For the six-month period ended May 31, 2020, BNY Mellon Select Managers Small Cap Value Fund’s Class A, Class C, Class I and Class Y shares at NAV produced total returns of -12.48%, -12.81%, -12.37% and -12.37%, respectively.1 In comparison, the Russell 2000® Value Index (the “Index”), the fund’s benchmark, returned -23.05% for the same period.2

Small-cap stocks produced losses over the reporting period, due largely to the COVID-19 virus and government efforts to contain it. The fund outperformed the Index, mainly due to strong sector allocation decisions and security selections.

The Fund’s Investment Approach

The fund seeks capital appreciation. To pursue its goal, the fund normally invests at least 80% of its net assets in the stocks of small-cap companies. The fund currently considers small-cap companies to be those companies with market capitalizations that fall within the range of companies in the Index, the fund’s benchmark index. The fund's portfolio is constructed to have a value tilt. The fund uses a “multi-manager” approach by selecting various subadvisors to manage its assets. We may hire, terminate or replace subadvisors and modify material terms and conditions of sub advisory arrangements without shareholder approval.

The fund’s assets are currently allocated to five subadvisors, each acting independently and using its own methodology to select portfolio investments. The new target percentages to be allocated to the subadvisors over time are as follows: approximately 20% of the fund’s assets would be under the management of Walthausen & Co., LLC, which uses a proprietary valuation model to identify companies that are trading at a discount to their intrinsic values; approximately 20% of the fund’s assets would be under the management of Neuberger Berman Investment Advisors LLC, which uses fundamental analysis and a bottom-up stock selection process to identify publicly traded small-cap companies selling at a material discount to their intrinsic value; approximately 15% of the fund’s assets would be under the management of Kayne Anderson Rudnick Investment Management, LLC, which employs a fundamental, bottom-up, research-driven investment process in seeking to identify high-quality companies whose securities are trading at attractive valuations; approximately 30% of the fund’s assets would be under the management of Channing Capital Management, LLC, which employs intensive, fundamental, bottom-up research to identify high-quality companies that represent value opportunities; and approximately 15% of the fund’s assets would be allocated to Eastern Shore Capital Management, which focuses on identifying companies with quality fundamentals that are trading at attractive valuations. The percentages of the fund’s assets allocated to the various subadvisors can change over time, within ranges described in the prospectus.

Stocks Decline amid COVID-19 Shutdowns

Prior to the reporting period, as trade tensions and other geopolitical concerns appeared to be weighing on economic growth, the Federal Reserve (the “Fed”) reduced the federal funds

3

 

DISCUSSION OF FUND PERFORMANCE (Unaudited) (continued)

rate three times, bringing the target rate to 1.50-1.75%. Other major central banks also took actions to support their economies.

In response, stocks rallied late in 2019 and into 2020. Investor optimism also received support from the announcement of a “Phase One” deal between the U.S. and China, and from the approval of the new U.S.-Mexico-Canada Trade Agreement by the U.S. House of Representatives.

However, in February 2020, markets experienced a sharp correction, amid growing concerns about COVID-19 in China, erasing gains that occurred late in 2019 and early in 2020. In response, the Fed reduced the federal funds rate by 50 basis points early in March 2020, bringing the target rate down to 1.00–1.25%. The Fed made another cut in mid-March 2020, bringing the federal funds rate target to 0.0-0.25%.

In addition, the Fed and other central banks initiated various programs to ease liquidity concerns in certain markets, and government authorities introduced programs to keep small businesses afloat and provide relief to employees who had lost their jobs as a result of government-mandated business shutdowns.

At the end of the reporting period, markets began to rebound as these programs took effect, and government shutdowns to slow the spread of the virus began to be relaxed.

Small-cap stocks lagged more than the broader market during the reporting period, due primarily to their greater risk profile. Although small-cap value stocks began to rebound late in the reporting period, their returns remained negative in negative territory.

Allocations and Security Selections Benefited Fund Performance

The fund’s outperformance versus the Index was mainly the result of successful sector allocation decisions and stock selections among the underlying portfolio managers. All underlying managers outperformed the Index. In addition, the fund normally has a somewhat more growth-oriented orientation than the benchmark, and this contributed significantly to the fund’s relatively strong performance, as growth stocks outperformed value stocks during the reporting period.

The fund’s underweight to the financial sector was the largest positive contributor to performance, followed by the overweight to the health care sector. Other sector allocations that contributed positively were an overweight to the information technology sector and an underweight to the energy and real estate sectors. Stock selection contributed positively in the financial sector, as the fund benefited from a position in Artisan Partners Asset Management, which rebounded quickly from the market downturn. In the health care sector, shares of Encompass Health, which operates pulmonary rehabilitation centers, benefited from COVID-19-related demand. In the information technology sector, a position in Manhattan Associates, which specializes in supply chain software, gained 54%, as companies sought assistance in managing their supply chains due to China-related disruption. In the industrial sector, a position in Graco, a company that makes equipment used in high-pressure cleaning, benefited from a surge in demand related to COVID-19. In addition, shares of SiteOne Landscape Supply were advantageous, as consumers turned to home improvement projects during the lockdown.

4

 

The fund fared less well in other areas due to both sector allocation and stock selection. As for sector allocation, the fund’s underweight to the utilities sector detracted, as the sector benefited from a flight to safety during the market downturn. As for stock selection, a position in Kosmos Energy, an exploration and production firm, was the largest detractor, declining 80% as oil prices plummeted during the reporting period.

A Cautious Outlook

Our outlook for the coming months reflects ongoing uncertainty about the economic impact of the COVID-19 virus, but we see three reasons to be cautiously optimistic. First, efforts to contain the virus and “flatten the curve” have been largely successful. Second, the global policy response, including unprecedented actions in both monetary and fiscal policy, have been rapid and effective, with additional assistance potentially in the works. Third, efforts to produce a vaccine have so far produced hopeful results. Nevertheless, the possibility of a second wave of the virus remains an open question. In addition, it is unclear at this point how extensive the economic damage of the lockdown has been, and it is uncertain when the economy will move from dependence on fiscal stimulus to a more normal basis.

June 15, 2020

1 Total return includes reinvestment of dividends and any capital gains paid and does not take into consideration the maximum initial sales charge in the case of Class A shares, or the applicable contingent deferred sales charge imposed on redemptions in the case of Class C shares. Had these charges been reflected, returns would have been lower. Past performance is no guarantee of future results. Share price and investment return fluctuate such that upon redemption, fund shares may be worth more or less than their original cost. Return figures provided reflect the absorption of certain fund expenses by BNY Mellon Investment Adviser, Inc. pursuant to an undertaking in effect through March 31, 2021, at which time it may be extended, terminated, or modified. Had these expenses not been absorbed, the fund’s returns would have been lower.

2 Source: Lipper Inc. — The Russell 2000® Value Index measures the performance of the small-cap value segment of the U.S. equity universe. It includes those Russell 2000 companies that are considered more value-oriented relative to the overall market as defined by Russell’s leading style methodology. The Russell 2000® Value Index is constructed to provide a comprehensive and unbiased barometer for the small-cap value segment. The index is completely reconstituted annually to ensure larger stocks do not distort the performance and characteristics of the true small-cap opportunity set, and that the represented companies continue to reflect value characteristics. Investors cannot invest directly in any index.

Please note: the position in any security highlighted with italicized typeface was sold during the reporting period.

Equities are subject generally to market, market sector, market liquidity, issuer and investment style risks, among other factors, to varying degrees, all of which are more fully described in the fund’s prospectus.

The prices of small company stocks tend to be more volatile than the prices of large company stocks, mainly because these companies have less established and more volatile earnings histories. They also tend to be less liquid than larger company stocks.

Recent market risks include pandemic risks related to COVID-19. The effects of COVID-19 have contributed to increased volatility in global markets and will likely affect certain countries, companies, industries and market sectors more dramatically than others. To the extent the fund may overweight its investments in certain countries, companies, industries or market sectors, such positions will increase the fund's exposure to risk of loss from adverse developments affecting those countries, companies, industries or sectors.

5

 

UNDERSTANDING YOUR FUND’S EXPENSES (Unaudited)

As a mutual fund investor, you pay ongoing expenses, such as management fees and other expenses. Using the information below, you can estimate how these expenses affect your investment and compare them with the expenses of other funds. You also may pay one-time transaction expenses, including sales charges (loads) and redemption fees, which are not shown in this section and would have resulted in higher total expenses. For more information, see your fund’s prospectus or talk to your financial adviser.

Review your fund’s expenses

The table below shows the expenses you would have paid on a $1,000 investment in BNY Mellon Select Managers Small Cap Value Fund from December 1, 2019 to May 31, 2020. It also shows how much a $1,000 investment would be worth at the close of the period, assuming actual returns and expenses.

             

Expenses and Value of a $1,000 Investment

 

Assume actual returns for the six months ended May 31, 2020

 

 

 

 

 

 

 

 

 

 

Class A

Class C

Class I

Class Y

 

Expense paid per $1,000

$6.09

$9.59

$4.78

$4.55

 

Ending value (after expenses)

$875.20

$871.90

$876.30

$876.30

 

COMPARING YOUR FUND’S EXPENSES
WITH THOSE OF OTHER FUNDS
(Unaudited)

Using the SEC’s method to compare expenses

The Securities and Exchange Commission (“SEC”) has established guidelines to help investors assess fund expenses. Per these guidelines, the table below shows your fund’s expenses based on a $1,000 investment, assuming a hypothetical 5% annualized return. You can use this information to compare the ongoing expenses (but not transaction expenses or total cost) of investing in the fund with those of other funds. All mutual fund shareholder reports will provide this information to help you make this comparison. Please note that you cannot use this information to estimate your actual ending account balance and expenses paid during the period.

             

Expenses and Value of a $1,000 Investment

 

Assuming a hypothetical 5% annualized return for the six months ended May 31, 2020

 

 

 

 

 

 

 

 

 

 

Class A

Class C

Class I

Class Y

 

Expense paid per $1,000

$6.56

$10.33

$5.15

$4.90

 

Ending value (after expenses)

$1,018.50

$1,014.75

$1,019.90

$1,020.15

 

Expenses are equal to the fund’s annualized expense ratio of 1.30% for Class A, 2.05% for Class C, 1.02% for Class I and .97% for Class Y, multiplied by the average account value over the period, multiplied by 183/366 (to reflect the one-half year period).

6

 

STATEMENT OF INVESTMENTS

May 31, 2020 (Unaudited)

               
 

Description

     

Shares

 

Value ($)

 

Common Stocks - 97.0%

         

Automobiles & Components - 2.1%

         

Fox Factory Holding

     

13,925

a,b

1,004,132

 

LCI Industries

     

32,604

a

3,225,514

 

Thor Industries

     

43,105

a

3,715,651

 

Visteon

     

8,240

a,b

593,280

 
       

8,538,577

 

Banks - 11.2%

         

Atlantic Union Bankshares

     

51,840

 

1,200,096

 

Bank of Hawaii

     

32,469

 

2,088,731

 

BankUnited

     

41,270

 

762,670

 

Banner

     

63,471

 

2,383,971

 

Brookline Bancorp

     

84,810

 

788,733

 

Bryn Mawr Bank

     

25,830

 

717,299

 

Camden National

     

23,850

 

799,929

 

Centerstate Bank

     

73,275

 

1,157,745

 

City Holding

     

14,700

 

924,630

 

Columbia Banking System

     

80,520

 

1,961,467

 

Community Bank System

     

17,165

 

1,019,944

 

CVB Financial

     

34,970

 

682,265

 

Essent Group

     

88,285

 

2,917,819

 

First Bancorp/Southern Pines NC

     

29,950

 

761,329

 

First Financial

     

25,440

 

892,944

 

First Financial Bankshares

     

65,919

 

2,019,758

 

Great Southern Bancorp

     

12,100

 

490,776

 

Heartland Financial USA

     

23,540

 

753,515

 

Independent Bank

     

51,715

 

3,592,641

 

Lakeland Financial

     

20,100

 

858,069

 

NBT Bancorp

     

28,440

 

890,741

 

NMI Holdings, Cl. A

     

46,840

b

719,697

 

OceanFirst Financial

     

46,590

 

778,053

 

PacWest Bancorp

     

43,620

 

755,062

 

Pinnacle Financial Partners

     

17,482

 

696,658

 

Renasant

     

87,045

 

2,099,525

 

Sterling Bancorp

     

69,450

 

854,235

 

Stock Yards Bancorp

     

27,605

 

939,398

 

Synovus Financial

     

101,985

 

1,957,092

 

TCF Financial

     

37,694

 

1,090,110

 

Texas Capital Bancshares

     

26,770

b

716,365

 

TriCo Bancshares

     

19,090

 

541,583

 

Triumph Bancorp

     

42,869

b

1,052,434

 

Walker & Dunlop

     

32,505

 

1,316,452

 

Wintrust Financial

     

60,225

 

2,551,131

 

7

 

STATEMENT OF INVESTMENTS (Unaudited) (continued)

               
 

Description

     

Shares

 

Value ($)

 

Common Stocks - 97.0% (continued)

         

Banks - 11.2% (continued)

         

WSFS Financial

     

76,170

 

2,107,624

 
       

45,840,491

 

Capital Goods - 14.9%

         

Albany International, Cl. A

     

58,013

 

3,498,184

 

Allied Motion Technologies

     

27,848

 

1,007,819

 

Altra Industrial Motion

     

21,475

 

665,725

 

Ameresco, Cl. A

     

80,260

b

1,722,380

 

American Woodmark

     

4,550

b

285,558

 

Atkore International Group

     

44,155

b

1,185,120

 

AZZ

     

28,670

 

907,692

 

Babcock & Wilcox Enterprises

     

57,792

a,b

124,253

 

Bloom Energy, Cl. A

     

47,500

a,b

381,425

 

Comfort Systems USA

     

10,810

 

399,970

 

Crane

     

21,985

 

1,225,004

 

DXP Enterprises

     

11,830

b

208,563

 

EMCOR Group

     

14,410

 

915,756

 

Enerpac Tool Group

     

38,785

b

694,252

 

EnerSys

     

18,320

 

1,159,656

 

ESCO Technologies

     

9,705

 

801,730

 

FreightCar America

     

90,710

b

108,852

 

GATX

     

7,700

a

483,098

 

Graco

     

42,415

 

2,044,827

 

Great Lakes Dredge & Dock

     

155,154

b

1,438,278

 

Hexcel

     

25,020

 

905,474

 

Hillenbrand

     

94,008

 

2,419,766

 

ITT

     

15,340

 

885,118

 

John Bean Technologies

     

30,079

a

2,470,990

 

Kennametal

     

123,975

a

3,439,067

 

Lincoln Electric Holdings

     

14,150

 

1,162,705

 

Lydall

     

36,800

b

398,176

 

Mercury Systems

     

25,520

b

2,280,212

 

Miller Industries

     

32,850

 

973,346

 

Moog, Cl. A

     

15,270

 

829,008

 

MSC Industrial Direct, Cl. A

     

9,400

 

651,796

 

Mueller Industries

     

31,680

 

848,390

 

Oshkosh

     

10,300

 

739,746

 

Parsons

     

26,930

b

1,094,974

 

RBC Bearings

     

15,453

b

2,173,464

 

Regal Beloit

     

12,250

 

974,365

 

Resideo Technologies

     

104,800

b

739,888

 

Rexnord

     

104,874

 

3,156,707

 

SiteOne Landscape Supply

     

28,957

a,b

3,078,419

 

Spirit AeroSystems Holdings, Cl. A

     

25,910

 

561,470

 

8

 

               
 

Description

     

Shares

 

Value ($)

 

Common Stocks - 97.0% (continued)

         

Capital Goods - 14.9% (continued)

         

SPX

     

77,964

b

3,117,001

 

SPX FLOW

     

89,140

b

3,082,461

 

Systemax

     

22,050

 

462,830

 

Teledyne Technologies

     

2,540

b

950,265

 

Trex

     

5,255

a,b

631,231

 

Twin Disc

     

21,620

b

118,694

 

Valmont Industries

     

5,100

 

581,400

 

Watsco

     

13,584

 

2,416,729

 

Welbilt

     

61,700

b

375,136

 
       

60,776,970

 

Commercial & Professional Services - 6.5%

         

ABM Industries

     

35,700

 

1,097,061

 

ASGN

     

10,260

b

631,913

 

Clean Harbors

     

11,300

b

671,107

 

CoreLogic

     

108,927

 

5,398,422

 

Covanta Holding

     

62,540

 

562,860

 

Exponent

     

9,160

 

680,038

 

Harsco

     

182,806

b

2,040,115

 

Heritage-Crystal Clean

     

56,340

b

955,526

 

IAA

     

16,940

b

694,540

 

ICF International

     

15,755

 

1,033,213

 

Kelly Services, Cl. A

     

71,550

 

1,072,534

 

Kimball International, Cl. B

     

51,440

 

575,614

 

McGrath RentCorp

     

49,325

 

2,750,362

 

MSA Safety

     

24,566

 

2,921,880

 

Stericycle

     

32,700

a,b

1,792,941

 

U.S. Ecology

     

33,317

 

1,121,783

 

UniFirst

     

13,229

 

2,378,574

 
       

26,378,483

 

Consumer Durables & Apparel - 3.4%

         

Brunswick

     

45,776

 

2,518,138

 

Cavco Industries

     

5,890

b

1,120,219

 

Deckers Outdoor

     

3,850

b

702,741

 

KB Home

     

45,610

 

1,508,779

 

M.D.C. Holdings

     

30,260

 

1,028,537

 

M/I Homes

     

36,880

b

1,234,742

 

PVH

     

28,182

 

1,281,436

 

Skyline Champion

     

40,810

b

1,013,720

 

Tempur Sealy International

     

13,400

b

874,082

 

Universal Electronics

     

29,390

b

1,329,604

 

Vista Outdoor

     

114,230

b

1,109,173

 
       

13,721,171

 

9

 

STATEMENT OF INVESTMENTS (Unaudited) (continued)

               
 

Description

     

Shares

 

Value ($)

 

Common Stocks - 97.0% (continued)

         

Consumer Services - 2.3%

         

Frontdoor

     

39,565

b

1,806,142

 

Hilton Grand Vacations

     

29,970

b

645,554

 

International Game Technology

     

32,300

a

272,289

 

Marriott Vacations Worldwide

     

25,854

 

2,322,464

 

SeaWorld Entertainment

     

32,000

a,b

577,920

 

ServiceMaster Global Holdings

     

51,337

b

1,688,987

 

The Cheesecake Factory

     

87,965

a

1,889,488

 
       

9,202,844

 

Diversified Financials - 2.4%

         

Artisan Partners Asset Management, Cl. A

     

95,193

 

2,757,741

 

Houlihan Lokey

     

48,047

 

2,905,883

 

Stifel Financial

     

88,280

 

4,211,839

 
       

9,875,463

 

Energy - 1.0%

         

Dril-Quip

     

41,108

b

1,249,272

 

Forum Energy Technologies

     

79,400

b

23,026

 

ION Geophysical

     

19,024

b

44,897

 

Oil States International

     

28,100

b

119,144

 

Parsley Energy, Cl. A

     

125,032

 

1,142,792

 

Patterson-UTI Energy

     

37,000

a

136,530

 

SEACOR Holdings

     

17,770

b

476,236

 

Superior Energy Services

     

9,520

a,b

9,370

 

TETRA Technologies

     

113,790

b

37,551

 

World Fuel Services

     

36,110

 

920,083

 
       

4,158,901

 

Food & Staples Retailing - .2%

         

Casey's General Stores

     

4,470

 

713,993

 

The Andersons

     

22,250

 

288,360

 
       

1,002,353

 

Food, Beverage & Tobacco - 4.5%

         

Darling Ingredients

     

251,918

b

5,872,208

 

Lancaster Colony

     

8,165

 

1,253,001

 

Landec

     

135,020

a,b

1,440,663

 

National Beverage

     

45,897

a,b

2,615,211

 

Nomad Foods

     

59,715

b

1,264,764

 

Sanderson Farms

     

8,010

 

1,057,480

 

The Hain Celestial Group

     

40,600

a,b

1,278,088

 

TreeHouse Foods

     

68,066

b

3,587,759

 
       

18,369,174

 

Health Care Equipment & Services - 4.9%

         

Acadia Healthcare

     

46,500

a,b

1,330,365

 

Accuray

     

214,090

b

449,589

 

10

 

               
 

Description

     

Shares

 

Value ($)

 

Common Stocks - 97.0% (continued)

         

Health Care Equipment & Services - 4.9% (continued)

         

AMN Healthcare Services

     

14,290

b

633,904

 

AtriCure

     

25,800

b

1,233,498

 

Avanos Medical

     

17,500

b

508,550

 

BioTelemetry

     

9,790

a,b

461,892

 

CONMED

     

5,680

 

416,969

 

Encompass Health

     

14,030

 

1,027,698

 

Globus Medical, Cl. A

     

15,205

b

830,953

 

Haemonetics

     

5,310

b

582,401

 

HealthEquity

     

18,270

b

1,132,192

 

Integer Holdings

     

30,288

b

2,398,204

 

LHC Group

     

7,145

b

1,161,134

 

MEDNAX

     

30,400

b

472,112

 

Merit Medical Systems

     

21,140

a,b

951,089

 

Mesa Laboratories

     

9,155

a

2,419,209

 

Molina Healthcare

     

8,500

b

1,579,470

 

Natus Medical

     

24,820

b

531,148

 

OraSure Technologies

     

47,700

b

693,558

 

Patterson Companies

     

58,800

a

1,157,772

 
       

19,971,707

 

Household & Personal Products - .4%

         

WD-40

     

9,430

 

1,809,145

 

Insurance - 2.9%

         

AMERISAFE

     

16,640

 

1,021,363

 

eHealth

     

6,230

b

812,517

 

First American Financial

     

14,900

 

752,301

 

Horace Mann Educators

     

62,813

 

2,293,931

 

Kemper

     

15,991

 

1,013,829

 

Primerica

     

27,558

 

3,131,691

 

RLI

     

23,047

 

1,819,791

 

Stewart Information Services

     

31,160

 

960,351

 
       

11,805,774

 

Materials - 6.1%

         

Allegheny Technologies

     

185,763

b

1,612,423

 

Avery Dennison

     

18,720

 

2,071,742

 

Balchem

     

10,075

 

1,014,049

 

Cleveland-Cliffs

     

75,630

a

394,789

 

Crown Holdings

     

38,000

b

2,486,340

 

Eagle Materials

     

17,180

 

1,146,937

 

Ingevity

     

11,795

b

621,243

 

Louisiana-Pacific

     

117,066

 

2,763,929

 

Materion

     

28,630

 

1,503,075

 

Mercer International

     

117,517

 

948,362

 

PolyOne

     

107,340

 

2,659,885

 

11

 

STATEMENT OF INVESTMENTS (Unaudited) (continued)

               
 

Description

     

Shares

 

Value ($)

 

Common Stocks - 97.0% (continued)

         

Materials - 6.1% (continued)

         

Silgan Holdings

     

38,220

 

1,278,077

 

Stepan

     

13,247

 

1,287,079

 

The Scotts Miracle-Gro Company

     

36,025

 

5,136,084

 
       

24,924,014

 

Media & Entertainment - 1.3%

         

Criteo, ADR

     

126,766

b

1,299,351

 

Gray Television

     

136,347

b

1,900,677

 

Nexstar Media Group, Cl. A

     

24,735

 

2,060,673

 
       

5,260,701

 

Pharmaceuticals Biotechnology & Life Sciences - 5.0%

         

ACADIA Pharmaceuticals

     

19,260

a,b

956,837

 

Amneal Pharmaceuticals

     

141,000

a,b

686,670

 

Anika Therapeutics

     

32,582

b

1,092,474

 

Ascendis Pharma, ADR

     

4,405

a,b

640,883

 

Axsome Therapeutics

     

8,980

a,b

691,280

 

Bioxcel Therapeutics

     

8,065

b

375,506

 

Charles River Laboratories International

     

33,529

b

6,023,820

 

Deciphera Pharmaceuticals

     

12,095

b

708,404

 

Dicerna Pharmaceuticals

     

19,235

b

414,899

 

Emergent BioSolutions

     

2,390

b

199,541

 

Esperion Therapeutics

     

20,335

a,b

861,594

 

FibroGen

     

11,175

b

373,692

 

Fluidigm

     

212,825

b

927,917

 

Intersect ENT

     

33,400

b

372,410

 

Invitae

     

30,955

a,b

520,663

 

Iovance Biotherapeutics

     

12,825

a,b

411,554

 

Karuna Therapeutics

     

6,230

b

584,748

 

Luminex

     

34,800

 

1,084,368

 

Momenta Pharmaceuticals

     

9,705

b

305,513

 

NanoString Technologies

     

31,200

b

952,536

 

Natera

     

12,090

b

530,147

 

Novavax

     

5,075

a,b

233,653

 

Quanterix

     

16,485

b

454,821

 

Reata Pharmaceuticals, Cl. A

     

1,650

a,b

239,778

 

Repligen

     

6,155

b

806,120

 
       

20,449,828

 

Real Estate - 4.3%

         

Corporate Office Properties Trust

     

90,941

c

2,270,797

 

Hudson Pacific Properties

     

29,550

c

714,224

 

Industrial Logistics Properties Trust

     

55,370

c

1,038,188

 

MGM Growth Properties, Cl. A

     

111,474

a,c

3,091,174

 

Physicians Realty Trust

     

116,287

c

2,008,276

 

QTS Realty Trust, Cl. A

     

71,498

c

4,904,763

 

12

 

               
 

Description

     

Shares

 

Value ($)

 

Common Stocks - 97.0% (continued)

         

Real Estate - 4.3% (continued)

         

Rexford Industrial Realty

     

31,620

c

1,258,476

 

Terreno Realty

     

25,115

c

1,285,637

 

UMH Properties

     

95,850

c

1,196,208

 
       

17,767,743

 

Retailing - 1.1%

         

1-800-Flowers.com, Cl. A

     

33,530

b

742,354

 

Chico's FAS

     

84,900

 

114,615

 

Express

     

43,170

b

84,613

 

Lithia Motors, Cl. A

     

19,540

a

2,356,329

 

Office Depot

     

240,388

 

593,758

 

RTW RetailWinds

     

45,780

b

20,606

 

The Children's Place

     

10,400

a

433,056

 
       

4,345,331

 

Semiconductors & Semiconductor Equipment - 5.7%

         

Brooks Automation

     

86,441

 

3,455,047

 

Cabot Microelectronics

     

26,424

 

3,827,780

 

CEVA

     

19,830

b

683,540

 

Enphase Energy

     

14,015

a,b

815,533

 

Entegris

     

17,800

 

1,065,864

 

Impinj

     

8,700

b

224,895

 

Inphi

     

5,305

b

666,679

 

Kulicke & Soffa Industries

     

43,140

 

964,610

 

Lattice Semiconductor

     

58,476

b

1,454,298

 

MACOM Technology Solutions Holdings

     

65,155

a,b

2,068,671

 

Onto Innovation

     

27,870

b

866,200

 

Rambus

     

107,580

b

1,671,793

 

Semtech

     

61,871

b

3,290,300

 

Silicon Laboratories

     

15,385

b

1,440,959

 

Veeco Instruments

     

76,000

b

892,240

 
       

23,388,409

 

Software & Services - 5.7%

         

American Software, Cl. A

     

70,338

 

1,368,074

 

Box, Cl. A

     

40,900

b

817,182

 

Cloudera

     

177,400

a,b

1,818,350

 

Conduent

     

157,700

b

376,903

 

FireEye

     

119,700

b

1,493,856

 

Five9

     

7,950

b

828,390

 

Jack Henry & Associates

     

8,909

 

1,611,282

 

KBR

     

68,140

 

1,597,883

 

LivePerson

     

24,360

a,b

912,282

 

Manhattan Associates

     

19,905

b

1,759,602

 

MAXIMUS

     

13,200

 

950,664

 

MobileIron

     

70,800

b

320,016

 

13

 

STATEMENT OF INVESTMENTS (Unaudited) (continued)

               
 

Description

     

Shares

 

Value ($)

 

Common Stocks - 97.0% (continued)

         

Software & Services - 5.7% (continued)

         

Nuance Communications

     

118,550

b

2,712,424

 

OneSpan

     

46,800

b

950,976

 

Switch, Cl. A

     

55,710

 

1,064,618

 

Talend, ADR

     

16,400

a,b

505,612

 

The Hackett Group

     

23,330

 

321,721

 

TiVo

     

115,990

b

706,379

 

Unisys

     

114,200

b

1,297,312

 

Verint Systems

     

44,969

b

2,085,213

 
       

23,498,739

 

Technology Hardware & Equipment - 6.3%

         

Badger Meter

     

24,501

 

1,499,216

 

Ciena

     

62,130

b

3,433,304

 

Coherent

     

18,371

a,b

2,667,653

 

Diebold Nixdorf

     

94,400

b

452,176

 

II-VI

     

76,102

a,b

3,617,128

 

Infinera

     

168,520

a,b

839,230

 

Itron

     

27,730

b

1,786,367

 

Kimball Electronics

     

56,020

b

794,924

 

Knowles

     

24,540

b

369,082

 

Lumentum Holdings

     

10,995

b

806,153

 

Methode Electronics

     

11,270

 

353,315

 

National Instruments

     

22,080

 

854,938

 

NCR

     

30,480

a,b

550,164

 

OSI Systems

     

12,410

b

940,306

 

Plexus

     

22,799

b

1,464,152

 

Quantum

     

44,503

b

160,211

 

Radware

     

14,200

b

338,244

 

Ribbon Communications

     

112,000

b

492,800

 

Stratasys

     

36,300

a,b

648,318

 

Viavi Solutions

     

106,100

b

1,229,699

 

Vishay Intertechnology

     

156,997

 

2,552,771

 
       

25,850,151

 

Telecommunication Services - .4%

         

Bandwidth, Cl. A

     

10,620

a,b

1,177,227

 

Vonage Holdings

     

42,400

b

408,312

 
       

1,585,539

 

Transportation - 1.3%

         

Avis Budget Group

     

33,400

a,b

719,102

 

Danaos

     

5,271

b

21,242

 

Forward Air

     

14,650

 

727,812

 

Kirby

     

13,770

b

706,126

 

Landstar System

     

18,051

 

2,098,609

 

Marten Transport

     

27,115

 

693,873

 

14

 

               
 

Description

     

Shares

 

Value ($)

 

Common Stocks - 97.0% (continued)

         

Transportation - 1.3% (continued)

         

Ryder System

     

8,570

 

293,608

 
       

5,260,372

 

Utilities - 3.1%

         

ALLETE

     

24,045

 

1,412,163

 

American States Water

     

9,150

 

750,391

 

Atlantic Power

     

757,710

a,b

1,591,191

 

Chesapeake Utilities

     

16,120

 

1,456,281

 

NorthWestern

     

7,400

 

444,888

 

Ormat Technologies

     

17,626

 

1,283,349

 

South Jersey Industries

     

114,435

a

3,245,376

 

Southwest Gas Holdings

     

15,750

 

1,196,212

 

Vistra Energy

     

70,852

 

1,448,215

 
       

12,828,066

 

Total Common Stocks (cost $345,598,297)

     

396,609,946

 
               

Exchange-Traded Funds - .5%

         

Registered Investment Companies - .5%

         

iShares Russell 2000 ETF
(cost $1,673,497)

     

14,500

a

2,014,050

 
   

1-Day
Yield (%)

         

Investment Companies - 2.2%

         

Registered Investment Companies - 2.2%

         

Dreyfus Institutional Preferred Government Plus Money Market Fund
(cost $8,902,318)

 

0.21

 

8,902,318

d

8,902,318

 
               

Investment of Cash Collateral for Securities Loaned - 2.2%

         

Registered Investment Companies - 2.2%

         

Dreyfus Institutional Preferred Government Plus Money Market Fund
(cost $8,950,645)

 

0.21

 

8,950,645

d

8,950,645

 

Total Investments (cost $365,124,757)

 

101.9%

 

416,476,959

 

Liabilities, Less Cash and Receivables

 

(1.9%)

 

(7,630,566)

 

Net Assets

 

100.0%

 

408,846,393

 

ADR—American Depository Receipt
ETF—Exchange-Traded Fund
a Security, or portion thereof, on loan. At May 31, 2020, the value of the fund’s securities on loan was $48,820,157 and the value of the collateral was $50,752,477, consisting of cash collateral of $8,950,645 and U.S. Government & Agency securities valued at $41,801,832.
b Non-income producing security.
c Investment in real estate investment trust within the United States.
d Investment in affiliated issuer. The investment objective of this investment company is publicly available and can be found within the investment company’s prospectus.

15

 

STATEMENT OF INVESTMENTS (Unaudited) (continued)

   

Portfolio Summary (Unaudited)

Value (%)

Industrials

22.6

Information Technology

17.8

Financials

16.5

Health Care

9.9

Consumer Discretionary

8.8

Materials

6.1

Consumer Staples

5.2

Investment Companies

4.9

Real Estate

4.3

Utilities

3.1

Communication Services

1.7

Energy

1.0

 

101.9

 Based on net assets.
See notes to financial statements.

16

 

STATEMENT OF INVESTMENTS IN AFFILIATED ISSUERS (Unaudited)

             

Investment Companies

Value
11/30/19($)

Purchases($)

Sales($)

Value
5/31/20($)

Net
Assets(%)

Dividend/
Distributions($)

Registered Investment Companies;

Dreyfus Institutional Preferred Government Plus Money Market Fund

12,306,693

163,429,413

(166,833,788)

8,902,318

2.2

66,961

Investment of Cash Collateral for Securities Loaned:

Dreyfus Institutional Preferred Government Plus Money Market Fund

13,991,191

35,914,214

(40,954,760)

8,950,645

2.2

-

Total

26,297,884

199,343,627

(207,788,548)

17,852,963

4.4

66,961

See notes to financial statements.

17

 

STATEMENT OF ASSETS AND LIABILITIES

May 31, 2020 (Unaudited)

             

 

 

 

 

 

 

 

 

 

 

Cost

 

Value

 

Assets ($):

 

 

 

 

Investments in securities—See Statement of Investments
(including securities on loan, valued at $48,820,157)—Note 1(c):

 

 

 

Unaffiliated issuers

347,271,794

 

398,623,996

 

Affiliated issuers

 

17,852,963

 

17,852,963

 

Receivable for investment securities sold

 

4,665,195

 

Receivable for shares of Common Stock subscribed

 

462,756

 

Dividends and securities lending income receivable

 

335,157

 

Prepaid expenses

 

 

 

 

37,812

 

 

 

 

 

 

421,977,879

 

Liabilities ($):

 

 

 

 

Due to BNY Mellon Investment Adviser, Inc. and affiliates—Note 3(c)

 

315,518

 

Cash overdraft due to Custodian

 

 

 

 

891,762

 

Liability for securities on loan—Note 1(c)

 

8,950,645

 

Payable for investment securities purchased

 

2,368,623

 

Payable for shares of Common Stock redeemed

 

550,514

 

Directors’ fees and expenses payable

 

8,652

 

Other accrued expenses

 

 

 

 

45,772

 

 

 

 

 

 

13,131,486

 

Net Assets ($)

 

 

408,846,393

 

Composition of Net Assets ($):

 

 

 

 

Paid-in capital

 

 

 

 

386,489,351

 

Total distributable earnings (loss)

 

 

 

 

22,357,042

 

Net Assets ($)

 

 

408,846,393

 

           

Net Asset Value Per Share

Class A

Class C

Class I

Class Y

 

Net Assets ($)

888,732

92,652

10,876,090

396,988,919

 

Shares Outstanding

46,809

5,473

562,654

20,577,916

 

Net Asset Value Per Share ($)

18.99

16.93

19.33

19.29

 

 

 

 

 

 

 

See notes to financial statements.

 

 

 

 

 

18

 

STATEMENT OF OPERATIONS

Six Months Ended May 31, 2020 (Unaudited)

             

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Investment Income ($):

 

 

 

 

Income:

 

 

 

 

Cash dividends (net of $1,296 foreign taxes withheld at source):

 

Unaffiliated issuers

 

 

3,583,812

 

Affiliated issuers

 

 

66,961

 

Income from securities lending—Note 1(c)

 

 

127,248

 

Total Income

 

 

3,778,021

 

Expenses:

 

 

 

 

Management fee—Note 3(a)

 

 

2,203,802

 

Professional fees

 

 

42,871

 

Registration fees

 

 

33,307

 

Directors’ fees and expenses—Note 3(d)

 

 

25,114

 

Custodian fees—Note 3(c)

 

 

19,903

 

Chief Compliance Officer fees—Note 3(c)

 

 

16,279

 

Shareholder servicing costs—Note 3(c)

 

 

6,810

 

Prospectus and shareholders’ reports

 

 

6,096

 

Loan commitment fees—Note 2

 

 

5,081

 

Distribution fees—Note 3(b)

 

 

822

 

Miscellaneous

 

 

17,498

 

Total Expenses

 

 

2,377,583

 

Less—reduction in expenses due to undertaking—Note 3(a)

 

 

(841)

 

Net Expenses

 

 

2,376,742

 

Investment Income—Net

 

 

1,401,279

 

Realized and Unrealized Gain (Loss) on Investments—Note 4 ($):

 

 

Net realized gain (loss) on investments

(23,457,582)

 

Net change in unrealized appreciation (depreciation) on investments

(62,562,376)

 

Net Realized and Unrealized Gain (Loss) on Investments

 

 

(86,019,958)

 

Net (Decrease) in Net Assets Resulting from Operations

 

(84,618,679)

 

 

 

 

 

 

 

 

See notes to financial statements.

         

19

 

STATEMENT OF CHANGES IN NET ASSETS

                   

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Six Months Ended
May 31, 2020 (Unaudited)

 

Year Ended
November 30, 2019

 

Operations ($):

 

 

 

 

 

 

 

 

Investment income—net

 

 

1,401,279

 

 

 

2,922,839

 

Net realized gain (loss) on investments

 

(23,457,582)

 

 

 

10,986,108

 

Net change in unrealized appreciation
(depreciation) on investments

 

(62,562,376)

 

 

 

5,498,777

 

Net Increase (Decrease) in Net Assets
Resulting from Operations

(84,618,679)

 

 

 

19,407,724

 

Distributions ($):

 

Distributions to shareholders:

 

 

 

 

 

 

 

 

Class A

 

 

(22,327)

 

 

 

(110,050)

 

Class C

 

 

(6,338)

 

 

 

(66,106)

 

Class I

 

 

(347,742)

 

 

 

(2,598,752)

 

Class Y

 

 

(13,642,241)

 

 

 

(78,332,501)

 

Total Distributions

 

 

(14,018,648)

 

 

 

(81,107,409)

 

Capital Stock Transactions ($):

 

Net proceeds from shares sold:

 

 

 

 

 

 

 

 

Class A

 

 

62,910

 

 

 

172,405

 

Class C

 

 

-

 

 

 

61,907

 

Class I

 

 

4,287,568

 

 

 

10,583,723

 

Class Y

 

 

36,469,693

 

 

 

56,189,198

 

Distributions reinvested:

 

 

 

 

 

 

 

 

Class A

 

 

22,065

 

 

 

108,467

 

Class C

 

 

6,160

 

 

 

65,008

 

Class I

 

 

279,227

 

 

 

2,072,895

 

Class Y

 

 

5,611,816

 

 

 

33,919,144

 

Cost of shares redeemed:

 

 

 

 

 

 

 

 

Class A

 

 

(129,350)

 

 

 

(149,257)

 

Class C

 

 

(284,261)

 

 

 

(199,960)

 

Class I

 

 

(7,240,157)

 

 

 

(19,225,627)

 

Class Y

 

 

(127,378,644)

 

 

 

(229,849,785)

 

Increase (Decrease) in Net Assets
from Capital Stock Transactions

(88,292,973)

 

 

 

(146,251,882)

 

Total Increase (Decrease) in Net Assets

(186,930,300)

 

 

 

(207,951,567)

 

Net Assets ($):

 

Beginning of Period

 

 

595,776,693

 

 

 

803,728,260

 

End of Period

 

 

408,846,393

 

 

 

595,776,693

 

20

 

                   

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Six Months Ended
May 31, 2020 (Unaudited)

 

Year Ended
November 30, 2019

 

Capital Share Transactions (Shares):

 

Class Aa,b

 

 

 

 

 

 

 

 

Shares sold

 

 

3,663

 

 

 

8,195

 

Shares issued for distributions reinvested

 

 

1,033

 

 

 

5,940

 

Shares redeemed

 

 

(8,669)

 

 

 

(7,120)

 

Net Increase (Decrease) in Shares Outstanding

(3,973)

 

 

 

7,015

 

Class Cb

 

 

 

 

 

 

 

 

Shares sold

 

 

-

 

 

 

3,243

 

Shares issued for distributions reinvested

 

 

323

 

 

 

3,942

 

Shares redeemed

 

 

(16,516)

 

 

 

(10,748)

 

Net Increase (Decrease) in Shares Outstanding

(16,193)

 

 

 

(3,563)

 

Class Ia

 

 

 

 

 

 

 

 

Shares sold

 

 

223,156

 

 

 

495,011

 

Shares issued for distributions reinvested

 

 

12,980

 

 

 

111,506

 

Shares redeemed

 

 

(379,113)

 

 

 

(920,408)

 

Net Increase (Decrease) in Shares Outstanding

(142,977)

 

 

 

(313,891)

 

Class Ya

 

 

 

 

 

 

 

 

Shares sold

 

 

2,015,539

 

 

 

2,676,747

 

Shares issued for distributions reinvested

 

 

262,316

 

 

 

1,826,449

 

Shares redeemed

 

 

(7,302,679)

 

 

 

(10,760,520)

 

Net Increase (Decrease) in Shares Outstanding

(5,024,824)

 

 

 

(6,257,324)

 

 

 

 

 

 

 

 

 

 

 

aDuring the period ended May 31, 2020, 186,007 Class Y shares representing $3,681,400 were exchanged for 185,703 Class I shares. During the period ended November 30, 2019, 478,261 Class Y shares representing $10,173,491 were exchanged for 477,696 Class I shares, 329 Class Y shares representing $7,445 were exchanged for 335 Class A shares.

 

bDuring the period ended May 31, 2020, 43 Class C shares representing $574 were automatically converted to 38 Class A shares. During the period ended November 30, 2019, 215 Class C shares representing $4,177 were automatically converted to 194 Class A shares.

 

See notes to financial statements.

               

21

 

FINANCIAL HIGHLIGHTS

The following tables describe the performance for each share class for the fiscal periods indicated. All information (except portfolio turnover rate) reflects financial results for a single fund share. Total return shows how much your investment in the fund would have increased (or decreased) during each period, assuming you had reinvested all dividends and distributions. These figures have been derived from the fund’s financial statements.

             
             
 

Six Months Ended

         
 

May 31, 2020

Year Ended November 30,

Class A Shares

(Unaudited)

2019

2018

2017

2016

2015

Per Share Data ($):

           

Net asset value, beginning of period

22.15

23.94

26.44

22.72

22.02

24.89

Investment Operations:

           

Investment income (loss)—neta

.02

.02

(.01)

.00b

.09

.07

Net realized and unrealized
gain (loss) on investments

(2.74)

.86

(.98)

3.79

2.02

(.02)

Total from Investment Operations

(2.72)

.88

(.99)

3.79

2.11

.05

Distributions:

           

Dividends from investment income—net

(.01)

-

-

(.07)

(.11)

(.00)b

Dividends from net realized
gain on investments

(.43)

(2.67)

(1.51)

-

(1.30)

(2.92)

Total Distributions

(.44)

(2.67)

(1.51)

(.07)

(1.41)

(2.92)

Net asset value, end of period

18.99

22.15

23.94

26.44

22.72

22.02

Total Return (%)c

(12.48)d

6.07

(3.93)

16.74

10.72

.01

Ratios/Supplemental Data (%):

           

Ratio of total expenses
to average net assets

1.42e

1.38

1.35

1.30

1.30

1.29

Ratio of net expenses
to average net assets

1.30e

1.30

1.30

1.28

1.30

1.29

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

.24e

.12

(.05)

.01

.44

.31

Portfolio Turnover Rate

35.66d

57.74

58.85

67.90

66.57

65.39

Net Assets, end of period ($ x 1,000)

889

1,125

1,048

1,076

2,862

2,250

a Based on average shares outstanding.
b Amount represents less than $.01 per share.
c Exclusive of sales charge.
d Not annualized.
e Annualized.
See notes to financial statements.

22

 

             
             
 

Six Months Ended

         
 

May 31, 2020

Year Ended November 30,

Class C Shares

(Unaudited)

2019

2018

2017

2016

2015

Per Share Data ($):

           

Net asset value, beginning of period

19.86

21.92

24.51

21.15

20.68

23.70

Investment Operations:

           

Investment (loss)—neta

(.04)

(.12)

(.19)

(.16)

(.07)

(.09)

Net realized and unrealized
gain (loss) on investments

(2.46)

.73

(.89)

3.52

1.90

(.01)

Total from Investment Operations

(2.50)

.61

(1.08)

3.36

1.83

(.10)

Distributions:

           

Dividends from investment income—net

-

-

-

-

(.06)

-

Dividends from net realized
gain on investments

(.43)

(2.67)

(1.51)

-

(1.30)

(2.92)

Total Distributions

(.43)

(2.67)

(1.51)

-

(1.36)

(2.92)

Net asset value, end of period

16.93

19.86

21.92

24.51

21.15

20.68

Total Return (%)b

(12.81)c

5.28

(4.65)

15.89

9.94

(.72)

Ratios/Supplemental Data (%):

           

Ratio of total expenses
to average net assets

2.30d

2.12

2.15

2.31

2.33

2.42

Ratio of net expenses
to average net assets

2.05d

2.05

2.05

2.04

2.05

2.04

Ratio of net investment (loss)
to average net assets

(.46)d

(.61)

(.82)

(.74)

(.39)

(.47)

Portfolio Turnover Rate

35.66c

57.74

58.85

67.90

66.57

65.39

Net Assets, end of period ($ x 1,000)

93

430

553

179

146

154

a Based on average shares outstanding.
b Exclusive of sales charge.
c Not annualized.
d Annualized.
See notes to financial statements.

23

 

FINANCIAL HIGHLIGHTS (continued)

             
             
 

Six Months Ended

         
 

May 31, 2020

Year Ended November 30,

Class I Shares

(Unaudited)

2019

2018

2017

2016

2015

Per Share Data ($):

           

Net asset value, beginning of period

22.61

24.41

26.90

23.09

22.36

25.22

Investment Operations:

           

Investment income—neta

.05

.10

.07

.07

.15

.14

Net realized and unrealized
gain (loss) on investments

(2.80)

.86

(1.00)

3.87

2.06

(.03)

Total from Investment Operations

(2.75)

.96

(.93)

3.94

2.21

.11

Distributions:

           

Dividends from
investment income—net

(.10)

(.09)

(.05)

(.13)

(.18)

(.05)

Dividends from net realized
gain on investments

(.43)

(2.67)

(1.51)

-

(1.30)

(2.92)

Total Distributions

(.53)

(2.76)

(1.56)

(.13)

(1.48)

(2.97)

Net asset value, end of period

19.33

22.61

24.41

26.90

23.09

22.36

Total Return (%)

(12.37)b

6.40

(3.63)

17.14

11.09

.26

Ratios/Supplemental Data (%):

           

Ratio of total expenses
to average net assets

1.02c

.99

.97

1.00

.99

.97

Ratio of net expenses
to average net assets

1.02c

.99

.97

.98

.99

.97

Ratio of net investment income
to average net assets

.52c

.45

.27

.29

.75

.62

Portfolio Turnover Rate

35.66b

57.74

58.85

67.90

66.57

65.39

Net Assets, end of period ($ x 1,000)

10,876

15,955

24,890

20,566

16,478

20,731

a Based on average shares outstanding.
b Not annualized.
c Annualized.
See notes to financial statements.

24

 

             
             
 

Six Months Ended

         
 

May 31, 2020

Year Ended November 30,

Class Y Shares

(Unaudited)

2019

2018

2017

2016

2015

Per Share Data ($):

           

Net asset value, beginning of period

22.59

24.40

26.88

23.08

22.35

25.21

Investment Operations:

           

Investment income—neta

.06

.10

.08

.08

.16

.15

Net realized and unrealized
gain (loss) on investments

(2.81)

.86

(.99)

3.86

2.06

(.03)

Total from Investment Operations

(2.75)

.96

(.91)

3.94

2.22

.12

Distributions:

           

Dividends
from investment income—net

(.12)

(.10)

(.06)

(.14)

(.19)

(.06)

Dividends from net realized
gain on investments

(.43)

(2.67)

(1.51)

-

(1.30)

(2.92)

Total Distributions

(.55)

(2.77)

(1.57)

(.14)

(1.49)

(2.98)

Net asset value, end of period

19.29

22.59

24.40

26.88

23.08

22.35

Total Return (%)

(12.37)b

6.41

(3.56)

17.15

11.13

.31

Ratios/Supplemental Data (%):

           

Ratio of total expenses
to average net assets

.97c

.95

.94

.94

.95

.95

Ratio of net expenses
to average net assets

.97c

.95

.94

.93

.95

.95

Ratio of net investment income
to average net assets

.58c

.48

.31

.35

.79

.65

Portfolio Turnover Rate

35.66b

57.74

58.85

67.90

66.57

65.39

Net Assets, end of period ($ x 1,000)

396,990

578,267

777,237

942,613

797,087

770,763

a Based on average shares outstanding.
b Not annualized.
c Annualized.
See notes to financial statements.

25

 

NOTES TO FINANCIAL STATEMENTS (Unaudited)

NOTE 1—Significant Accounting Policies:

BNY Mellon Select Managers Small Cap Value Fund (the “fund”) is a separate non-diversified series of BNY Mellon Strategic Funds, Inc. (the “Company”), which is registered under the Investment Company Act of 1940, as amended (the “Act”), as an open-end management investment company and operates as a series company currently offering six series, including the fund. The fund’s investment objective is to seek capital appreciation. BNY Mellon Investment Adviser, Inc. (the “Adviser”), a wholly-owned subsidiary of The Bank of New York Mellon Corporation (“BNY Mellon”), serves as the fund’s investment adviser and the fund’s portfolio allocation manager. Walthausen & Co., LLC (“Walthausen”), Neuberger Berman Investment Advisers LLC (“Neuberger Berman”), Kayne Anderson Rudnick Investment Management, LLC (“Kayne”), Channing Capital Management, LLC (“Channing”) and Eastern Shore Capital Management (“Eastern Shore”) serve as the fund’s sub-investment advisers, each managing an allocated portion of the fund’s portfolio.

The Company’s Board of Directors (the “Board”) approved, effective December 31, 2019 (the “Effective Date”), the termination of the fund’s authorized Class T shares. Prior to the Effective Date, the fund did not offer such Class T shares for purchase. The authorized Class T shares were reallocated to authorized Class Y shares, increasing authorized Class Y shares from 100 million to 200 million.

BNY Mellon Securities Corporation (the “Distributor”), a wholly-owned subsidiary of the Adviser, is the distributor of the fund’s shares. The fund is authorized to issue 500 million shares of $.001 par value Common Stock. The fund currently has authorized four classes of shares: Class A (100 million shares authorized), Class C (100 million shares authorized), Class I (100 million shares authorized) and Class Y (200 million shares authorized). Class A shares generally are subject to a sales charge imposed at the time of purchase. Class C shares are subject to a contingent deferred sales charge (“CDSC”) imposed on Class C shares redeemed within one year of purchase. Class C shares automatically convert to Class A shares ten years after the date of purchase, without the imposition of a sales charge. Class I and Class Y shares are sold at net asset value per share generally to institutional investors. Other differences between the classes include the services offered to and the expenses borne by each class, the allocation of certain transfer agency costs, and certain voting rights. Income, expenses (other than expenses attributable to a specific class), and

26

 

realized and unrealized gains or losses on investments are allocated to each class of shares based on its relative net assets.

The Company accounts separately for the assets, liabilities and operations of each series. Expenses directly attributable to each series are charged to that series’ operations; expenses which are applicable to all series are allocated among them on a pro rata basis.

The Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) is the exclusive reference of authoritative U.S. generally accepted accounting principles (“GAAP”) recognized by the FASB to be applied by nongovernmental entities. Rules and interpretive releases of the Securities and Exchange Commission (“SEC”) under authority of federal laws are also sources of authoritative GAAP for SEC registrants. The fund is an investment company and applies the accounting and reporting guidance of the FASB ASC Topic 946 Financial Services-Investment Companies. The fund’s financial statements are prepared in accordance with GAAP, which may require the use of management estimates and assumptions. Actual results could differ from those estimates.

The Company enters into contracts that contain a variety of indemnifications. The fund’s maximum exposure under these arrangements is unknown. The fund does not anticipate recognizing any loss related to these arrangements.

(a) Portfolio valuation: The fair value of a financial instrument is the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (i.e., the exit price). GAAP establishes a fair value hierarchy that prioritizes the inputs of valuation techniques used to measure fair value. This hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements).

Additionally, GAAP provides guidance on determining whether the volume and activity in a market has decreased significantly and whether such a decrease in activity results in transactions that are not orderly. GAAP requires enhanced disclosures around valuation inputs and techniques used during annual and interim periods.

Various inputs are used in determining the value of the fund’s investments relating to fair value measurements. These inputs are summarized in the three broad levels listed below:

27

 

NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

Level 1—unadjusted quoted prices in active markets for identical investments.

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

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

The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. Valuation techniques used to value the fund’s investments are as follows:

Investments in equity securities are valued at the last sales price on the securities exchange or national securities market on which such securities are primarily traded. Securities listed on the National Market System for which market quotations are available are valued at the official closing price or, if there is no official closing price that day, at the last sales price. For open short positions, asked prices are used for valuation purposes. Bid price is used when no asked price is available. Registered investment companies that are not traded on an exchange are valued at their net asset value. All of the preceding securities are generally categorized within Level 1 of the fair value hierarchy.

Securities not listed on an exchange or the national securities market, or securities for which there were no transactions, are valued at the average of the most recent bid and asked prices. These securities are generally categorized within Level 2 of the fair value hierarchy.

Fair valuing of securities may be determined with the assistance of a pricing service using calculations based on indices of domestic securities and other appropriate indicators, such as prices of relevant ADRs and futures. Utilizing these techniques may result in transfers between Level 1 and Level 2 of the fair value hierarchy.

When market quotations or official closing prices are not readily available, or are determined not to accurately reflect fair value, such as when the value of a security has been significantly affected by events after the close of the exchange or market on which the security is principally traded (for example, a foreign exchange or market), but before the fund calculates its net asset value, the fund may value these investments at fair value as determined in accordance with the procedures approved by the Board. Certain factors may be considered when fair valuing investments such as:

28

 

fundamental analytical data, the nature and duration of restrictions on disposition, an evaluation of the forces that influence the market in which the securities are purchased and sold, and public trading in similar securities of the issuer or comparable issuers. These securities are either categorized within Level 2 or 3 of the fair value hierarchy depending on the relevant inputs used.

For securities where observable inputs are limited, assumptions about market activity and risk are used and such securities are generally categorized within Level 3 of the fair value hierarchy.

The following is a summary of the inputs used as of May 31, 2020 in valuing the fund’s investments:

         
 

Level 1 – Unadjusted
Quoted Prices

Level 2 - Other Significant Observable Inputs

Level 3 -Significant Unobservable Inputs

Total

Assets ($)

     

Investments in Securities:

     

Equity Securities - Common Stocks

396,609,946

-

-

396,609,946

Exchange-Traded Funds

2,014,050

-

-

2,014,050

Investment Companies

17,852,963

-

-

17,852,963

 See Statement of Investments for additional detailed categorizations, if any.

(b) Foreign Taxes: The fund may be subject to foreign taxes (a portion of which may be reclaimable) on income, stock dividends, realized and unrealized capital gains on investments or certain foreign currency transactions. Foreign taxes are recorded in accordance with the fund’s understanding of the applicable foreign tax regulations and rates that exist in the foreign jurisdictions in which the fund invests. These foreign taxes, if any, are paid by the fund and are reflected in the Statements of Operations. Foreign taxes payable or deferred as of May 31, 2020, if any, are disclosed in the fund’s Statements of Assets and Liabilities.

(c) Securities transactions and investment income: Securities transactions are recorded on a trade date basis. Realized gains and losses from securities transactions are recorded on the identified cost basis. Dividend income is recognized on the ex-dividend date and interest income, including, where applicable, accretion of discount and amortization of premium on investments, is recognized on the accrual basis.

29

 

NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

Pursuant to a securities lending agreement with The Bank of New York Mellon, a subsidiary of BNY Mellon and an affiliate of the Adviser, the fund may lend securities to qualified institutions. It is the fund’s policy that, at origination, all loans are secured by collateral of at least 102% of the value of U.S. securities loaned and 105% of the value of foreign securities loaned. Collateral equivalent to at least 100% of the market value of securities on loan is maintained at all times. Collateral is either in the form of cash, which can be invested in certain money market mutual funds managed by the Adviser, or U.S. Government and Agency securities. The fund is entitled to receive all dividends, interest and distributions on securities loaned, in addition to income earned as a result of the lending transaction. Should a borrower fail to return the securities in a timely manner, The Bank of New York Mellon is required to replace the securities for the benefit of the fund or credit the fund with the market value of the unreturned securities and is subrogated to the fund’s rights against the borrower and the collateral. Additionally, the contractual maturity of security lending transactions are on an overnight and continuous basis. During the period ended May 31, 2020, The Bank of New York Mellon earned $27,493 from the lending of the fund’s portfolio securities, pursuant to the securities lending agreement.

(d) Affiliated issuers: Investments in other investment companies advised by the Adviser are considered “affiliated” under the Act.

(e) Risk: Certain events particular to the industries in which the fund’s investments conduct their operations, as well as general economic, political and public health conditions, may have a significant negative impact on the investee’s operations and profitability. In addition, turbulence in financial markets and reduced liquidity in equity, credit and/or fixed income markets may negatively affect many issuers, which could adversely affect the fund. Global economies and financial markets are becoming increasingly interconnected, and conditions and events in one country, region or financial market may adversely impact issuers in a different country, region or financial market. These risks may be magnified if certain events or developments adversely interrupt the global supply chain; in these and other circumstances, such risks might affect companies world-wide.  Recent examples include pandemic risks related to COVID-19 and aggressive measures taken world-wide in response by governments, including closing borders, restricting international and domestic travel, and the imposition of prolonged quarantines of large populations, and by businesses, including changes to operations and reducing staff. To the extent the fund may overweight its investments in certain countries, companies, industries or market sectors, such positions will increase the

30

 

fund’s exposure to risk of loss from adverse developments affecting those countries, companies, industries or sectors.

(f) Dividends and distributions to shareholders: Dividends and distributions are recorded on the ex-dividend date. Dividends from investment income-net and dividends from net realized capital gains, if any, are normally declared and paid annually, but the fund may make distributions on a more frequent basis to comply with the distribution requirements of the Internal Revenue Code of 1986, as amended (the “Code”). To the extent that net realized capital gains can be offset by capital loss carryovers, it is the policy of the fund not to distribute such gains. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from GAAP.

(g) Federal income taxes: It is the policy of the fund to continue to qualify as a regulated investment company, if such qualification is in the best interests of its shareholders, by complying with the applicable provisions of the Code, and to make distributions of taxable income and net realized capital gain sufficient to relieve it from substantially all federal income and excise taxes.

As of and during the period ended May 31, 2020, the fund did not have any liabilities for any uncertain tax positions. The fund recognizes interest and penalties, if any, related to uncertain tax positions as income tax expense in the Statement of Operations. During the period ended May 31, 2020, the fund did not incur any interest or penalties.

Each tax year in the three-year period ended November 30, 2019 remains subject to examination by the Internal Revenue Service and state taxing authorities.

The tax character of distributions paid to shareholders during the fiscal year ended November 30, 2019 was as follows: ordinary income $11,977,345 and long-term capital gains $69,130,064. The tax character of current year distributions will be determined at the end of the current fiscal year.

NOTE 2—Bank Lines of Credit:

The fund participates with other long-term open-end funds managed by the Adviser in a $927 million unsecured credit facility led by Citibank, N.A. (the “Citibank Credit Facility”) and a $300 million unsecured credit facility provided by The Bank of New York Mellon (the “BNYM Credit Facility”), each to be utilized primarily for temporary or emergency purposes, including the financing of redemptions (each, a “Facility”). The Citibank Credit Facility is available in two tranches: (i) Tranche A is in an amount

31

 

NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

equal to $747 million and is available to all long-term open-ended funds, including the fund, and (ii) Tranche B is an amount equal to $180 million and is available only to BNY Mellon Floating Rate Income Fund, a series of BNY Mellon Investment Funds IV, Inc. Prior to March 11, 2020, the Citibank Credit Facility was $1.030 billion with Tranche A available in an amount equal to $830 million and Tranche B available in an amount equal to $200 million. In connection therewith, the fund has agreed to pay its pro rata portion of commitment fees for Tranche A of the Citibank Credit Facility and the BNYM Credit Facility. Interest is charged to the fund based on rates determined pursuant to the terms of the respective Facility at the time of borrowing. During the period ended May 31, 2020, the fund did not borrow under the Facilities.

NOTE 3—Management Fee, Sub-Investment Advisory Fee and Other Transactions with Affiliates:

(a) Pursuant to a management agreement with the Adviser, the management fee is computed at the annual rate of .90% of the value of the fund’s average daily net assets and is payable monthly. The Adviser has contractually agreed, from December 1, 2019 through March 31, 2021, to waive receipt of its fees and/or assume the direct expenses of the fund, so that the direct expenses of none of the classes (excluding Rule 12b-1 Distribution Plan fees, Shareholder Services Plan fees, taxes, interest expense, brokerage commissions, commitment fees on borrowings and extraordinary expenses) exceed 1.05% of the value of the fund’s average daily net assets. On or after March 31, 2021, the Adviser may terminate this expense limitation at any time. The reduction in expenses, pursuant to the undertakings, amounted to $841 during the period ended May 31, 2020.

Pursuant to separate sub-investment advisory agreements between the Adviser and Walthausen, Neuberger Berman, Kayne, Channing and Eastern Shore, each serves as the fund’s sub-investment adviser responsible for the day-to-day management of a portion of the fund’s portfolio. The Adviser pays each sub-investment adviser a monthly fee at an annual percentage of the value of the fund’s average daily net assets. The Adviser has obtained an exemptive order from the SEC (the “Order”), upon which the fund may rely, to use a manager of managers approach that permits the Adviser, subject to certain conditions and approval by the Board, to enter into and materially amend sub-investment advisory agreements with one or more sub-investment advisers who are either unaffiliated with the Adviser or are wholly-owned subsidiaries (as defined under the Act) of the Adviser’s ultimate parent company, BNY Mellon, without obtaining shareholder approval. The Order also allows the fund to

32

 

disclose the sub-investment advisory fee paid by the Adviser to any unaffiliated sub-investment adviser in the aggregate with other unaffiliated sub-investment advisers in documents filed with the SEC and provided to shareholders. In addition, pursuant to the Order, it is not necessary to disclose the sub-investment advisory fee payable by the Adviser separately to a sub-investment adviser that is a wholly-owned subsidiary of BNY Mellon in documents filed with the SEC and provided to shareholders; such fees are to be aggregated with fees payable to the Adviser. The Adviser has ultimate responsibility (subject to oversight by the Board) to supervise any sub-investment adviser and recommend the hiring, termination, and replacement of any sub-investment adviser to the Board.

(b) Under the Distribution Plan adopted pursuant to Rule 12b-1 under the Act, Class C shares pay the Distributor for distributing its shares at an annual rate of .75% of the value of its average daily net assets. During the period ended May 31, 2020, Class C shares were charged $822 pursuant to the Distribution Plan.

(c) Under the Shareholder Services Plan, Class A and Class C shares pay the Distributor at an annual rate of .25% of the value of their average daily net assets for the provision of certain services. The services provided may include personal services relating to shareholder accounts, such as answering shareholder inquiries regarding the fund and providing reports and other information, and services related to the maintenance of shareholder accounts. The Distributor may make payments to Service Agents (securities dealers, financial institutions or other industry professionals) with respect to these services. The Distributor determines the amounts to be paid to Service Agents. During the period ended May 31, 2020, Class A and Class C shares were charged $1,215 and $274, respectively, pursuant to the Shareholder Services Plan.

The fund has an arrangement with the transfer agent whereby the fund may receive earnings credits when positive cash balances are maintained, which are used to offset transfer agency fees. For financial reporting purposes, the fund includes net earnings credits, if any, as an expense offset in the Statement of Operations.

The fund has an arrangement with the custodian whereby the fund will receive interest income or be charged an overdraft fees when cash balances are maintained. For financial reporting purposes, the fund includes this interest income and overdraft fees, if any, as interest income in the Statements of Operations.

The fund compensates BNY Mellon Transfer, Inc., a wholly-owned subsidiary of the Adviser, under a transfer agency agreement for providing

33

 

NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

transfer agency and cash management services for the fund. The majority of transfer agency fees are comprised of amounts paid on a per account basis, while cash management fees are related to fund subscriptions and redemptions. During the period ended May 31, 2020, the fund was charged $2,658 for transfer agency services. These fees are included in Shareholder servicing costs in the Statement of Operations.

The fund compensates The Bank of New York Mellon under a custody agreement for providing custodial services for the fund. These fees are determined based on net assets, geographic region and transaction activity. During the period ended May 31, 2020, the fund was charged $19,903 pursuant to the custody agreement.

During the period ended May 31, 2020, the fund was charged $16,279 for services performed by the Chief Compliance Officer and his staff. These fees are included in Chief Compliance Officer fees in the Statement of Operations.

The components of “Due to BNY Mellon Investment Adviser, Inc. and affiliates” in the Statement of Assets and Liabilities consist of: management fees of $293,602, Distribution Plan fees of $69, Shareholder Services Plan fees of $199, Custodian fees of $14,166, Chief Compliance Officer fees of $6,260 and transfer agency fees of $1,358, which are offset against an expense reimbursement currently in effect in the amount of $136.

(d) Each Board member also serves as a Board member of other funds in the BNY Mellon Family of Funds complex. Annual retainer fees and attendance fees are allocated to each fund based on net assets.

NOTE 4—Securities Transactions:

The aggregate amount of purchases and sales of investment securities, excluding short-term securities, during the period ended May 31, 2020, amounted to $171,316,100 and $271,821,455, respectively.

At May 31, 2020, accumulated net unrealized appreciation on investments was $51,352,202, consisting of $92,067,648 gross unrealized appreciation and $40,715,446 gross unrealized depreciation.

At May 31, 2020, the cost of investments for federal income tax purposes was substantially the same as the cost for financial reporting purposes (see the Statement of Investments).

34

 

LIQUIDITY RISK MANAGEMENT PROGRAM (Unaudited)

Effective June 1, 2019, the fund adopted a liquidity risk management program (the “Liquidity Risk Management Program”) pursuant to the requirements of Rule 22e-4 under the Investment Company Act of 1940, as amended. Rule 22e-4 requires registered open-end funds, including mutual funds and exchange-traded funds but not money market funds, to establish liquidity risk management programs in order to effectively manage fund liquidity and shareholder redemptions. The rule is designed to mitigate the risk that a fund could not meet redemption requests without significantly diluting the interests of remaining investors.

The rule requires the funds to assess, manage and review their liquidity risk at least annually considering applicable factors such as investment strategy and liquidity during normal and foreseeable stressed conditions, including whether the strategy is appropriate for an open-end fund and whether the fund has a relatively concentrated portfolio or large positions in particular issuers. The fund must also assess its use of borrowings and derivatives, short-term and long-term cash flow projections in normal and stressed conditions, holdings of cash and cash equivalents, and borrowing arrangements and other funding sources.

The rule also requires the fund to classify its investments as highly liquid, moderately liquid, less liquid or illiquid based on the number of days the fund expects it would take to liquidate the investment, and to review these classifications at least monthly or more often under certain conditions. The periods range from three or fewer business days for a highly liquid investment to greater than seven calendar days for settlement of a less liquid investment. Illiquid investments are those a fund does not expect to be able to sell or dispose of within seven calendar days without significantly changing the market value. The fund is prohibited from acquiring an investment if, after the acquisition, its holdings of illiquid assets will exceed 15% of its net assets. In addition, if a fund permits redemptions in-kind, the rule requires the fund to establish redemption in-kind policies and procedures governing how and when it will engage in such redemptions.

Pursuant to the rule’s requirements, the Liquidity Risk Management Program has been reviewed and approved by the fund’s board. Furthermore, the board has received a written report prepared by the Program’s Administrator that addresses the operation of the Program, assesses its adequacy and effectiveness and describes any material changes made to the Program.

Assessment of Program

In the opinion of the Program Administrator, the Program approved by the fund board continues to be adequate for the fund and the Program has been implemented effectively. The Program Administrator has monitored the fund’s liquidity risk and the liquidity classification of the securities held by the fund and has determined that the Program is operating effectively.

During the period from June 1, 2019 to March 31, 2020, there were no material changes to the Program and no material liquidity events that impacted the fund. During the period, the fund held sufficient highly liquid assets to meet fund redemptions.

35

 

LIQUIDITY RISK MANAGEMENT PROGRAM (Unaudited) (continued)

Under normal expected foreseeable fund redemption forecasts and foreseeable stressed fund redemption forecasts, the Program Administrator believes that the fund maintains sufficient highly liquid assets to meet expected fund redemptions.

36

 

NOTES

37

 

For More Information

BNY Mellon Select Managers Small Cap Value Fund
240 Greenwich Street
New York, NY 10286

Adviser

BNY Mellon Investment Adviser, Inc.
240 Greenwich Street
New York, NY 10286

Sub-Advisers

Walthausen & Co., LLC
9 Executive Park Drive, Suite B
Clifton Park, NY 12065

Neuberger Berman Investment Advisers, LLC
605 Third Avenue
New York, NY 10158

Kayne Anderson Rudnick Investment
Management, LLC
1800 Avenue of the Stars, Second Floor
Los Angeles, CA 90067

Channing Capital Management, LLC
10 South LaSalle Street
Suite 2401
Chicago, IL 60633

Eastern Shore Capital Management
18 Sewall Street
Marblehead, MA 01945

Custodian

The Bank of New York Mellon
240 Greenwich Street
New York, NY 10286

Transfer Agent &
Dividend Disbursing Agent

BNY Mellon Transfer, Inc.
240 Greenwich Street
New York, NY 10286

Distributor

BNY Mellon Securities Corporation
240 Greenwich Street
New York, NY 10286

   

Ticker Symbols:    Class A: DMVAX Class C: DMECX Class I: DMVIX Class Y: DMVYX

Telephone Call your financial representative or 1-800-373-9387

Mail The BNY Mellon Family of Funds, 144 Glenn Curtiss Boulevard, Uniondale, NY 11556-0144

E-mail Send your request to info@bnymellon.com

Internet Information can be viewed online or downloaded at www.bnymellonim.com/us

The fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission (“SEC”) for the first and third quarters of each fiscal year on Form N-PORT. The fund’s Forms N-PORT are available on the SEC’s website at www.sec.gov.

A description of the policies and procedures that the fund uses to determine how to vote proxies relating to portfolio securities and information regarding how the fund voted these proxies for the most recent 12-month period ended June 30 is available at www.bnymellonim.com/us and on the SEC’s website at www.sec.gov and without charge, upon request, by calling 1-800-373-9387.

   

© 2020 BNY Mellon Securities Corporation
6246SA0520

 


 

BNY Mellon U.S. Equity Fund

 

SEMIANNUAL REPORT

May 31, 2020

 

 

 

Save time. Save paper. View your next shareholder report online as soon as it’s available. Log into www.bnymellonim.com/us and sign up for eCommunications. It’s simple and only takes a few minutes.

 

The views expressed in this report reflect those of the portfolio manager(s) only through the end of the period covered and do not necessarily represent the views of BNY Mellon Investment Adviser, Inc. or any other person in the BNY Mellon Investment Adviser, Inc. organization. Any such views are subject to change at any time based upon market or other conditions and BNY Mellon Investment Adviser, Inc. disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a fund in the BNY Mellon Family of Funds are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any fund in the BNY Mellon Family of Funds.

 

Not FDIC-Insured • Not Bank-Guaranteed • May Lose Value

 

Contents

T H E F U N D

   

                                   A Letter from the President of

 

BNY Mellon Investment Adviser, Inc.

2

Discussion of Fund Performance

3

Understanding Your Fund’s Expenses

6

                                    Comparing Your Fund’s Expenses

 

With Those of Other Funds

6

Statement of Investments

7

                                     Statement of Investments

 

in Affiliated Issuers

10

Statement of Assets and Liabilities

11

Statement of Operations

12

Statement of Changes in Net Assets

13

Financial Highlights

15

Notes to Financial Statements

19

Liquidity Risk Management Program

27

F O R  M O R E  I N F O R M AT I O N

 

Back Cover

 

       
 


BNY Mellon U.S. Equity Fund

 

The Fund

A LETTER FROM THE PRESIDENT OF BNY MELLON INVESTMENT ADVISER, INC.

Dear Shareholder:

We are pleased to present this semiannual report for BNY Mellon U.S. Equity Fund, covering the six-month period from December 1, 2019 through May 31, 2020. For information about how the fund performed during the reporting period, as well as general market perspectives, we provide a Discussion of Fund Performance on the pages that follow.

Stock markets performed well over the last month of 2019. Accommodative policies from the U.S. Federal Reserve (the “Fed”), paired with healthy U.S. consumer spending, helped support valuations. Markets were further supported by a December announcement that the first phase of a trade deal with China was in process. U.S. equity markets reached new highs during the final month of 2019. However, the euphoria was short-lived, as concerns over the spread of COVID-19 roiled markets during the first several months of 2020. As the virus spread across the globe, concerns about the economic effects of a widespread quarantine worked to depress equity valuations. Stocks posted historic losses in March 2020, but regained ground in April and May.

In fixed-income markets, interest rates were heavily influenced by changes in Fed policy and investor concern over COVID-19. As stocks rallied in December 2019, Treasury bond prices declined, and rates across much of the yield curve rose until early in 2020, when the threat posed by COVID-19 began to emerge. A flight-to-quality ensued, and rates fell significantly. March 2020 brought high volatility and risk-asset spread widening. The Fed cut rates twice in March, resulting in an overnight lending target rate of nearly zero, and the government launched a large stimulus package. In April and May 2020, risk-asset prices recovered some of their prior losses, as investors turned their attention toward a possible economic recovery. Investment-grade bonds generally posted positive returns for the period.

We believe the near-term outlook for the U.S. will be challenging, as the country curbs the spread of COVID-19 and determines a path forward for recovery. However, we are confident that once the economic effects of the virus have been mitigated, the economy will rebound. As always, we will monitor relevant data for signs of change. We encourage you to discuss the risks and opportunities in today’s investment environment with your financial advisor.

Thank you for your continued confidence and support.

Sincerely,

Renee LaRoche-Morris
President
BNY Mellon Investment Adviser, Inc.

June 15, 2020

2

 

DISCUSSION OF FUND PERFORMANCE (Unaudited)

For the period from December 1, 2019 through May 31, 2020, as provided by Charlie Macquaker, Roy Leckie and Jane Henderson, the three members of the Investment Executive at Walter Scott & Partners Limited (WS), Sub-Investment Adviser

Market and Fund Performance Overview

For the six-month period ended May 31, 2020, the BNY Mellon U.S. Equity Fund’s Class A shares achieved a return of -2.24%, Class C shares returned -2.56%, Class I shares returned -2.07% and Class Y shares returned -2.05%.1 In comparison, the fund’s benchmark, the MSCI USA Index (the “Index”), achieved a return of -1.84% over the same period.2

U.S. equities lost ground over the period amid pockets of volatility brought on by the COVID-19 pandemic. The fund slightly lagged the index for the period, due primarily to stock selection within the information technology and consumer discretionary sectors.

The Fund’s Investment Approach

The fund seeks long-term total return. To pursue its goal, the fund normally invests at least 80% of its net assets, plus any borrowings for investment purposes, in equity securities of companies located in the United States. The fund may invest in the securities of companies of any market capitalization. Walter Scott seeks investment opportunities in companies with fundamental strengths that indicate the potential for sustainable growth. Walter Scott focuses on individual stock selection, building the fund’s portfolio from the bottom up through extensive fundamental research. The investment process begins with the screening of reported company financials. Companies that meet certain broad, absolute and trend criteria are candidates for more detailed financial analysis. The fund’s Investment Team collectively reviews and selects those stocks that meet Walter Scott’s criteria, and where the expected growth rate is combined with a reasonable valuation for the underlying equity. Market capitalization and sector allocations are a residual of, not part of, the investment process, because the Investment Team’s sole focus is on the analysis of and investment in individual companies.

Geopolitics, COVID-19 and Central Banks Influence Markets

Equity markets were affected by an array of geopolitical developments in late 2019, ranging from civil protests in Hong Kong to an impeachment inquiry against the U.S. president and the Brexit saga in the U.K. After alternating signs of progress and deterioration in the U.S./China trade dispute, the year concluded with President Trump indicating that he would sign the first phase of a deal. Investor optimism helped fuel a rally that pushed U.S. equity indices to new record highs in December 2019.

Volatility reentered equity markets in January, due to concerns over the spread of COVID-19 and the resulting economic implications. Although some indices hit new record highs in early February 2020, investor sentiment shifted later in the month, due to increasing virus cases in the U.S. A sell-off began that accelerated through late March 2020, eliminating gains for many areas of the capital markets, and sending some equity indices into bear market territory. Asset valuations came under additional pressure from the Russia/Saudi Arabia oil conflict, which caused the price of oil to fall precipitously. The U.S. Federal Reserve (the “Fed”) cut rates twice in March 2020 in an effort to support the economy. Large numbers of

3

 

DISCUSSION OF FUND PERFORMANCE (Unaudited) (continued)

people were laid off, after several states ordered non-essential businesses closed. A landmark $2 trillion-dollar stimulus deal was signed the final Friday in March, in an effort to provide much needed cash to households and loans to small businesses. Markets stabilized, and many indices gained ground in April and May 2020.

Stock Selection Drove Fund Results

Stock selection within the information technology, consumer discretionary and industrials sectors detracted from relative returns. Within consumer discretionary, a position in Starbucks was among the leading detractors. The company closed many of its stores in the spring due to the spread of COVID-19. In addition, share buybacks have weakened the company’s balance sheet to a point beyond our comfort level. This, combined with their compromised ability to get their products to market, led us to exit the position. Within industrials, machinery company Flowserve and structural materials company Hexcel were among the top negative contributors. Hexcel was negatively affected when demand for their products, particularly aerospace-related output, was hurt by the pandemic. Elsewhere in the market, communication services company Walt Disney saw its stock price slide on the back of its theme park closures. Within energy, Schlumberger was also among the worst performing stocks during the period. We have since exited the position on the basis of increased balance-sheet risk and weak prospects for earnings recovery.

Conversely, the fund saw positive results stemming from an underweight to the financials sector and successful security selection within the materials sector. Elsewhere in the market, health care companies Eli Lilly & Co and Illumina were among the top contributors to relative returns. Drug manufacturer Eli Lilly benefited from investor optimism that it may develop a therapy for COVID-19. Gene sequencing company Illumina also saw its stock price rise during the period. Information technology companies Microsoft and Adobe Systems also contributed positively. Software company Microsoft saw increasing subscriber numbers for its Teams platform and also benefited from consistent demand for its other products. Adobe Systems also saw its stock price rise on the back of the company’s solid fundamentals, as well as demand for its subscription-based products.

Maintaining a Company-by-Company Approach

Although we do not manage the fund’s investments in response to macroeconomic trends, it is worth noting that while central banks are providing support, it appears as though the economic effects of COVID-19 will be widespread and significant. We expect the economy to slowly strengthen as people adjust to the new normal. We continue to seek companies with strong balance sheets and attractive fundamentals, which we believe will maintain a competitive advantage given the changes to the economy and society that have occurred due to COVID-19.

In that context, our focus remains very much unchanged. We shall continue to identify and invest in market-leading, financially robust companies with the strategic strengths and vision to generate meaningful returns over the long term. Our distinctly long-term lens allows us to focus on the underlying strengths and opportunities of a business. Not only does that approach mean we waste very little time trying to second-guess short-term market moves, but it ensures we are invested in companies that have the attributes we believe are needed to succeed, regardless of the external environment in which they operate. We will continue to

4

 

look for opportunities that benefit investors, potentially capturing gains when the market rallies, and adding to fundamentally strong companies when the market pulls back.

June 15, 2020

1 Total return includes reinvestment of dividends and any capital gains paid and does not take into consideration the maximum initial sales charge in the case of Class A shares, or the applicable contingent deferred sales charge imposed on redemptions in the case of Class C shares. Share price and investment return fluctuate such that upon redemption, fund shares may be worth more or less than their original cost. The fund’s return reflects the absorption of certain fund expenses by BNY Mellon Investment Adviser, Inc. pursuant to an agreement in effect through March 31, 2021, at which time it may be extended, modified or terminated. Had these expenses not been absorbed, returns would have been lower. Past performance is no guarantee of future results.

2 Source: Lipper Inc. — The MSCI USA Index is designed to measure the performance of the large- and mid-cap segments of the U.S. market. It reflects reinvestment of net dividends and, where applicable, capital gain distributions. Investors cannot invest directly in any index.

Please note: the position in any security highlighted with italicized typeface was sold during the reporting period.

Equities are subject generally to market, market sector, market liquidity, issuer and investment style risks, among other factors, to varying degrees, all of which are more fully described in the fund’s prospectus.

Recent market risks include pandemic risks related to COVID-19. The effects of COVID-19 have contributed to increased volatility in global markets and will likely affect certain countries, companies, industries and market sectors more dramatically than others. To the extent the fund may overweight its investments in certain countries, companies, industries or market sectors, such positions will increase the fund’s exposure to risk of loss from adverse developments affecting those countries, companies, industries or sectors.

5

 

UNDERSTANDING YOUR FUND’S EXPENSES (Unaudited)

As a mutual fund investor, you pay ongoing expenses, such as management fees and other expenses. Using the information below, you can estimate how these expenses affect your investment and compare them with the expenses of other funds. You also may pay one-time transaction expenses, including sales charges (loads) and redemption fees, which are not shown in this section and would have resulted in higher total expenses. For more information, see your fund’s prospectus or talk to your financial adviser.

Review your fund’s expenses

The table below shows the expenses you would have paid on a $1,000 investment in BNY Mellon U.S. Equity Fund from December 1, 2019 to May 31, 2020. It also shows how much a $1,000 investment would be worth at the close of the period, assuming actual returns and expenses.

             

Expenses and Value of a $1,000 Investment

 

Assume actual returns for the six months ended May 31, 2020

 

 

 

 

 

 

 

 

 

 

Class A

Class C

Class I

Class Y

 

Expense paid per $1,000

$5.69

$9.38

$4.06

$3.96

 

Ending value (after expenses)

$977.60

$974.40

$979.30

$979.50

 

COMPARING YOUR FUND’S EXPENSES
WITH THOSE OF OTHER FUNDS
(Unaudited)

Using the SEC’s method to compare expenses

The Securities and Exchange Commission (“SEC”) has established guidelines to help investors assess fund expenses. Per these guidelines, the table below shows your fund’s expenses based on a $1,000 investment, assuming a hypothetical 5% annualized return. You can use this information to compare the ongoing expenses (but not transaction expenses or total cost) of investing in the fund with those of other funds. All mutual fund shareholder reports will provide this information to help you make this comparison. Please note that you cannot use this information to estimate your actual ending account balance and expenses paid during the period.

             

Expenses and Value of a $1,000 Investment

 

Assuming a hypothetical 5% annualized return for the six months ended May 31, 2020

 

 

 

 

 

 

 

 

 

 

Class A

Class C

Class I

Class Y

 

Expense paid per $1,000

$5.81

$9.57

$4.14

$4.04

 

Ending value (after expenses)

$1,019.25

$1,015.50

$1,020.90

$1,021.00

 

Expenses are equal to the fund’s annualized expense ratio of 1.15% for Class A, 1.90% for Class C, .82% for Class I and .80% for Class Y, multiplied by the average account value over the period, multiplied by 183/366 (to reflect the one-half year period).

6

 

STATEMENT OF INVESTMENTS

May 31, 2020 (Unaudited)

               
 

Description

     

Shares

 

Value ($)

 

Common Stocks - 96.9%

         

Capital Goods - 8.3%

         

Donaldson

     

218,800

a

10,382,060

 

Fastenal

     

403,800

 

16,660,788

 

Flowserve

     

238,500

 

6,224,850

 

Hexcel

     

306,700

 

11,099,473

 

The Toro Company

     

174,200

 

12,380,394

 
       

56,747,565

 

Consumer Durables & Apparel - 2.5%

         

NIKE, Cl. B

     

174,400

 

17,192,352

 

Consumer Services - 1.9%

         

McDonald's

     

70,800

 

13,191,456

 

Diversified Financials - 1.9%

         

Intercontinental Exchange

     

136,900

 

13,313,525

 

Energy - 1.0%

         

EOG Resources

     

136,820

 

6,973,716

 

Health Care Equipment & Services - 12.0%

         

Cerner

     

212,400

 

15,483,960

 

Edwards Lifesciences

     

57,200

b

12,853,984

 

Henry Schein

     

253,800

b

15,410,736

 

Intuitive Surgical

     

22,100

b

12,818,663

 

ResMed

     

89,300

 

14,361,226

 

Stryker

     

59,500

 

11,645,935

 
       

82,574,504

 

Household & Personal Products - 4.0%

         

Colgate-Palmolive

     

195,400

 

14,133,282

 

The Estee Lauder Companies, Cl. A

     

67,000

 

13,230,490

 
       

27,363,772

 

Materials - 7.5%

         

Ecolab

     

88,100

 

18,728,298

 

FMC

     

162,500

 

15,991,625

 

Linde

     

82,800

 

16,753,752

 
       

51,473,675

 

Media & Entertainment - 3.9%

         

Alphabet, Cl. C

     

11,206

b

16,012,478

 

The Walt Disney Company

     

91,500

 

10,732,950

 
       

26,745,428

 

Pharmaceuticals Biotechnology & Life Sciences - 9.4%

         

Eli Lilly & Co.

     

120,200

 

18,384,590

 

Illumina

     

23,600

b

8,567,980

 

Johnson & Johnson

     

84,100

 

12,509,875

 

Mettler-Toledo International

     

16,900

b

13,435,500

 

7

 

STATEMENT OF INVESTMENTS (Unaudited) (continued)

               
 

Description

     

Shares

 

Value ($)

 

Common Stocks - 96.9% (continued)

         

Pharmaceuticals Biotechnology & Life Sciences - 9.4% (continued)

         

Waters

     

57,400

b

11,471,390

 
       

64,369,335

 

Retailing - 8.1%

         

Booking Holdings

     

6,800

b

11,148,056

 

Dollar General

     

93,300

 

17,867,883

 

O'Reilly Automotive

     

35,100

b

14,645,124

 

The TJX Companies

     

224,300

 

11,834,068

 
       

55,495,131

 

Semiconductors & Semiconductor Equipment - 1.8%

         

Texas Instruments

     

106,400

 

12,633,936

 

Software & Services - 21.5%

         

Adobe

     

43,100

b

16,662,460

 

Ansys

     

48,000

b

13,584,000

 

Automatic Data Processing

     

101,000

 

14,795,490

 

Cognizant Technology Solutions, Cl. A

     

263,000

 

13,939,000

 

Jack Henry & Associates

     

67,600

 

12,226,136

 

Manhattan Associates

     

154,400

b

13,648,960

 

Mastercard, Cl. A

     

58,400

 

17,571,976

 

Microsoft

     

109,200

 

20,010,900

 

Oracle

     

241,900

 

13,006,963

 

Paychex

     

172,100

 

12,439,388

 
       

147,885,273

 

Technology Hardware & Equipment - 11.3%

         

Amphenol, Cl. A

     

182,800

 

17,651,168

 

Cisco Systems

     

360,300

 

17,229,546

 

Cognex

     

239,700

 

13,600,578

 

IPG Photonics

     

99,600

a,b

15,477,840

 

TE Connectivity

     

169,800

 

13,796,250

 
       

77,755,382

 

Transportation - 1.8%

         

Expeditors International of Washington

     

159,700

 

12,196,289

 

Total Common Stocks (cost $390,822,899)

     

665,911,339

 

8

 

               
 

Description

 

1-Day
Yield (%)

 

Shares

 

Value ($)

 

Investment Companies - 2.8%

         

Registered Investment Companies - 2.8%

         

Dreyfus Institutional Preferred Government Plus Money Market Fund
(cost $19,192,824)

 

0.21

 

19,192,824

c

19,192,824

 

Total Investments (cost $410,015,723)

 

99.7%

 

685,104,163

 

Cash and Receivables (Net)

 

.3%

 

1,811,021

 

Net Assets

 

100.0%

 

686,915,184

 

aSecurity, or portion thereof, on loan. At May 31, 2020, the value of the fund’s securities on loan was $4,107,611 and the value of the collateral was $4,181,175, consisting of U.S. Government & Agency securities.
b Non-income producing security.
c Investment in affiliated issuer. The investment objective of this investment company is publicly available and can be found within the investment company’s prospectus.

 

   

Portfolio Summary (Unaudited)

Value (%)

Information Technology

34.7

Health Care

21.4

Consumer Discretionary

12.5

Industrials

10.0

Materials

7.5

Consumer Staples

4.0

Communication Services

3.9

Investment Companies

2.8

Financials

1.9

Energy

1.0

 

99.7

 Based on net assets.
See notes to financial statements.

9

 

STATEMENT OF INVESTMENTS IN AFFILIATED ISSUERS (Unaudited)

             

Investment Companies

Value
11/30/19($)

Purchases($)

Sales($)

Value
5/31/20($)

Net
Assets(%)

Dividend/
Distributions($)

Registered Investment Companies:

       

Dreyfus Institutional Preferred Government Plus Money Market Fund

6,554,248

93,908,006

(81,269,430)

19,192,824

2.8

58,775

Investment of Cash Collateral for Securities Loaned:

     

Dreyfus Institutional Preferred Government Plus Money Market Fund

131,785

117,523

(249,308)

-

-

-

Total

6,686,033

94,025,529

(81,518,738)

19,192,824

2.8

58,775

See notes to financial statements.

10

 

STATEMENT OF ASSETS AND LIABILITIES

May 31, 2020 (Unaudited)

             

 

 

 

 

 

 

 

 

 

 

Cost

 

Value

 

Assets ($):

 

 

 

 

Investments in securities—See Statement of Investments
(including securities on loan, valued at $4,107,611)—Note 1(b):

 

 

 

Unaffiliated issuers

390,822,899

 

665,911,339

 

Affiliated issuers

 

19,192,824

 

19,192,824

 

Receivable for shares of Common Stock subscribed

 

2,652,935

 

Dividends and securities lending income receivable

 

593,595

 

Prepaid expenses

 

 

 

 

53,276

 

 

 

 

 

 

688,403,969

 

Liabilities ($):

 

 

 

 

Due to BNY Mellon Investment Adviser, Inc. and affiliates—Note 3(c)

 

421,964

 

Payable for shares of Common Stock redeemed

 

1,015,187

 

Directors’ fees and expenses payable

 

10,643

 

Other accrued expenses

 

 

 

 

40,991

 

 

 

 

 

 

1,488,785

 

Net Assets ($)

 

 

686,915,184

 

Composition of Net Assets ($):

 

 

 

 

Paid-in capital

 

 

 

 

412,890,280

 

Total distributable earnings (loss)

 

 

 

 

274,024,904

 

Net Assets ($)

 

 

686,915,184

 

           

Net Asset Value Per Share

Class A

Class C

Class I

Class Y

 

Net Assets ($)

1,401,270

98,058

21,080,870

664,334,986

 

Shares Outstanding

69,567

5,299

1,042,580

32,878,008

 

Net Asset Value Per Share ($)

20.14

18.51

20.22

20.21

 

 

 

 

 

 

 

See notes to financial statements.

 

 

 

 

 

11

 

STATEMENT OF OPERATIONS

Six Months Ended May 31, 2020 (Unaudited)

             

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Investment Income ($):

 

 

 

 

Income:

 

 

 

 

Cash dividends:

 

Unaffiliated issuers

 

 

4,011,744

 

Affiliated issuers

 

 

58,775

 

Income from securities lending—Note 1(b)

 

 

14,638

 

Interest

 

 

810

 

Total Income

 

 

4,085,967

 

Expenses:

 

 

 

 

Management fee—Note 3(a)

 

 

2,344,963

 

Professional fees

 

 

45,485

 

Registration fees

 

 

33,678

 

Directors’ fees and expenses—Note 3(d)

 

 

31,423

 

Chief Compliance Officer fees—Note 3(c)

 

 

8,139

 

Shareholder servicing costs—Note 3(c)

 

 

6,927

 

Loan commitment fees—Note 2

 

 

6,275

 

Custodian fees—Note 3(c)

 

 

5,145

 

Prospectus and shareholders’ reports

 

 

4,607

 

Distribution fees—Note 3(b)

 

 

361

 

Miscellaneous

 

 

12,328

 

Total Expenses

 

 

2,499,331

 

Less—reduction in expenses due to undertaking—Note 3(a)

 

 

(382)

 

Net Expenses

 

 

2,498,949

 

Investment Income—Net

 

 

1,587,018

 

Realized and Unrealized Gain (Loss) on Investments—Note 4 ($):

 

 

Net realized gain (loss) on investments

(2,032,547)

 

Net change in unrealized appreciation (depreciation) on investments

(4,664,273)

 

Net Realized and Unrealized Gain (Loss) on Investments

 

 

(6,696,820)

 

Net (Decrease) in Net Assets Resulting from Operations

 

(5,109,802)

 

 

 

 

 

 

 

 

See notes to financial statements.

         

12

 

STATEMENT OF CHANGES IN NET ASSETS

                   

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Six Months Ended
May 31, 2020 (Unaudited)

 

Year Ended
November 30, 2019

 

Operations ($):

 

 

 

 

 

 

 

 

Investment income—net

 

 

1,587,018

 

 

 

3,186,420

 

Net realized gain (loss) on investments

 

(2,032,547)

 

 

 

5,481,647

 

Net change in unrealized appreciation
(depreciation) on investments

 

(4,664,273)

 

 

 

67,582,703

 

Net Increase (Decrease) in Net Assets
Resulting from Operations

(5,109,802)

 

 

 

76,250,770

 

Distributions ($):

 

Distributions to shareholders:

 

 

 

 

 

 

 

 

Class A

 

 

(20,417)

 

 

 

(67,642)

 

Class C

 

 

(989)

 

 

 

(8,507)

 

Class I

 

 

(372,091)

 

 

 

(2,181,456)

 

Class Y

 

 

(8,875,901)

 

 

 

(50,264,664)

 

Total Distributions

 

 

(9,269,398)

 

 

 

(52,522,269)

 

Capital Stock Transactions ($):

 

Net proceeds from shares sold:

 

 

 

 

 

 

 

 

Class A

 

 

234,351

 

 

 

778,691

 

Class C

 

 

42

 

 

 

33,836

 

Class I

 

 

8,041,902

 

 

 

8,273,620

 

Class Y

 

 

151,761,711

 

 

 

144,491,900

 

Distributions reinvested:

 

 

 

 

 

 

 

 

Class A

 

 

19,712

 

 

 

62,854

 

Class C

 

 

850

 

 

 

7,143

 

Class I

 

 

310,164

 

 

 

1,739,482

 

Class Y

 

 

3,663,746

 

 

 

26,580,083

 

Cost of shares redeemed:

 

 

 

 

 

 

 

 

Class A

 

 

(291,918)

 

 

 

(168,876)

 

Class C

 

 

(20,422)

 

 

 

(7,690)

 

Class I

 

 

(11,824,777)

 

 

 

(7,040,861)

 

Class Y

 

 

(98,651,978)

 

 

 

(108,285,700)

 

Increase (Decrease) in Net Assets
from Capital Stock Transactions

53,243,383

 

 

 

66,464,482

 

Total Increase (Decrease) in Net Assets

38,864,183

 

 

 

90,192,983

 

Net Assets ($):

 

Beginning of Period

 

 

648,051,001

 

 

 

557,858,018

 

End of Period

 

 

686,915,184

 

 

 

648,051,001

 

13

 

STATEMENT OF CHANGES IN NET ASSETS (continued)

                   

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Six Months Ended
May 31, 2020 (Unaudited)

 

Year Ended
November 30, 2019

 

Capital Share Transactions (Shares):

 

Class A

 

 

 

 

 

 

 

 

Shares sold

 

 

11,292

 

 

 

40,338

 

Shares issued for distributions reinvested

 

 

934

 

 

 

3,764

 

Shares redeemed

 

 

(16,508)

 

 

 

(8,759)

 

Net Increase (Decrease) in Shares Outstanding

(4,282)

 

 

 

35,343

 

Class C

 

 

 

 

 

 

 

 

Shares sold

 

 

2

 

 

 

1,849

 

Shares issued for distributions reinvested

 

 

44

 

 

 

462

 

Shares redeemed

 

 

(1,073)

 

 

 

(468)

 

Net Increase (Decrease) in Shares Outstanding

(1,027)

 

 

 

1,843

 

Class Ia

 

 

 

 

 

 

 

 

Shares sold

 

 

406,069

 

 

 

426,039

 

Shares issued for distributions reinvested

 

 

14,665

 

 

 

104,036

 

Shares redeemed

 

 

(647,307)

 

 

 

(368,570)

 

Net Increase (Decrease) in Shares Outstanding

(226,573)

 

 

 

161,505

 

Class Ya

 

 

 

 

 

 

 

 

Shares sold

 

 

8,453,106

 

 

 

7,652,326

 

Shares issued for distributions reinvested

 

 

173,309

 

 

 

1,590,669

 

Shares redeemed

 

 

(5,359,311)

 

 

 

(5,646,122)

 

Net Increase (Decrease) in Shares Outstanding

3,267,104

 

 

 

3,596,873

 

 

 

 

 

 

 

 

 

 

 

aDuring the period ended May 31, 2020, 381,874 Class Y shares representing $7,590,265 were exchanged for 381,614 Class I shares and during the period ended November 30, 2019, 336,970 Class Y shares representing $6,578,041 were exchanged for 336,789 Class I shares.

 

See notes to financial statements.

               

14

 

FINANCIAL HIGHLIGHTS

The following tables describe the performance for each share class for the fiscal periods indicated. All information (except portfolio turnover rate) reflects financial results for a single fund share. Total return shows how much your investment in the fund would have increased (or decreased) during each period, assuming you had reinvested all dividends and distributions. These figures have been derived from the fund’s financial statements.

             

Six Months Ended

 
 

May 31, 2020

Year Ended November 30,

Class A Shares

(Unaudited)

2019

2018

2017

2016

2015

Per Share Data ($):

           

Net asset value, beginning of period

20.85

20.44

20.85

18.29

19.77

20.70

Investment Operations:

           

Investment income—neta

.02

.04

.03

.06

.08

.08

Net realized and unrealized
gain (loss) on investments

(.47)

2.30

1.77

4.00

1.18

.01b

Total from Investment Operations

(.45)

2.34

1.80

4.06

1.26

.09

Distributions:

           

Dividends from
investment income—net

(.07)

(.03)

(.04)

(.10)

(.11)

(.08)

Dividends from net realized
gain on investments

(.19)

(1.90)

(2.17)

(1.40)

(2.63)

(.94)

Total Distributions

(.26)

(1.93)

(2.21)

(1.50)

(2.74)

(1.02)

Net asset value, end of period

20.14

20.85

20.44

20.85

18.29

19.77

Total Return (%)c

(2.24)d

13.77

9.49

24.07

7.85

.50

Ratios/Supplemental Data (%):

           

Ratio of total expenses
to average net assets

1.17c

1.20

1.25

1.20

1.17

1.16

Ratio of net expenses
to average net assets

1.15c

1.15

1.15

1.15

1.15

1.14

Ratio of net investment income
to average net assets

.15c

.20

.17

.31

.46

.41

Portfolio Turnover Rate

6.81d

14.11

17.14

13.28

5.31

13.81

Net Assets, end of period ($ x 1,000)

1,401

1,540

787

842

1,775

1,449

a       Based on average shares outstanding.
b In addition to net realized and unrealized losses on investments, this amount includes an increase in net asset value per share resulting from the timing of issuances and redemptions of shares in relation to fluctuating market values for the fund’s investments.
c Exclusive of sales charge.
d Not annualized.
e Annualized.
See notes to financial statements.

15

 

FINANCIAL HIGHLIGHTS (continued)

             

Six Months Ended

 
 

May 31, 2020

Year Ended November 30,

Class C Shares

(Unaudited)

2019

2018

2017

2016

2015

Per Share Data ($):

           

Net asset value, beginning of period

19.18

19.07

19.70

17.38

18.94

19.93

Investment Operations:

           

Investment (loss)—neta

(.05)

(.10)

(.11)

(.08)

(.05)

(.07)

Net realized and unrealized
gain (loss) on investments

(.43)

2.11

1.65

3.80

1.12

.02b

Total from Investment Operations

(.48)

2.01

1.54

3.72

1.07

(.05)

Distributions:

           

Dividends from net realized
gain on investments

(.19)

(1.90)

(2.17)

(1.40)

(2.63)

(.94)

Net asset value, end of period

18.51

19.18

19.07

19.70

17.38

18.94

Total Return (%)c

(2.56)d

12.92

8.69

23.11

7.03

(.29)

Ratios/Supplemental Data (%):

           

Ratio of total expenses
to average net assets

2.42e

2.40

2.35

2.16

2.11

2.04

Ratio of net expenses
to average net assets

1.90e

1.90

1.90

1.90

1.90

1.90

Ratio of net investment (loss)
to average net assets

(.59)e

(.56)

(.57)

(.43)

(.29)

(.35)

Portfolio Turnover Rate

6.81d

14.11

17.14

13.28

5.31

13.81

Net Assets, end of period ($ x 1,000)

98

121

86

138

266

348

a Based on average shares outstanding.
b In addition to net realized and unrealized losses on investments, this amount includes an increase in net asset value per share resulting from the timing of issuances and redemptions of shares in relation to fluctuating market values for the fund’s investments.
c Exclusive of sales charge.
d Not annualized.
e Annualized.
See notes to financial statements.

16

 

             

Six Months Ended

 
 

May 31, 2020

Year Ended November 30,

Class I Shares

(Unaudited)

2019

2018

2017

2016

2015

Per Share Data ($):

           

Net asset value, beginning of period

20.94

20.54

20.96

18.37

19.88

20.82

Investment Operations:

           

Investment income—neta

.05

.10

.10

.12

.14

.15

Net realized and unrealized
gain (loss) on investments

(.47)

2.31

1.77

4.02

1.17

.02b

Total from Investment Operations

(.42)

2.41

1.87

4.14

1.31

.17

Distributions:

           

Dividends from
investment income—net

(.11)

(.11)

(.12)

(.15)

(.19)

(.17)

Dividends from net realized
gain on investments

(.19)

(1.90)

(2.17)

(1.40)

(2.63)

(.94)

Total Distributions

(.30)

(2.01)

(2.29)

(1.55)

(2.82)

(1.11)

Net asset value, end of period

20.22

20.94

20.54

20.96

18.37

19.88

Total Return (%)

(2.07)c

14.17

9.85

24.46

8.15

.88

Ratios/Supplemental Data (%):

           

Ratio of total expenses
to average net assets

.82d

.82

.82

.83

.83

.80

Ratio of net expenses
to average net assets

.82d

.82

.82

.83

.83

.80

Ratio of net investment income
to average net assets

.49d

.53

.51

.61

.80

.75

Portfolio Turnover Rate

6.81c

14.11

17.14

13.28

5.31

13.81

Net Assets, end of period ($ x 1,000)

21,081

26,577

22,755

20,963

16,824

30,654

a Based on average shares outstanding.
b In addition to net realized and unrealized losses on investments, this amount includes an increase in net asset value per share resulting from the timing of issuances and redemptions of shares in relation to fluctuating market values for the fund’s investments.
c Not annualized.
d Annualized.
See notes to financial statements.

17

 

FINANCIAL HIGHLIGHTS (continued)

             

Six Months Ended

 
 

May 31, 2020

Year Ended November 30,

Class Y Shares

(Unaudited)

2019

2018

2017

2016

2015

Per Share Data ($):

           

Net asset value, beginning of period

20.93

20.54

20.96

18.37

19.88

20.82

Investment Operations:

           

Investment income—neta

.05

.11

.11

.12

.14

.15

Net realized and unrealized
gain (loss) on investments

(.46)

2.29

1.77

4.02

1.17

.02b

Total from Investment Operations

(.41)

2.40

1.88

4.14

1.31

.17

Distributions:

           

Dividends from
investment income—net

(.12)

(.11)

(.13)

(.15)

(.19)

(.17)

Dividends from net realized
gain on investments

(.19)

(1.90)

(2.17)

(1.40)

(2.63)

(.94)

Total Distributions

(.31)

(2.01)

(2.30)

(1.55)

(2.82)

(1.11)

Net asset value, end of period

20.21

20.93

20.54

20.96

18.37

19.88

Total Return (%)

(2.05)c

14.15

9.88

24.51

8.18

.89

Ratios/Supplemental Data (%):

           

Ratio of total expenses
to average net assets

.80d

.80

.80

.80

.80

.79

Ratio of net expenses
to average net assets

.80d

.80

.80

.80

.80

.79

Ratio of net investment income
to average net assets

.51d

.55

.53

.64

.81

.76

Portfolio Turnover Rate

6.81c

14.11

17.14

13.28

5.31

13.81

Net Assets, end of period ($ x 1,000)

664,335

619,812

534,230

527,263

486,044

545,762

a Based on average shares outstanding.
b In addition to net realized and unrealized losses on investments, this amount includes an increase in net asset value per share resulting from the timing of issuances and redemptions of shares in relation to fluctuating market values for the fund’s investments.
c Not annualized.
d Annualized.
See notes to financial statements.

18

 

NOTES TO FINANCIAL STATEMENTS (Unaudited)

NOTE 1—Significant Accounting Policies:

BNY Mellon U.S. Equity Fund (the “fund”) is a separate diversified series of BNY Mellon Strategic Funds, Inc. (the “Company”), which is registered under the Investment Company Act of 1940, as amended (the “Act”), as an open-end management investment company and operates as a series company currently offering six series, including the fund. The fund’s investment objective is to seek long-term total return. BNY Mellon Investment Adviser, Inc. (the “Adviser”), a wholly-owned subsidiary of The Bank of New York Mellon Corporation (“BNY Mellon”), serves as the fund’s investment adviser. Walter Scott & Partners Limited (the “Sub-Adviser”), a wholly-owned subsidiary of BNY Mellon and an affiliate of the Adviser, serves as the fund’s sub-investment adviser.

The Company’s Board of Directors (the “Board”) approved, effective December 31, 2019 (the “Effective Date”), the termination of the fund’s authorized Class T shares. Prior to the Effective Date, the fund did not offer such Class T shares for purchase. The authorized Class T shares were reallocated to authorized Class Y shares, increasing authorized Class Y shares from 100 million to 200 million.

BNY Mellon Securities Corporation (the “Distributor”), a wholly-owned subsidiary of the Adviser, is the distributor of the fund’s shares. The fund is authorized to issue 500 million shares of $.001 par value Common Stock. The fund currently has authorized four classes of shares: Class A (100 million shares authorized), Class C (100 million shares authorized), Class I (100 million shares authorized) and Class Y (200 million shares authorized). Class A shares generally are subject to a sales charge imposed at the time of purchase. Class C shares are subject to a contingent deferred sales charge (“CDSC”) imposed on Class C shares redeemed within one year of purchase. Class C shares automatically convert to Class A shares ten years after the date of purchase, without the imposition of a sales charge. Class I and Class Y shares are sold at net asset value per share generally to institutional investors. Other differences between the classes include the services offered to and the expenses borne by each class, the allocation of certain transfer agency costs and certain voting rights. Income, expenses (other than expenses attributable to a specific class), and realized and unrealized gains or losses on investments are allocated to each class of shares based on its relative net assets.

The Company accounts separately for the assets, liabilities and operations of each series. Expenses directly attributable to each series are charged to

19

 

NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

that series’ operations; expenses which are applicable to all series are allocated among them on a pro rata basis.

The Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) is the exclusive reference of authoritative U.S. generally accepted accounting principles (“GAAP”) recognized by the FASB to be applied by nongovernmental entities. Rules and interpretive releases of the Securities and Exchange Commission (“SEC”) under authority of federal laws are also sources of authoritative GAAP for SEC registrants. The fund is an investment company and applies the accounting and reporting guidance of the FASB ASC Topic 946 Financial Services-Investment Companies. The fund’s financial statements are prepared in accordance with GAAP, which may require the use of management estimates and assumptions. Actual results could differ from those estimates.

The Company enters into contracts that contain a variety of indemnifications. The fund’s maximum exposure under these arrangements is unknown. The fund does not anticipate recognizing any loss related to these arrangements.

(a) Portfolio valuation: The fair value of a financial instrument is the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (i.e., the exit price). GAAP establishes a fair value hierarchy that prioritizes the inputs of valuation techniques used to measure fair value. This hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements).

Additionally, GAAP provides guidance on determining whether the volume and activity in a market has decreased significantly and whether such a decrease in activity results in transactions that are not orderly. GAAP requires enhanced disclosures around valuation inputs and techniques used during annual and interim periods.

Various inputs are used in determining the value of the fund’s investments relating to fair value measurements. These inputs are summarized in the three broad levels listed below:

Level 1—unadjusted quoted prices in active markets for identical investments.

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

20

 

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

The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. Valuation techniques used to value the fund’s investments are as follows:

Investments in equity securities are valued at the last sales price on the securities exchange or national securities market on which such securities are primarily traded. Securities listed on the National Market System for which market quotations are available are valued at the official closing price or, if there is no official closing price that day, at the last sales price. For open short positions, asked prices are used for valuation purposes. Bid price is used when no asked price is available. Registered investment companies that are not traded on an exchange are valued at their net asset value. All of the preceding securities are generally categorized within Level 1 of the fair value hierarchy.

Securities not listed on an exchange or the national securities market, or securities for which there were no transactions, are valued at the average of the most recent bid and asked prices. These securities are generally categorized within Level 2 of the fair value hierarchy.

Fair valuing of securities may be determined with the assistance of a pricing service using calculations based on indices of domestic securities and other appropriate indicators, such as prices of relevant American Depository Receipts and futures. Utilizing these techniques may result in transfers between Level 1 and Level 2 of the fair value hierarchy.

When market quotations or official closing prices are not readily available, or are determined not to accurately reflect fair value, such as when the value of a security has been significantly affected by events after the close of the exchange or market on which the security is principally traded (for example, a foreign exchange or market), but before the fund calculates its net asset value, the fund may value these investments at fair value as determined in accordance with the procedures approved by the Board. Certain factors may be considered when fair valuing investments such as: fundamental analytical data, the nature and duration of restrictions on disposition, an evaluation of the forces that influence the market in which the securities are purchased and sold, and public trading in similar securities of the issuer or comparable issuers. These securities are either categorized within Level 2 or 3 of the fair value hierarchy depending on the relevant inputs used.

21

 

NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

For securities where observable inputs are limited, assumptions about market activity and risk are used and such securities are generally categorized within Level 3 of the fair value hierarchy.

The following is a summary of the inputs used as of May 31, 2020 in valuing the fund’s investments:

         
 

Level 1 - Unadjusted Quoted Prices

Level 2 - Other Significant Observable Inputs

Level 3 -Significant Unobservable Inputs

Total

Assets ($)

     

Investments in Securities:

     

Equity Securities - Common Stocks

665,911,339

-

-

665,911,339

Investment Companies

19,192,824

-

-

19,192,824

 See Statement of Investments for additional detailed categorizations, if any.

(b) Securities transactions and investment income: Securities transactions are recorded on a trade date basis. Realized gains and losses from securities transactions are recorded on the identified cost basis. Dividend income is recognized on the ex-dividend date and interest income, including, where applicable, accretion of discount and amortization of premium on investments, is recognized on the accrual basis.

Pursuant to a securities lending agreement with The Bank of New York Mellon, a subsidiary of BNY Mellon and an affiliate of the Adviser, the fund may lend securities to qualified institutions. It is the fund’s policy that, at origination, all loans are secured by collateral of at least 102% of the value of U.S. securities loaned and 105% of the value of foreign securities loaned. Collateral equivalent to at least 100% of the market value of securities on loan is maintained at all times. Collateral is either in the form of cash, which can be invested in certain money market mutual funds managed by the Adviser, or U.S. Government and Agency securities. The fund is entitled to receive all dividends, interest and distributions on securities loaned, in addition to income earned as a result of the lending transaction. Should a borrower fail to return the securities in a timely manner, The Bank of New York Mellon is required to replace the securities for the benefit of the fund or credit the fund with the market value of the unreturned securities and is subrogated to the fund’s rights against the borrower and the collateral. Additionally, the contractual maturity of security lending transactions are on an overnight and continuous basis. During the period ended May 31, 2020, The Bank of New York Mellon earned $3,275 from the lending of the fund’s portfolio securities, pursuant to the securities lending agreement.

22

 

(c) Affiliated issuers: Investments in other investment companies advised by the Adviser are considered “affiliated” under the Act.

(d) Risk: Certain events particular to the industries in which the fund’s investments conduct their operations, as well as general economic, political and public health conditions, may have a significant negative impact on the investee’s operations and profitability. In addition, turbulence in financial markets and reduced liquidity in equity, credit and/or fixed income markets may negatively affect many issuers, which could adversely affect the fund. Global economies and financial markets are becoming increasingly interconnected, and conditions and events in one country, region or financial market may adversely impact issuers in a different country, region or financial market. These risks may be magnified if certain events or developments adversely interrupt the global supply chain; in these and other circumstances, such risks might affect companies world-wide.  Recent examples include pandemic risks related to COVID-19 and aggressive measures taken world-wide in response by governments, including closing borders, restricting international and domestic travel, and the imposition of prolonged quarantines of large populations, and by businesses, including changes to operations and reducing staff. To the extent the fund may overweight its investments in certain countries, companies, industries or market sectors, such positions will increase the fund’s exposure to risk of loss from adverse developments affecting those countries, companies, industries or sectors.

(e) Dividends and distributions to shareholders: Dividends and distributions are recorded on the ex-dividend date. Dividends from investment income-net and dividends from net realized capital gains, if any, are normally declared and paid annually, but the fund may make distributions on a more frequent basis to comply with the distribution requirements of the Internal Revenue Code of 1986, as amended (the “Code”). To the extent that net realized capital gains can be offset by capital loss carryovers, it is the policy of the fund not to distribute such gains. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from GAAP.

(f) Federal income taxes: It is the policy of the fund to continue to qualify as a regulated investment company, if such qualification is in the best interests of its shareholders, by complying with the applicable provisions of the Code, and to make distributions of taxable income and net realized capital gain sufficient to relieve it from substantially all federal income and excise taxes.

As of and during the period ended May 31, 2020, the fund did not have any liabilities for any uncertain tax positions. The fund recognizes interest

23

 

NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

and penalties, if any, related to uncertain tax positions as income tax expense in the Statement of Operations. During the period ended May 31, 2020, the fund did not incur any interest or penalties.

Each tax year in the three-year period ended November 30, 2019 remains subject to examination by the Internal Revenue Service and state taxing authorities.

The tax character of distributions paid to shareholders during the fiscal year ended November 30, 2019 was as follows: ordinary income $2,900,072 and long-term capital gains $49,622,197. The tax character of current year distributions will be determined at the end of the current fiscal year.

NOTE 2—Bank Lines of Credit:

The fund participates with other long-term open-end funds managed by the Adviser in a $927 million unsecured credit facility led by Citibank, N.A. (the “Citibank Credit Facility”) and a $300 million unsecured credit facility provided by The Bank of New York Mellon (the “BNYM Credit Facility”), each to be utilized primarily for temporary or emergency purposes, including the financing of redemptions (each, a “Facility”). The Citibank Credit Facility is available in two tranches: (i) Tranche A is in an amount equal to $747 million and is available to all long-term open-ended funds, including the fund, and (ii) Tranche B is an amount equal to $180 million and is available only to BNY Mellon Floating Rate Income Fund, a series of BNY Mellon Investment Funds IV, Inc. Prior to March 11, 2020, the Citibank Credit Facility was $1.030 billion with Tranche A available in an amount equal to $830 million and Tranche B available in an amount equal to $200 million. In connection therewith, the fund has agreed to pay its pro rata portion of commitment fees for Tranche A of the Citibank Credit Facility and the BNYM Credit Facility. Interest is charged to the fund based on rates determined pursuant to the terms of the respective Facility at the time of borrowing. During the period ended May 31, 2020, the fund did not borrow under the Facilities.

NOTE 3—Management Fee, Sub-Investment Advisory Fee and Other Transactions with Affiliates:

(a) Pursuant to a management agreement with the Adviser, the management fee is computed at the annual rate of .75% of the value of the fund’s average daily net assets and is payable monthly. The Adviser has contractually agreed, from December 1, 2019 through March 31, 2021, to waive receipt of its fees and/or assume the direct expenses of the fund, so that the direct expenses of none of the classes (excluding Rule 12b-1 Distribution Plan fees, Shareholder Services Plan fees, taxes, interest

24

 

expense, brokerage commissions, commitment fees on borrowings and extraordinary expenses) do not exceed .90% of the value of the fund’s average daily net assets. On or after March 31, 2021, the Adviser may terminate this expense limitation at any time. The reduction in expenses, pursuant to the undertaking, amounted to $382 during the period ended May 31, 2020.

Pursuant to a sub-investment advisory agreement between the Adviser and the Sub-Adviser, the Adviser pays the Sub-Adviser a monthly fee at an annual rate of .36% of the value of the fund’s average daily net assets.

During the period ended May 31, 2020, the Distributor retained $3 from commissions earned on sales of the fund’s Class A shares.

(b) Under the Distribution Plan adopted pursuant to Rule 12b-1 under the Act, Class C shares pay the Distributor for distributing its shares at an annual rate of .75% of the value of its average daily net assets. During the period ended May 31, 2020, Class C shares were charged $361 pursuant to the Distribution Plan.

(c) Under the Shareholder Services Plan, Class A and Class C shares pay the Distributor at an annual rate of .25% of the value of their average daily net assets for the provision of certain services. The services provided may include personal services relating to shareholder accounts, such as answering shareholder inquiries regarding the fund and providing reports and other information, and services related to the maintenance of shareholder accounts. The Distributor may make payments to Service Agents (securities dealers, financial institutions or other industry professionals) with respect to these services. The Distributor determines the amounts to be paid to Service Agents. During the period ended May 31, 2020, Class A and Class C shares were charged $1,889 and $120, respectively, pursuant to the Shareholder Services Plan.

The fund has an arrangement with the transfer agent whereby the fund may receive earnings credits when positive cash balances are maintained, which are used to offset transfer agency fees. For financial reporting purposes, the fund includes net earnings credits, if any, as an expense offset in the Statement of Operations.

The fund has an arrangement with the custodian whereby the fund will receive interest income or be charged an overdraft fees when cash balances are maintained. For financial reporting purposes, the fund includes this interest income and overdraft fees, if any, as interest income in the Statements of Operations.

25

 

NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

The fund compensates BNY Mellon Transfer, Inc., a wholly-owned subsidiary of the Adviser, under a transfer agency agreement for providing transfer agency and cash management services for the fund. The majority of transfer agency fees are comprised of amounts paid on a per account basis, while cash management fees are related to fund subscriptions and redemptions. During the period ended May 31, 2020, the fund was charged $2,486 for transfer agency services. These fees are included in Shareholder servicing costs in the Statement of Operations.

The fund compensates The Bank of New York Mellon under a custody agreement for providing custodial services for the fund. These fees are determined based on net assets, geographic region and transaction activity. During the period ended May 31, 2020, the fund was charged $5,145 pursuant to the custody agreement.

During the period ended May 31, 2020, the fund was charged $8,139 for services performed by the Chief Compliance Officer and his staff. These fees are included in Chief Compliance Officer fees in the Statement of Operations.

The components of “Due to BNY Mellon Investment Adviser, Inc. and affiliates” in the Statement of Assets and Liabilities consist of: management fees of $413,087, Distribution Plan fees of $59, Shareholder Services Plan fees of $305, custodian fees of $4,239, Chief Compliance Officer fees of $3,130 and transfer agency fees of $1,244, which are offset against an expense reimbursement currently in effect in the amount of $100.

(d) Each Board member also serves as a Board member of other funds in the BNY Mellon Family of Funds complex. Annual retainer fees and attendance fees are allocated to each fund based on net assets.

NOTE 4—Securities Transactions:

The aggregate amount of purchases and sales of investment securities, excluding short-term securities, during the period ended May 31, 2020, amounted to $73,123,938 and $41,866,867, respectively.

At May 31, 2020, accumulated net unrealized appreciation on investments was $275,088,440, consisting of $288,149,591 gross unrealized appreciation and $13,061,151 gross unrealized depreciation.

At May 31, 2020, the cost of investments for federal income tax purposes was substantially the same as the cost for financial reporting purposes (see the Statement of Investments).

26

 

LIQUIDITY RISK MANAGEMENT PROGRAM (Unaudited)

Effective June 1, 2019, the fund adopted a liquidity risk management program (the “Liquidity Risk Management Program”) pursuant to the requirements of Rule 22e-4 under the Investment Company Act of 1940, as amended. Rule 22e-4 requires registered open-end funds, including mutual funds and exchange-traded funds but not money market funds, to establish liquidity risk management programs in order to effectively manage fund liquidity and shareholder redemptions. The rule is designed to mitigate the risk that a fund could not meet redemption requests without significantly diluting the interests of remaining investors.

The rule requires the funds to assess, manage and review their liquidity risk at least annually considering applicable factors such as investment strategy and liquidity during normal and foreseeable stressed conditions, including whether the strategy is appropriate for an open-end fund and whether the fund has a relatively concentrated portfolio or large positions in particular issuers. The fund must also assess its use of borrowings and derivatives, short-term and long-term cash flow projections in normal and stressed conditions, holdings of cash and cash equivalents, and borrowing arrangements and other funding sources.

The rule also requires the fund to classify its investments as highly liquid, moderately liquid, less liquid or illiquid based on the number of days the fund expects it would take to liquidate the investment, and to review these classifications at least monthly or more often under certain conditions. The periods range from three or fewer business days for a highly liquid investment to greater than seven calendar days for settlement of a less liquid investment. Illiquid investments are those a fund does not expect to be able to sell or dispose of within seven calendar days without significantly changing the market value. The fund is prohibited from acquiring an investment if, after the acquisition, its holdings of illiquid assets will exceed 15% of its net assets. In addition, if a fund permits redemptions in-kind, the rule requires the fund to establish redemption in-kind policies and procedures governing how and when it will engage in such redemptions.

Pursuant to the rule’s requirements, the Liquidity Risk Management Program has been reviewed and approved by the fund’s board. Furthermore, the board has received a written report prepared by the Program’s Administrator that addresses the operation of the Program, assesses its adequacy and effectiveness and describes any material changes made to the Program.

Assessment of Program

In the opinion of the Program Administrator, the Program approved by the fund board continues to be adequate for the fund and the Program has been implemented effectively. The Program Administrator has monitored the fund’s liquidity risk and the liquidity classification of the securities held by the fund and has determined that the Program is operating effectively.

During the period from June 1, 2019 to March 31, 2020, there were no material changes to the Program and no material liquidity events that impacted the fund. During the period, the fund held sufficient highly liquid assets to meet fund redemptions.

27

 

LIQUIDITY RISK MANAGEMENT PROGRAM (Unaudited) (continued)

Under normal expected foreseeable fund redemption forecasts and foreseeable stressed fund redemption forecasts, the Program Administrator believes that the fund maintains sufficient highly liquid assets to meet expected fund redemptions.

28

 

NOTES

29

 

For More Information

BNY Mellon U.S. Equity Fund
240 Greenwich Street
New York, NY 10286

Adviser

BNY Mellon Investment Adviser, Inc.
240 Greenwich Street
New York, NY 10286

Sub-Adviser

Walter Scott & Partners Limited
(Walter Scott)
One Charlotte Square
Edinburgh, Scotland, UK

Custodian

The Bank of New York Mellon
240 Greenwich Street
New York, NY 10286

Transfer Agent &
Dividend Disbursing Agent

BNY Mellon Transfer, Inc.
240 Greenwich Street
New York, NY 10286

Distributor

BNY Mellon Securities Corporation
240 Greenwich Street
New York, NY 10286

   

Ticker Symbols:     Class A: DPUAX Class C: DPUCX Class I: DPUIX Class Y: DPUYX

Telephone Call your financial representative or 1-800-373-9387

Mail The BNY Mellon Family of Funds, 144 Glenn Curtiss Boulevard, Uniondale, NY 11556-0144

E-mail Send your request to info@bnymellon.com

Internet Information can be viewed online or downloaded at www.bnymellonim.com/us

The fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission (“SEC”) for the first and third quarters of each fiscal year on Form N-PORT. The fund’s Forms N-PORT are available on the SEC’s website at www.sec.gov.

A description of the policies and procedures that the fund uses to determine how to vote proxies relating to portfolio securities and information regarding how the fund voted these proxies for the most recent 12-month period ended June 30 is available at www.bnymellonim.com/us and on the SEC’s website at www.sec.gov and without charge, upon request, by calling 1-800-373-9387.

   

© 2020 BNY Mellon Securities Corporation
6011SA0520

 


 

 

Item 2.           Code of Ethics.

                        Not applicable.

Item 3.           Audit Committee Financial Expert.

                        Not applicable.

Item 4.           Principal Accountant Fees and Services.

                        Not applicable.

Item 5.           Audit Committee of Listed Registrants.

                        Not applicable.

Item 6.           Investments.

(a)                   Not applicable.

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

                        Not applicable.

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

Not applicable.

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

                        Not applicable. 

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

                        There have been no material changes to the procedures applicable to Item 10.

Item 11.        Controls and Procedures.

(a)           The Registrant's principal executive and principal financial officers have concluded, based on their evaluation of the Registrant's disclosure controls and procedures as of a date within 90 days of the filing date of this report, that the Registrant's disclosure controls and procedures are reasonably designed to ensure that information required to be disclosed by the Registrant on Form N-CSR is recorded, processed, summarized and reported within the required time periods and that information required to be disclosed by the Registrant in the reports that it files or submits on Form N-CSR is accumulated and communicated to the Registrant's management, including its principal executive and principal financial officers, as appropriate to allow timely decisions regarding required disclosure.

(b)           There were no changes to the Registrant's internal control over financial reporting that occurred during the second fiscal quarter of the period covered by this report that have materially affected, or are reasonably likely to materially affect, the Registrant's internal control over financial reporting.


 

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

Not applicable.

Item 13.        Exhibits.

(a)(1)      Not applicable.

(a)(2)      Certifications of principal executive and principal financial officers as required by Rule 30a-2(a) under the Investment Company Act of 1940.

(a)(3)      Not applicable.

(b)           Certification of principal executive and principal financial officers as required by Rule 30a-2(b) under the Investment Company Act of 1940.

 


 

SIGNATURES

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

BNY Mellon Strategic Funds, Inc.

By:         /s/ Renee LaRoche-Morris

                Renee LaRoche-Morris

                President (Principal Executive Officer)

 

Date:      July 27, 2020

 

 

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this Report has been signed below by the following persons on behalf of the Registrant and in the capacities and on the dates indicated.

 

By:         /s/ Renee LaRoche-Morris

                Renee LaRoche-Morris

                President (Principal Executive Officer)

 

Date:      July 27, 2020

 

 

By:         /s/ James Windels

                James Windels

                Treasurer (Principal Financial Officer)

 

Date:      July 24, 2020

 

 

 


 

EXHIBIT INDEX

(a)(2)      Certifications of principal executive and principal financial officers as required by Rule 30a-2(a) under the Investment Company Act of 1940.  (EX-99.CERT)

(b)           Certification of principal executive and principal financial officers as required by Rule 30a-2(b) under the Investment Company Act of 1940.  (EX-99.906CERT)