N-CSRS 1 a_lifencsr.htm FIRST INVESTORS LIFE SERIES FUNDS a_lifencsr.htm
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
--------
 
FORM N-CSR
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CERTIFIED SHAREHOLDER REPORT OF REGISTERED MANAGEMENT 
INVESTMENT COMPANIES
 
INVESTMENT COMPANY ACT FILE NUMBER 811-4325

 

FIRST INVESTORS LIFE SERIES FUNDS
(Exact name of registrant as specified in charter)

40 Wall Street
New York, NY 10005
(Address of principal executive offices) (Zip code)

Joseph I. Benedek
Foresters Investment Management Company, Inc.
Raritan Plaza I
Edison, NJ 08837-3620
(Name and address of agent for service)

REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE:
1-212-858-8000

DATE OF FISCAL YEAR END: DECEMBER 31

DATE OF REPORTING PERIOD: JUNE 30, 2017



Item 1. Reports to Stockholders

The semi-annual report to stockholders follows 

 






FOREWORD

 

This report is for the information of the shareholders of the Funds. It is the policy of each Fund described in this report to mail only one copy of a Fund’s prospectus, annual report, semi-annual report and proxy statements to all shareholders who share the same mailing address and share the same last name and have invested in a Fund covered by the same document. You are deemed to consent to this policy unless you specifically revoke this policy and request that separate copies of such documents be mailed to you. In such case, you will begin to receive your own copies within 30 days after our receipt of the revocation. You may request that separate copies of these disclosure documents be mailed to you by writing to us at: Foresters Investor Services, Inc., Raritan Plaza I, Edison, NJ 08837-3620 or calling us at 1-800-423-4026.

You may obtain a free prospectus for any of the Funds by contacting your representative, calling 1-800-423-4026, writing to us at the following address: Foresters Financial Services, Inc., 40 Wall Street, New York, NY 10005, or by visiting our website at www.foresters.com. You should consider the investment objectives, risks, charges and expenses of a Fund carefully before investing. The prospectus contains this and other information about the Fund, and should be read carefully before investing.

An investment in a Fund is not a bank deposit and is not insured or guaranteed by the Federal Deposit Insurance Corporation (FDIC) or any other government agency. Although the Government Cash Management Fund seeks to preserve a net asset value at $1.00 per share, it is possible to lose money by investing in it, just as it is possible to lose money by investing in any of the other Funds. Past performance is no guarantee of future results. There is no guarantee that a Fund’s investment objective will be achieved.

A Statement of Additional Information (“SAI”) for any of the Funds may also be obtained, without charge, upon request by calling 1-800-423-4026, writing to us at our address or by visiting our website listed above. The SAI contains more detailed information about the Funds, including information about their Trustees.

Foresters Financial™ and Foresters™ are the trade names and trademarks of The Independent Order of Foresters (Foresters), a fraternal benefit society, 789 Don Mills Road, Toronto, Canada M3C 1T9 and its subsidiaries.



Equity & Bond Markets Overview
FIRST INVESTORS LIFE SERIES FUNDS

Dear Investor:

We are pleased to provide you with our report for the six-month period ended June 30, 2017 (“the review period”).

Economic Overview

First quarter GDP slowed to 1.4% compared to fourth quarter growth of 2.1%. The labor market continued to tighten and is approaching full employment. The unemployment rate reached its 16-year low of 4.3% in May. Despite a tighter employment market, annual wage growth of 2.5% was still disappointing. After showing signs of strength early in the year more recent inflation readings were weak, with June’s reading falling to 1.6%. Consumer sentiment was also strong earlier this year, but fell unexpectedly in June due to a fall in future expectations. Business activity remained strong with the June Purchasing Manager Survey rising to 57.8, the strongest rate of expansion in almost 3 years. The housing market, both in new construction and existing home sales, remained strong.

First quarter U.S. corporate earnings were up 14% from last year, their most robust growth since 2011. With about 40% of the S&P 500 revenues coming from countries abroad, the weaker dollar boosted foreign sales.

Many international markets also showed improved economic data. This included dramatically improved employment, revised upward GDPs, stronger Purchasing Managers Indexes, the highest consumer sentiment readings since 2008’s financial crisis, as well as improving corporate earnings.

The first half of 2017 was filled with key political developments, including the start of Donald Trump’s Administration, the presidential election in France and the UK’s general election. Investors also closely watched central banks’ actions and messaging.

The Federal Reserve (the “Fed”) raised the federal funds rate twice this year, in March and in June. Investors however, began to question the future path of Fed rate hikes due to softer than expected inflation data. The Fed is also expected to start gradually shrinking its $4.5 trillion balance sheet later this year.

Several major central banks, including the European Central Bank (ECB) and the Bank of England, signaled a sooner-than-expected tightening in monetary policy. According to bank officials’ speeches in June, the ECB could soon begin reducing its bond purchases while the Bank of England might raise interest rates later this year. This resulted in the worst three day sell-off this year in European equities during the final days of June. This put government bonds across the developed world under pressure, causing yields to spike at the end of the reporting period.

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Equity & Bond Markets Overview (continued)
FIRST INVESTORS LIFE SERIES FUNDS

The U.S. dollar weakened during the first half of the year, reflecting political uncertainty caused by challenges in implementing the Trump Administration’s pro-growth agenda. The Bloomberg U.S. Dollar Index lost 6.44 percent during the first half of 2017, erasing all of its post-election gains. A significant portion of this decline came from the strengthening euro.

The Equity Market

U.S. equities had a very strong first half of 2017, posting several new records. The Dow Jones Industrial Average (DJIA) hit two major psychological milestones of 20,000 (on January 25th) and 21,000 (on March 1st). The S&P 500 Index and the DJIA gained 9.34% and 9.35% for the period, respectively. Market volatility remained at historically low levels for most of the period despite elevated political uncertainty.

Performance was led by growth stocks for the first five months of 2017 as investors focused on an improving economic outlook while the “Trump Trade,” which was dominant in the fourth quarter of 2016, faded. Growth companies generally post stronger earnings than value companies during times of a prospering economy. Despite a weak June, growth outperformed year-to-date, with the S&P 500 Growth Index gaining 13.33%, while the S&P 500 Value Index returned 4.85%.

Small-caps, which benefited most in the immediate post-election rally, have been the weakest performers in 2017. Small-caps (measured by the Russell 2000 Index) and mid-caps (measured by the S&P 400 MidCap Index) returned 4.99% and 5.99% for the first six months of the year, respectively.

Higher yielding stocks outperformed the general market with the Dow Jones US Select Dividend Index returned 6.09% year-to-date. Real estate as a whole was under pressure earlier this year as investors focused on rising interest rates. In addition, well publicized retail bankruptcies and store closures resulted in a sell-off of retail REITs. Year-to-date the Dow Jones US Select REIT Index returned 1.36%.

Nine out of 11 S&P 500 sectors ended the first half of 2017 in positive territory, with Information Technology and Healthcare being the best performing sectors with returns of 17.23% and 16.07%, respectively. Energy, which was the strongest sector in 2016, is the weakest sector in 2017 at –12.61% due to a sharp decline in oil prices and expectations of an energy glut. Crude oil prices declined over the past 6 months by –14.30% to $46.04 per barrel.

International equities had an even stronger first half of 2017 than U.S. stocks with most of the regions and countries posting double-digit returns, their best first half year since 2009. International developed markets (measured by the MSCI EAFE Index)

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and emerging markets (measured by the MSCI EM Index) returned 14.23% and 18.60% year-to-date. International equities generally benefited from the weaker dollar.

The Bond Market

The U.S. fixed income markets were positive across the board for the first half of 2017. The broad U.S. bond market (measured by the BofA ML U.S. Broad Market Index) gained 2.35% during the review period.

The 2-year U.S. Treasury yield, which is very sensitive to changes in Fed policy, rose by 19 basis points to 1.38%. The 10-year Treasury yield, which is controlled by other factors such as GDP, inflation and investor sentiment, fell 14 basis points to 2.31%. Flattening of the yield curve resulted in an outperformance of the longer-dated Treasuries, with 15+ years performing the best at 5.47%, and shorter-dated Treasuries at only 0.31%.

Credit sensitive fixed income benefited from a narrowing in credit spreads. With record issuance and record demand, investment grade corporate bonds (measured by the BofA ML Corporate Master Index) posted a strong return of 3.88% for the review period. The demand was boosted by overseas buyers in their search of yields that were higher than those available locally. BBB-rated bonds continued to be the strongest performing sector in terms of credit quality among investment grade corporate bonds.

The high yield bond market (measured by the BofA ML U.S. Cash Pay HY Constrained Index) was the strongest domestic fixed income market for the period, returning 4.92%. Leveraged loans slightly underperformed the broad bond market, returning 1.96% year-to-date.

Municipal bonds (measured by the BofA ML Municipal Master Index) recovered significantly in the first half of 2017 with a return of 3.40% after a post-election sell-off in November. New muni issuance is still below expectations for the year, while demand has remained steady.

Sovereign bond markets had mixed performances in their local currencies, depending on the market. Most of the Eurozone markets and Japan had negative performance as yields in those countries rose. The rest of markets were mostly positive. Non-U.S. sovereign bonds (measured by the Citi World Government ex U.S. Bond Index) were up 5.91% year-to-date in U.S. dollar terms, benefiting from U.S. dollar depreciation.

3

 



Equity & Bond Markets Overview (continued)
FIRST INVESTORS LIFE SERIES FUNDS

Emerging market debt (measured by the BofA ML Global Emerging Markets Sovereign Index) was the strongest fixed income market during the review period at 7.45%. Emerging market bonds experienced strong inflows for the period, benefiting from the weakening of the U.S dollar and improving growth within emerging markets.

Thank you for placing your trust in Foresters Financial. As always, we appreciate the opportunity to serve your investment needs.


The Funds are only available through the purchase of variable life insurance policies and variable annuity contracts issued by Foresters Life Insurance and Annuity Company. The reports do not reflect the additional expenses and charges that are applicable to variable life insurance policies and variable annuity contracts.

This Equity & Bond Markets Overview is not part of the Funds’ financial report and is submitted for the general information of the shareholders of the Funds. It is not authorized for distribution to prospective investors in the Funds, unless preceded or accompanied by an effective prospectus. The views expressed in this Overview reflect those views of the Director of Equities and Director of Fixed Income of Foresters Investment Management Company, Inc. through the end of the period covered. Any such views are subject to change at any time based upon market or other conditions and we disclaim any responsibility to update such views. This Overview may not be relied upon as investment advice or an indication of current or future trading intent on behalf of any Fund.

There are a variety of risks associated with investing in variable life and annuity subaccounts. For all subaccounts, there is the risk that securities selected by the portfolio manager may perform differently than the overall market or may not meet the portfolio manager’s expectations. For stock subaccounts, the risks include market risk (the risk that the entire stock market will decline because of an event such as a deterioration in the economy or a rise in interest rates), as well as special risks associated with investing in certain types of stock subaccounts such as small-cap, global or international funds. For bond subaccounts, the risks include interest rate risk and credit risk. Interest rate risk is the risk that bonds will decrease in value as interest rates rise. As a general matter, bonds with longer maturities fluctuate more than bonds

4

 



with shorter maturities in reaction to changes in interest rates. Credit risk is the risk that bonds will decline in value as the result of a decline in the credit rating of the bonds or the economy as a whole, or that the issuer will be unable to pay interest and/or principal when due. There are also special risks associated with investing in certain types of bond subaccounts, including liquidity risk and prepayment and extension risk. To the extent a subaccount uses derivatives, it will have risks associated with such use. You should consult the Funds’ prospectus for a precise explanation of the risks associated with your subaccounts.

5

 



Understanding Your Fund’s Expenses (unaudited)
FIRST INVESTORS LIFE SERIES FUNDS

As a mutual fund shareholder, you incur two types of costs: (1) transaction costs, and (2) ongoing costs, including advisory fees and other expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The examples are based on an investment of $1,000 in each Fund at the beginning of the period, January 1, 2017, and held for the entire six-month period ended June 30, 2017. The calculations assume that no shares were bought or sold during the period. Your actual costs may have been higher or lower, depending on the amount of your investment and the timing of any purchases or redemptions.

Actual Expense Example:

These amounts help you to estimate the actual expenses that you paid over the period. The “Ending Account Value” shown is derived from the Fund’s actual return, and the “Expenses Paid During Period” shows the dollar amount that would have been paid by an investor who started with $1,000 in the Fund. You may use the information here, together with the amount you invested, to estimate the expenses that you paid during the period.

To estimate the expenses you paid on your account during this period simply divide your ending account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.60), then multiply the result by the number given for your Fund under the heading “Expenses Paid During Period”.

Hypothetical Expense Example:

These amounts provide information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

Please note that the expenses shown in the table are meant to highlight and help you compare your ongoing costs only and do not reflect any transactional costs. Therefore, the hypothetical expense example is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

6

 



Fund Expenses (unaudited)
BALANCED INCOME FUND

The examples below show the ongoing costs (in dollars) of investing in your Fund and will help you in comparing these costs with costs of other mutual funds. Please refer to page 6 for a detailed explanation of the information presented in these examples.

       
  Beginning Ending  
  Account Account Expenses Paid
  Value Value During Period
  (1/1/17) (6/30/17) (1/1/17–6/30/17)*
Expense Examples      
Actual $1,000.00 $1,037.23 $4.95
Hypothetical      
(5% annual return before expenses) $1,000.00 $1,019.93 $4.91

 

Expenses are equal to the annualized expense ratio of .98%, multiplied by the average account
value over the period, multiplied by 181/365 (to reflect the one-half year period). Expenses paid
during the period are net of expenses waived.

 

Portfolio Composition
TOP TEN SECTORS


Portfolio holdings and allocations are subject to change. Percentages are as of June 30, 2017, and are
based on the total value of investments.

 

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Portfolio of Investments
BALANCED INCOME FUND
June 30, 2017

         
   
 
Principal      
Amount   Security   Value
  CORPORATE BONDS—48.6%    
  Automotive—1.6%    
$100M   O’Reilly Automotive, Inc., 3.55%, 3/15/2026   $     100,868
  Chemicals—3.3%    
100M Agrium, Inc., 3.5%, 6/1/2023   102,793
100M   Dow Chemical Co., 3.5%, 10/1/2024   102,861
        205,654
  Consumer Non-Durables—1.7%    
100M   Newell Brands, Inc., 4.2%, 4/1/2026   106,293
  Energy—2.6%    
50M BP Capital Markets, PLC, 3.216%, 11/28/2023   50,821
100M   Magellan Midstream Partners, LP, 5%, 3/1/2026   110,472
        161,293
  Financial Services—4.2%    
100M American International Group, Inc., 3.75%, 7/10/2025   102,029
50M General Electric Capital Corp., 3.1%, 1/9/2023   51,891
100M   State Street Corp., 3.55%, 8/18/2025   104,241
        258,161
  Financials—13.9%    
100M Bank of America Corp., 2.1532%, 4/24/2023 †   100,435
100M Citigroup, Inc., 3.7%, 1/12/2026   101,323
50M Deutsche Bank AG, 3.7%, 5/30/2024   50,066
100M General Motors Financial Co., 5.25%, 3/1/2026   108,196
50M Goldman Sachs Group, Inc., 3.625%, 1/22/2023   51,671
100M JPMorgan Chase & Co., 6.4%, 5/15/2038   134,241
100M Morgan Stanley, 2.3732%, 5/8/2024 †   100,598
50M U.S. Bancorp, 3.6%, 9/11/2024   51,985
50M Visa, Inc., 3.15%, 12/14/2025   50,818
  Wells Fargo & Co.:    
50M 5.606%, 1/15/2044   59,591
50M   3.9%, 5/1/2045   50,146
        859,070

 

8

 



         
 
Principal      
Amount      
or Shares   Security   Value
  Food/Beverage/Tobacco—1.5%    
$100M   PepsiCo, Inc., 3.45%, 10/6/2046   $      94,209
  Information Technology—2.4%    
100M Microsoft Corp., 3.7%, 8/8/2046   99,216
50M   Oracle Corp., 2.65%, 7/15/2026   48,035
        147,251
  Real Estate—9.8%    
100M Alexandria Real Estate Equities, Inc., 3.95%, 1/15/2028   101,902
50M AvalonBay Communities, Inc., 3.5%, 11/15/2024   51,306
100M Boston Properties, LP, 2.75%, 10/1/2026   94,607
50M Prologis, LP, 3.75%, 11/1/2025   52,144
150M Realty Income Corp., 3.25%, 10/15/2022   152,436
50M Simon Property Group, LP, 3.375%, 10/1/2024   50,952
100M   Welltower, Inc., 4%, 6/1/2025   103,566
        606,913
  Retail-General Merchandise—.9%    
50M   Amazon.com, Inc., 4.8%, 12/5/2034   57,732
  Telecommunications—1.6%    
100M   Verizon Communications, Inc., 4.272%, 1/15/2036   96,820
  Transportation—3.4%    
100M Cummins, Inc., 4.875%, 10/1/2043   113,211
100M   Southwest Airlines Co., 3%, 11/15/2026   97,184
        210,395
  Utilities—1.7%    
50M Dominion Resources, Inc., 3.9%, 10/1/2025   51,848
50M   Oklahoma Gas & Electric Co., 4%, 12/15/2044   50,314
        102,162
Total Value of Corporate Bonds (cost $2,997,496)   3,006,821
  COMMON STOCKS—39.6%    
  Consumer Discretionary—4.4%    
400 Acushnet Holdings Corporation   7,936
84 Adient, PLC   5,492
600 American Eagle Outfitters, Inc.   7,230
400 Coach, Inc.   18,936
950   DSW, Inc. – Class “A”   16,815

 

9

 



Portfolio of Investments (continued)
BALANCED INCOME FUND
June 30, 2017

         
 
 
 
Shares   Security   Value
  Consumer Discretionary (continued)    
1,150 Ford Motor Company $      12,867
500 HSN, Inc.   15,950
600 L Brands, Inc.   32,334
300 Newell Brands, Inc.   16,086
500 Nordstrom, Inc.   23,915
600 Regal Entertainment Group – Class “A”   12,276
550 Tupperware Brands Corporation   38,627
100 Whirlpool Corporation   19,162
300 Williams-Sonoma, Inc.   14,550
300   Wyndham Worldwide Corporation   30,123
        272,299
  Consumer Staples—5.9%    
950 Altria Group, Inc.   70,746
800 B&G Foods, Inc.   28,480
600 Coca-Cola Company   26,910
1,076 Koninklijke Ahold Delhaize NV (ADR)   20,595
300 Nu Skin Enterprises, Inc. – Class “A”   18,852
400 PepsiCo, Inc.   46,196
650 Philip Morris International, Inc.   76,343
250 Procter & Gamble Company   21,788
500 Sysco Corporation   25,165
400   Wal-Mart Stores, Inc.   30,272
        365,347
  Energy—1.9%    
100 Chevron Corporation   10,433
200 ExxonMobil Corporation   16,146
500 Marathon Petroleum Corporation   26,165
100 Occidental Petroleum Corporation   5,987
500 PBF Energy, Inc. – Class “A”   11,130
100 Phillips 66   8,269
300 Royal Dutch Shell, PLC – Class “A” (ADR)   15,957
100 Schlumberger, Ltd.   6,584
600   Suncor Energy, Inc.   17,520
        118,191

 

10

 



         
 
 
 
Shares   Security   Value
  Financials—4.8%    
300 Ameriprise Financial, Inc. $      38,187
400 Berkshire Hills Bancorp, Inc.   14,060
200 Chubb, Ltd.   29,076
500 Discover Financial Services   31,095
300 Hamilton Lane, Inc. – Class “A”   6,597
500 JPMorgan Chase & Company   45,700
500 MetLife, Inc.   27,470
250 PNC Financial Services Group, Inc.   31,218
600 U.S. Bancorp   31,152
1,200 Waddell & Reed Financial, Inc. – Class “A”   22,656
350   Wells Fargo & Company   19,394
        296,605
  Health Care—4.3%    
750 Abbott Laboratories   36,457
700 AbbVie, Inc.   50,757
900 GlaxoSmithKline, PLC (ADR)   38,808
400 Johnson & Johnson   52,916
550 Merck & Company, Inc.   35,249
1,600   Pfizer, Inc.   53,744
        267,931
  Industrials—6.0%    
300 3M Company   62,457
1,200 General Electric Company   32,412
300 Honeywell International, Inc.   39,987
700 Johnson Controls International, PLC   30,352
800 Koninklijke Philips NV (ADR)   28,656
200 Lockheed Martin Corporation   55,522
600 Mobile Mini, Inc.   17,910
2,500 Triton International, Ltd.   83,600
150   United Technologies Corporation   18,317
        369,213
  Information Technology—5.6%    
500 Apple, Inc.   72,010
1,250 Cisco Systems, Inc.   39,125
600 Intel Corporation   20,244
150 International Business Machines Corporation   23,074
800 Maxim Integrated Products, Inc.   35,920
950   Microsoft Corporation   65,483

 

11

 



Portfolio of Investments (continued)
BALANCED INCOME FUND
June 30, 2017

 
         
 
 
 
Shares   Security   Value
  Information Technology (continued)    
600 QUALCOMM, Inc. $      33,132
300 Symantec Corporation   8,475
1,150 Travelport Worldwide, Ltd.   15,824
400   Western Digital Corporation   35,440
        348,727
  Materials—1.1%    
500 International Paper Company   28,305
150 Praxair, Inc.   19,883
300   RPM International, Inc.   16,365
        64,553
  Real Estate—2.1%    
2,100 Brixmor Property Group, Inc. (REIT)   37,548
650 Chesapeake Lodging Trust (REIT)   15,905
2,050 FelCor Lodging Trust, Inc. (REIT)   14,780
1,000 Tanger Factory Outlet Centers, Inc. (REIT)   25,980
600 Urstadt Biddle Properties, Inc. – Class “A” (REIT)   11,880
1,700   Whitestone REIT (REIT)   20,825
        126,918
  Telecommunication Services—1.3%    
1,150 AT&T, Inc.   43,389
800   Verizon Communications, Inc.   35,728
        79,117
  Utilities—2.2%    
300 Black Hills Corporation   20,241
500 Duke Energy Corporation   41,795
600 Exelon Corporation   21,642
800 NiSource, Inc.   20,288
200 SCANA Corporation   13,402
300   WEC Energy Group, Inc.   18,414
        135,782
Total Value of Common Stocks (cost $2,219,534)   2,444,683

 

12

 



               
 
Principal        
Amount        
or Shares   Security         Value
  RESIDENTIAL MORTGAGE-BACKED    
  SECURITIES—5.9%      
  Fannie Mae      
$  209M 3.5%, 6/1/2046   $     214,910
99M 4%, 3/1/2047     104,292
44M   4.5%, 1/1/2047         47,622
Total Value of Residential Mortgage-Backed Securities (cost $373,444)       366,824
  EXCHANGE TRADED FUNDS—2.6%      
1,820 ishares iBoxx USD High Yield Corporate Bond ETF (ETF)    
    (cost $154,357)         160,870
Total Value of Investments (cost $5,744,831) 96.7 % 5,979,198
Other Assets, Less Liabilities 3.3       202,785
Net Assets     100.0 %     $6,181,983

 

†  Interest rates are determined and reset periodically. The interest rates above are the rates in effect
at June 30, 2017.
 
Summary of Abbreviations:
ADR American Depositary Receipts
ETF Exchange Traded Fund
REIT Real Estate Investment Trust
USD United States Dollar

 

Futures contracts outstanding at June 30, 2017:

 

          Unrealized
Number of     Value at Value at Appreciation
Contracts Type Expiration   Trade Date   June 30, 2017   (Depreciation)  
1 5 Year U.S. Sep. 2017 $117,923 $117,998 $         75
  Treasury Note        
5 10 Year U.S. Sep. 2017 627,780 627,840 60
  Treasury Note        
1 U.S. Treasury Sep. 2017 152,023 150,346 (1,677)
  Long Bond          
(Premium received $89)       $(1,542)  

 

13

 



Portfolio of Investments (continued)
BALANCED INCOME FUND
June 30, 2017

The Fund’s assets and liabilities are classified into the following three levels based on the inputs used to value the assets and liabilities:

Level 1 — Unadjusted quoted prices in active markets for identical securities that the Fund has the ability to access.

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

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

The inputs methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities. For example, U.S. Government securities are reflected as Level 2 because the inputs used to determine fair value may not always be quoted prices in an active market.

The following is a summary, by category of Level, of inputs used to value the Fund’s investments as of June 30, 2017:

    Level 1   Level 2   Level 3   Total
Assets                
Corporate Bonds $ $ 3,006,821 $ $ 3,006,821
Common Stocks   2,444,683       2,444,683
Residential Mortgage-Backed                
Securities     366,824     366,824
Exchange Traded Funds   160,870       160,870
Total Investments in Securities* $ 2,605,553 $ 3,373,645 $ $ 5,979,198
 
Liabilities                
Futures Contracts $ (1,453) $ $ $ (1,453)

 

The Portfolio of Investments provides information on the industry categorization for corporate
bonds and common stocks.
 
There were no transfers into or from Level 1 and Level 2 by the Fund for the period ended
June 30, 2017. Transfers, if any, between Levels are recognized at the end of the reporting period.

 

14 See notes to financial statements

 



Fund Expenses (unaudited)
COVERED CALL STRATEGY FUND

The examples below show the ongoing costs (in dollars) of investing in your Fund and will help you in comparing these costs with costs of other mutual funds. Please refer to page 6 for a detailed explanation of the information presented in these examples.

        
  Beginning Ending  
  Account Account Expenses Paid
  Value Value During Period
  (1/1/17) (6/30/17) (1/1/17–6/30/17)*
Expense Examples      
Actual $1,000.00 $1,041.08 $5.42
Hypothetical      
(5% annual return before expenses) $1,000.00 $1,019.48 $5.36

 

Expenses are equal to the annualized expense ratio of 1.07%, multiplied by the average account
value over the period, multiplied by 181/365 (to reflect the one-half year period). Expenses paid
during the period are net of expenses waived.

 

Portfolio Composition
BY SECTOR


Portfolio holdings and allocations are subject to change. Percentages are as of June 30, 2017, and are
based on the total value of investments.

 

15

 



Portfolio of Investments
COVERED CALL STRATEGY FUND
June 30, 2017

         
 
 
 
Shares   Security   Value
  COMMON STOCKS—98.9%    
  Consumer Discretionary—8.3%    
200 * AutoZone, Inc. $     114,092
2,700 CBS Corporation – Class “B”   172,206
1,500 Walt Disney Company   159,375
1,200   Whirlpool Corporation   229,944
        675,617
  Consumer Staples—4.0%    
2,800 General Mills, Inc.   155,120
3,900   Mondelez International, Inc.   168,441
        323,561
  Energy—10.7%    
2,200 Chevron Corporation   229,526
2,000 ExxonMobil Corporation   161,460
5,100 Halliburton Company   217,821
4,000   Valero Energy Corporation   269,840
        878,647
  Financials—21.9%    
3,400 American Express Company   286,416
15,100 Bank of America Corporation   366,326
600 BlackRock, Inc.   253,446
1,400 Goldman Sachs Group, Inc.   310,660
4,400 JPMorgan Chase & Company   402,160
3,400   U.S. Bancorp   176,528
      1,795,536
  Health Care—16.5%    
1,500 Allergan, PLC   364,635
900 Amgen, Inc.   155,007
3,000 Bristol-Myers Squibb Company   167,160
4,300 Medtronic, PLC   381,625
8,400   Pfizer, Inc.   282,156
      1,350,583

 

16

 



               
 
  
 
Shares   Security         Value
  Industrials—15.0%      
8,300 General Electric Company   $      224,183
2,700 Honeywell International, Inc.     359,883
600 Lockheed Martin Corporation     166,566
2,000 Raytheon Company     322,960
1,400   United Parcel Service, Inc. – Class “B”         154,826
              1,228,418
  Information Technology—16.1%      
2,300 Apple, Inc.     331,246
9,000 Cisco Systems, Inc.     281,700
7,000 Intel Corporation     236,180
6,200 Oracle Corporation     310,868
2,900   QUALCOMM, Inc.         160,138
              1,320,132
  Materials—4.9%      
6,400   Dow Chemical Company         403,648
  Telecommunication Services—1.5%      
2,800   Verizon Communications, Inc.         125,048
Total Value of Common Stocks (cost $7,319,237) 98.9 %   8,101,190
Other Assets, Less Liabilities 1.1       87,716
Net Assets     100.0 %   $8,188,906

 

Non-income producing

 

17

 



Portfolio of Investments (continued)
COVERED CALL STRATEGY FUND
June 30, 2017

         
  Expiration Exercise    
CALL OPTIONS WRITTEN—2.0% Date Price Contracts Value
Allergan, PLC 7/21/17 $240.00 15 $     9,150
American Express Company 7/21/17 80.00 34 16,252
Amgen, Inc. 7/21/17 155.00 8 14,328
Amgen, Inc. 7/21/17 165.00 1 833
Apple, Inc. 7/21/17 150.00 23 1,495
AutoZone, Inc. 7/21/17 620.00 2 260
Bank of America Corporation 7/21/17 25.00 118 3,304
Bank of America Corporation 8/11/17 25.50 33 1,221
BlackRock, Inc. 10/20/17 390.00 5 19,925
BlackRock, Inc. 10/20/17 420.00 1 1,885
Bristol-Myers Squibb Company 9/15/17 60.00 30 2,970
CBS Corporation 12/15/17 67.50 27 6,682
Cisco Systems, Inc. 7/14/17 32.00 90 990
Dow Chemical Company 7/28/17 64.50 64 4,608
ExxonMobil Corporation 1/19/18 85.00 3 495
ExxonMobil Corporation 1/19/18 87.50 17 1,649
General Electric Company 7/14/17 29.50 83 83
General Mills, Inc. 7/21/17 57.50 28 560
Halliburton Company 10/20/17 45.00 51 8,007
Honeywell International, Inc. 7/21/17 135.00 27 3,807
Intel Corporation 9/15/17 34.00 70 7,700
JPMorgan Chase & Company 8/18/17 95.00 4 324
JPMorgan Chase & Company 12/15/17 95.00 40 11,840
Lockheed Martin Corporation 7/21/17 280.00 6 1,800
Medtronic, PLC 7/21/17 87.50 42 7,098
Medtronic, PLC 8/18/17 90.00 1 117
Mondelez International, Inc. 7/21/17 45.50 39 761
Oracle Corporation 8/4/17 52.50 62 1,054
Pfizer, Inc. 7/28/17 34.50 84 1,176
QUALCOMM, Inc. 7/21/17 55.50 29 4,495
Raytheon Company 8/18/17 165.00 20 5,320
U.S. Bancorp 7/21/17 52.00 11 1,045
U.S. Bancorp 7/21/17 52.50 23 1,633
United Parcel Service, Inc. 7/21/17 111.00 14 2,030
Valero Energy Corporation 8/18/17 67.50 40 8,160
Verizon Communications, Inc. 7/21/17 47.00 28 112
Walt Disney Company 7/14/17 107.00 15 900
Whirlpool Corporation 9/15/17 190.00 12 10,830
Total Call Options Written (premium received $156,854)     $164,899

 

18

 



The Fund’s assets and liabilities are classified into the following three levels based on the inputs used to value the assets and liabilities:

Level 1 — Unadjusted quoted prices in active markets for identical securities that the Fund has the ability to access.

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

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

The inputs methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities. For example, U.S. Government securities are reflected as Level 2 because the inputs used to determine fair value may not always be quoted prices in an active market.

The following is a summary, by category of Level, of inputs used to value the Fund’s investments as of June 30, 2017:

    Level 1   Level 2   Level 3   Total
Assets                
Common Stocks* $ 8,101,190 $ $ $ 8,101,190
Liabilities                
Call Options Written $ (164,899) $ $ $ (164,899)

 

The Portfolio of Investments provides information on the industry categorization for common stocks.
 
There were no transfers into or from Level 1 and Level 2 by the Fund for the period ended
June 30, 2017. Transfers, if any, between Levels are recognized at the end of the reporting period.

 

See notes to financial statements 19

 



Fund Expenses (unaudited)
EQUITY INCOME FUND

The examples below show the ongoing costs (in dollars) of investing in your Fund and will help you in comparing these costs with costs of other mutual funds. Please refer to page 6 for a detailed explanation of the information presented in these examples.

       
  Beginning Ending  
  Account Account Expenses Paid
  Value Value During Period
  (1/1/17) (6/30/17) (1/1/17–6/30/17)*
Expense Examples      
Actual $1,000.00 $1,056.95 $4.08
Hypothetical      
(5% annual return before expenses) $1,000.00 $1,020.82 $4.01

 

Expenses are equal to the annualized expense ratio of .80%, multiplied by the average account
value over the period, multiplied by 181/365 (to reflect the one-half year period).

 

Portfolio Composition
TOP TEN SECTORS


Portfolio holdings and allocations are subject to change. Percentages are as of June 30, 2017, and are
based on the total value of investments.

 

20

 



Portfolio of Investments
EQUITY INCOME FUND
June 30, 2017

         
 
  
 
Shares   Security   Value
  COMMON STOCKS—93.7%    
  Consumer Discretionary—8.8%    
17,000 Acushnet Holdings Corporation $        337,280
13,200 American Eagle Outfitters, Inc.   159,060
8,687 CBS Corporation – Class “B”   554,057
36,200 Comcast Corporation – Special Shares “A”   1,408,904
3,900 Delphi Automotive, PLC   341,835
51,850 Ford Motor Company   580,202
7,950 Home Depot, Inc.   1,219,530
13,500 HSN, Inc.   430,650
4,800 L Brands, Inc.   258,672
6,900 McDonald’s Corporation   1,056,804
12,437 Newell Brands, Inc.   666,872
6,700 Oxford Industries, Inc.   418,683
28,400 Regal Entertainment Group – Class “A”   581,064
11,016 Time Warner, Inc.   1,106,117
3,600 Tupperware Brands Corporation   252,828
4,300 Walt Disney Company   456,875
1,400 Whirlpool Corporation   268,268
5,600   Wyndham Worldwide Corporation   562,296
        10,659,997
  Consumer Staples—9.7%    
23,100 Altria Group, Inc.   1,720,257
14,400 B&G Foods, Inc.   512,640
17,800 Coca-Cola Company   798,330
12,000 CVS Health Corporation   965,520
4,350 Dr. Pepper Snapple Group, Inc.   396,328
6,400 Kimberly-Clark Corporation   826,304
21,282 Koninklijke Ahold Delhaize NV (ADR)   407,337
3,666 Kraft Heinz Company   313,956
3,400 Molson Coors Brewing Company   293,556
12,300 PepsiCo, Inc.   1,420,527
16,200 Philip Morris International, Inc.   1,902,690
14,200 Procter & Gamble Company   1,237,530
12,700   Wal-Mart Stores, Inc.   961,136
        11,756,111
  Energy—7.0%    
17,200 Chevron Corporation   1,794,476
16,150 ConocoPhillips   709,954
14,600   Devon Energy Corporation   466,762

 

21

 



Portfolio of Investments (continued)
EQUITY INCOME FUND
June 30, 2017

         
 
 
 
Shares   Security   Value
  Energy (continued)    
15,600 ExxonMobil Corporation     1,259,388
8,600 Halliburton Company   367,306
13,800 Marathon Petroleum Corporation   722,154
17,800 Occidental Petroleum Corporation   1,065,686
15,800 PBF Energy, Inc. – Class “A”   351,708
14,400 Royal Dutch Shell, PLC – Class “A” (ADR)   765,936
7,100 Schlumberger, Ltd.   467,464
20,400   Suncor Energy, Inc.   595,680
        8,566,514
  Financials—17.4%    
29,700 AllianceBernstein Holding, LP (MLP)   702,405
10,350 American Express Company   871,884
7,700 American International Group, Inc.   481,404
4,050 Ameriprise Financial, Inc.   515,524
20,200 Bank of New York Mellon Corporation   1,030,604
19,850 Berkshire Hills Bancorp, Inc.   697,727
13,567 Chubb, Ltd.   1,972,370
15,600 Citizens Financial Group, Inc.   556,608
14,550 Discover Financial Services   904,864
29,070 Financial Select Sector SPDR Fund (ETF)   717,157
300 Hamilton Lane, Inc. – Class “A”   6,597
7,900 IBERIABANK Corporation   643,850
13,900 Invesco, Ltd.   489,141
21,000 iShares S&P U.S. Preferred Stock Index Fund (ETF)   822,570
25,900 JPMorgan Chase & Company   2,367,260
21,100 MetLife, Inc.   1,159,234
9,400 PNC Financial Services Group, Inc.   1,173,778
6,200 Prosperity Bancshares, Inc.   398,288
9,700 SPDR S&P Regional Banking (ETF)   533,015
26,100 Sterling Bancorp   606,825
5,400 Travelers Companies, Inc.   683,262
20,900 U.S. Bancorp   1,085,128
17,400 Waddell & Reed Financial, Inc. – Class “A”   328,512
42,450   Wells Fargo & Company   2,352,155
        21,100,162
  Health Care—11.7%    
18,400 Abbott Laboratories   894,424
16,300 AbbVie, Inc.   1,181,913
8,492 Baxter International, Inc.   514,106
9,000   Gilead Sciences, Inc.   637,020

 

22

 



         
 
 
 
Shares   Security   Value
  Health Care (continued)    
10,050 GlaxoSmithKline, PLC (ADR) $        433,356
19,550 Johnson & Johnson   2,586,270
10,912 Medtronic, PLC   968,440
33,520 Merck & Company, Inc.   2,148,297
74,585 Pfizer, Inc.   2,505,310
14,400 Phibro Animal Health Corporation – Class “A”   533,520
3,850 Thermo Fisher Scientific, Inc.   671,710
3,100 UnitedHealth Group, Inc.   574,802
8,490   Zoetis, Inc.   529,606
        14,178,774
  Industrials—11.6%    
5,500 3M Company   1,145,045
5,600 A.O. Smith Corporation   315,448
12,400 Eaton Corporation, PLC   965,092
3,400 General Dynamics Corporation   673,540
61,630 General Electric Company   1,664,626
11,800 Honeywell International, Inc.   1,572,822
13,300 Industrial Select Sector SPDR Fund (ETF)   905,863
9,700 Ingersoll-Rand, PLC   886,483
5,850 ITT, Inc.   235,053
24,834 Johnson Controls International, PLC   1,076,802
19,100 Koninklijke Philips NV (ADR)   684,162
3,680 Lockheed Martin Corporation   1,021,605
10,500 Schneider National, Inc.   234,885
1,450 Snap-On, Inc.   229,100
17,400 Triton International, Ltd.   581,856
8,500 United Parcel Service, Inc. – Class “B”   940,015
8,200   United Technologies Corporation   1,001,302
        14,133,699
  Information Technology—13.0%    
8,690 Apple, Inc.   1,251,534
16,300 Applied Materials, Inc.   673,353
5,450 Automatic Data Processing, Inc.   558,407
3,000 Broadcom, Ltd.   699,150
66,700 Cisco Systems, Inc.   2,087,710
14,200 HP Enterprise Company   235,578
26,800 HP, Inc.   468,464
34,100 Intel Corporation   1,150,534
11,600   Juniper Networks, Inc.   323,408

 

23

 



Portfolio of Investments (continued)
EQUITY INCOME FUND
June 30, 2017

         
 
 
 
Shares   Security   Value
  Information Technology (continued)    
3,650 Lam Research Corporation $        516,220
11,400 Microchip Technology, Inc.   879,852
39,250 Microsoft Corporation   2,705,503
5,100 * NXP Semiconductors NV   558,195
11,700 QUALCOMM, Inc.   646,074
10,800 Silicon Motion Technology Corporation (ADR)   520,884
22,700 Symantec Corporation   641,275
7,500 TE Connectivity, Ltd.   590,100
10,900 Technology Select Sector SPDR Fund (ETF)   596,448
8,400   Western Digital Corporation   744,240
        15,846,929
  Materials—4.7%    
17,050 Dow Chemical Company   1,075,343
9,190 E.I. DuPont de Nemours & Company   741,725
4,700 Eastman Chemical Company   394,753
9,700 International Paper Company   549,117
22,800 * Louisiana-Pacific Corporation   549,708
7,700 LyondellBasell Industries NV – Class “A”   649,803
5,400 Praxair, Inc.   715,770
10,400 Sealed Air Corporation   465,504
4,600 Steel Dynamics, Inc.   164,726
7,990   WestRock Company   452,713
        5,759,162
  Real Estate—2.7%    
31,100 Brixmor Property Group, Inc. (REIT)   556,068
16,900 Chesapeake Lodging Trust (REIT)   413,543
2,800 Federal Realty Investment Trust (REIT)   353,892
8,850 iShares U.S. Real Estate ETF (ETF)   705,965
12,000 Sunstone Hotel Investors, Inc. (REIT)   193,440
17,300 Tanger Factory Outlet Centers, Inc. (REIT)   449,454
31,600   Urstadt Biddle Properties, Inc. – Class “A” (REIT)   625,680
        3,298,042
  Telecommunication Services—3.2%    
50,760 AT&T, Inc.   1,915,175
43,100   Verizon Communications, Inc.   1,924,846
        3,840,021

 

24

 



         
 
 
 
Shares   Security   Value
  Utilities—3.9%    
7,350 American Electric Power Company, Inc. $        510,604
19,200 CenterPoint Energy, Inc.   525,696
6,750 Dominion Resources, Inc.   517,252
6,900 Duke Energy Corporation   576,771
24,500 Exelon Corporation   883,715
3,400 NextEra Energy, Inc.   476,442
20,200 PPL Corporation   780,932
8,300   Vectren Corporation   485,052
        4,756,464
Total Value of Common Stocks (cost $78,188,539)   113,895,875
  PREFERRED STOCKS—1.7%    
  Financials—.6%    
200 Citizens Financial Group, Inc., Series A, 5.5%, 2049   209,500
21,200   JPMorgan Chase & Co., Series Y, 6.125%, 2020   571,340
        780,840
  Health Care—.4%    
500   Allergan, PLC, Series A, 5.5%, 2018   434,040
  Real Estate—.7%    
11,400 Digital Realty Trust, Inc., Series G (REIT), 5.875%, 2049   291,498
9,000 Urstadt Biddle Properties, Inc., Series F (REIT), 7.125%, 2049   231,570
11,000   Urstadt Biddle Properties, Inc., Series G (REIT), 6.75%, 2049   290,400
        813,468
Total Value of Preferred Stocks (cost $2,019,492)   2,028,348

 

25

 



Portfolio of Investments (continued)
EQUITY INCOME FUND
June 30, 2017

               
 
 
Principal        
Amount   Security         Value
  SHORT-TERM U.S. GOVERNMENT AGENCY    
  OBLIGATIONS—3.5%      
  Federal Home Loan Bank:      
$  500M 0.92%, 7/13/2017   $         499,862
750M 0.9%, 7/19/2017     749,670
1,000M 1%, 7/19/2017     999,560
500M 0.9%, 7/24/2017     499,711
1,000M 0.99%, 8/2/2017     999,158
500M   0.98%, 8/11/2017         499,453
Total Value of Short-Term U.S. Government Agency Obligations (cost $4,247,282) 4,247,414
Total Value of Investments (cost $84,455,313) 98.9 %   120,171,637
Other Assets, Less Liabilities 1.1       1,375,445
Net Assets     100.0 %   $121,547,082

 

* Non-income producing
 
Summary of Abbreviations:
ADR American Depositary Receipts
ETF Exchange Traded Fund
MLP Master Limited Partnership
REIT Real Estate Investment Trust

 

26

 



The Fund’s assets and liabilities are classified into the following three levels based on the inputs used to value the assets and liabilities:

Level 1 — Unadjusted quoted prices in active markets for identical securities that the Fund has the ability to access.

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

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

The inputs methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities. For example, U.S. Government securities are reflected as Level 2 because the inputs used to determine fair value may not always be quoted prices in an active market.

The following is a summary, by category of Level, of inputs used to value the Fund’s investments as of June 30, 2017:

    Level 1   Level 2   Level 3   Total
Common Stocks $ 113,895,875 $ $ $ 113,895,875
Preferred Stocks 2,028,348     2,028,348
Short-Term U.S. Government            
Agency Obligations     4,247,414     4,247,414
Total Investments in Securities* $ 115,924,223 $ 4,247,414 $ $ 120,171,637

 

* The Portfolio of Investments provides information on the industry categorization for common stocks
and preferred stocks.
 
There were no transfers into or from Level 1 and Level 2 by the Fund for the period ended
June 30, 2017. Transfers, if any, between Levels are recognized at the end of the reporting period.

 

See notes to financial statements 27

 



Fund Expenses (unaudited)
FUND FOR INCOME

The examples below show the ongoing costs (in dollars) of investing in your Fund and will help you in comparing these costs with costs of other mutual funds. Please refer to page 6 for a detailed explanation of the information presented in these examples.

       
  Beginning Ending  
  Account Account Expenses Paid
  Value Value During Period
  (1/1/17) (6/30/17) (1/1/17–6/30/17)*
Expense Examples      
Actual $1,000.00 $1,040.09 $4.45
Hypothetical      
(5% annual return before expenses) $1,000.00 $1,020.43 $4.41

 

* Expenses are equal to the annualized expense ratio of .88%, multiplied by the average account
value over the period, multiplied by 181/365 (to reflect the one-half year period).

 

Portfolio Composition
TOP TEN SECTORS


Portfolio holdings and allocations are subject to change. Percentages are as of June 30, 2017, and are
based on the total value of investments.

 

28

 



Portfolio of Investments
FUND FOR INCOME
June 30, 2017

         
 
 
Principal      
Amount   Security   Value
  CORPORATE BONDS—92.4%    
  Aerospace/Defense—1.3%    
  Bombardier, Inc.:    
$375M 8.75%, 12/1/2021 (a) $       417,187
225M 7.5%, 3/15/2025 (a)   234,000
  Meccanica Holdings USA, Inc.:    
275M 7.375%, 7/15/2039 (a)   331,375
100M 6.25%, 1/15/2040 (a)   112,500
275M   Transdigm, Inc., 6.375%, 6/15/2026   279,813
        1,374,875
  Automotive—4.9%    
200M Allison Transmission, Inc., 5%, 10/1/2024 (a)   205,500
  American Axle & Manufacturing, Inc.:    
25M 6.625%, 10/15/2022   25,750
225M 6.25%, 4/1/2025 (a)   219,937
175M 6.5%, 4/1/2027 (a)   170,625
250M Asbury Automotive Group, Inc., 6%, 12/15/2024   255,625
225M Avis Budget Car Rental, 6.375%, 4/1/2024 (a)   225,562
175M Cooper-Standard Automotive, Inc., 5.625%, 11/15/2026 (a)   176,094
  Dana Holding Corp.:    
200M 6%, 9/15/2023   209,500
250M 5.5%, 12/15/2024   260,625
450M Fiat Chrysler Automobiles NV, 5.25%, 4/15/2023   459,562
  Group 1 Automotive, Inc.:    
325M 5%, 6/1/2022   331,500
200M 5.25%, 12/15/2023 (a)   203,000
  Hertz Corp.:    
250M 7.625%, 6/1/2022 (a)   250,025
150M 5.5%, 10/15/2024 (a)   123,750
200M IHO Verwaltungs GmbH, 4.125%, 9/15/2021 (a)   204,250
500M LKQ Corp., 4.75%, 5/15/2023   512,500
450M Meritor, Inc., 6.25%, 2/15/2024   471,375
425M Omega U.S. Sub, LLC, 8.75%, 7/15/2023 (a)   451,563
325M   ZF North America Capital, Inc., 4.75%, 4/29/2025 (a)   344,094
        5,100,837
  Building Materials—1.0%    
500M Building Materials Corp., 5.375%, 11/15/2024 (a)   529,375
550M   Griffon Corp., 5.25%, 3/1/2022   562,375
        1,091,750

 

29

 



Portfolio of Investments (continued)
FUND FOR INCOME
June 30, 2017

 
         
 
 
Principal      
Amount   Security   Value
  Chemicals—4.7%    
$275M A. Schulman, Inc., 6.875%, 6/1/2023 $       292,188
400M Blue Cube Spinco, Inc., 10%, 10/15/2025   495,000
225M Consolidated Energy Finance SA, 6.875%, 6/15/2025 (a)   232,312
125M Evolution Escrow Issuer, 7.5%, 3/15/2022 (a)   129,375
275M Koppers, Inc., 6%, 2/15/2025 (a)   292,875
450M Platform Specialty Products Corp., 10.375%, 5/1/2021 (a)   498,938
400M PolyOne Corp., 5.25%, 3/15/2023   422,000
  Rain CII Carbon, LLC:    
232M 8.25%, 1/15/2021 (a)   242,150
850M 7.25%, 4/1/2025 (a)   879,750
275M Rayonier AM Products, Inc., 5.5%, 6/1/2024 (a)   268,986
175M TPC Group, Inc., 8.75%, 12/15/2020 (a)   158,375
250M Trinseo SA, 6.75%, 5/1/2022 (a)   265,625
300M Tronox Finance, LLC, 6.375%, 8/15/2020   301,500
375M Univar USA, Inc., 6.75%, 7/15/2023 (a)   392,813
75M   W.R. Grace & Co., 5.625%, 10/1/2024 (a)   80,437
        4,952,324
  Consumer Non-Durables—1.6%    
150M American Greetings Corp., 7.875%, 2/15/2025 (a)   162,937
175M First Quality Finance Co., 5%, 7/1/2025 (a)   178,937
400M Kronos Acquisition Holdings, 9%, 8/15/2023 (a)   400,000
  Reynolds Group Issuer, Inc.:    
275M 5.75%, 10/15/2020   281,762
125M 5.125%, 7/15/2023 (a)   130,000
250M Standard Industries, Inc., 5.5%, 2/15/2023 (a)   264,375
250M   Wolverine World Wide, Inc., 5%, 9/1/2026 (a)   247,188
        1,665,199
  Energy—10.0%    
  Antero Resources Corp.:    
125M 5.375%, 11/1/2021   126,719
50M 5.125%, 12/1/2022   50,359
50M 5%, 3/1/2025 (a)   48,750
250M Baytex Energy Corp., 5.125%, 6/1/2021 (a)   223,125
200M Blue Racer Midstream, LLC, 6.125%, 11/15/2022 (a)   202,500
75M Callon Petroleum Co., 6.125%, 10/1/2024   76,687
  Carrizo Oil & Gas, Inc.:    
125M 6.25%, 4/15/2023   120,937
75M 8.25%, 7/15/2025 (b)   76,875
125M   Cheniere Corpus Christi Holdings, 5.125%, 6/30/2027 (a)   128,281

 

30

 



         
 
 
Principal      
Amount   Security   Value
  Energy (continued)    
$150M CONSOL Energy, Inc., 5.875%, 4/15/2022 $       148,125
  Continental Resources, Inc.:    
200M 4.5%, 4/15/2023   191,500
275M 3.8%, 6/1/2024   253,170
50M 4.9%, 6/1/2044   42,000
125M Covey Park Energy, LLC, 7.5%, 5/15/2025 (a)   125,312
  Crestwood Midstream Partners, LP:    
250M 6.25%, 4/1/2023   255,000
200M 5.75%, 4/1/2025 (a)   200,000
275M Delek Logistics Partners, LP, 6.75%, 5/15/2025 (a)   279,125
75M Diamondback Energy, Inc., 4.75%, 11/1/2024 (a)   75,000
400M Exterran Partners, LP, 6%, 10/1/2022   390,000
275M Forum Energy Technologies, Inc., 6.25%, 10/1/2021   269,500
  Genesis Energy, LP:    
200M 6.75%, 8/1/2022   201,500
25M 6%, 5/15/2023   24,625
100M 5.625%, 6/15/2024   95,250
175M Gulfport Energy Corp., 6.375%, 5/15/2025 (a)   173,031
175M Hilcorp Energy I, 5.75%, 10/1/2025 (a)   165,812
375M Laredo Petroleum, Inc., 5.625%, 1/15/2022   365,625
200M Matador Resources Co., 6.875%, 4/15/2023   208,500
250M MEG Energy Corp., 6.5%, 1/15/2025 (a)   228,438
  Murphy Oil Corp.:    
200M 4.7%, 12/1/2022   193,600
125M 6.875%, 8/15/2024   130,938
350M Newfield Exploration Co., 5.375%, 1/1/2026   364,000
50M NuStar Logistics, LP, 4.8%, 9/1/2020   52,250
250M Oasis Petroleum, Inc., 6.875%, 1/15/2023   243,125
  Parsley Energy, LLC:    
50M 6.25%, 6/1/2024 (a)   52,750
175M 5.25%, 8/15/2025 (a)   175,438
175M PDC Energy, Inc., 6.125%, 9/15/2024 (a)   178,500
225M Precision Drilling Corp., 6.5%, 12/15/2021   221,344
300M QEP Resources, Inc., 6.875%, 3/1/2021   312,750
296M Range Resources Corp., 5%, 8/15/2022 (a)   292,300
225M Rice Energy, Inc., 6.25%, 5/1/2022   235,406
175M Rowan Cos., Inc., 4.875%, 6/1/2022   163,188
100M RSP Permian, Inc., 5.25%, 1/15/2025 (a)   100,625
125M Sabine Pass Liquefaction, LLC, 5.625%, 4/15/2023   139,117
150M   SM Energy Co., 5%, 1/15/2024   133,500

 

31

 



Portfolio of Investments (continued)
FUND FOR INCOME
June 30, 2017

         
 
 
Principal      
Amount   Security   Value
  Energy (continued)    
  Southwestern Energy Co.:    
$100M 5.8%, 1/23/2020 $       102,375
150M 4.95%, 1/23/2025   147,375
100M Suburban Propane Partners, LP, 5.875%, 3/1/2027   100,000
  Sunoco, LP:    
225M 6.25%, 4/15/2021   235,688
175M 6.375%, 4/1/2023   184,765
  Targa Resources Partners, LP:    
100M 5.25%, 5/1/2023   103,000
425M 4.25%, 11/15/2023   417,031
175M 5.125%, 2/1/2025 (a)   180,906
  Tesoro Logistics, LP:    
375M 6.25%, 10/15/2022   400,313
100M 6.375%, 5/1/2024   108,750
  Ultra Petroleum Corp.:    
100M 6.875%, 4/15/2022 (a)   99,375
75M 7.125%, 4/15/2025 (a)   74,063
250M Unit Corp., 6.625%, 5/15/2021   240,625
  Weatherford Bermuda, PLC:    
100M 4.5%, 4/15/2022   88,750
100M 6.5%, 8/1/2036   85,500
250M   WPX Energy, Inc., 6%, 1/15/2022   248,750
        10,551,843
  Financials—3.9%    
  Ally Financial, Inc.:    
225M 6.25%, 12/1/2017   229,174
150M 8%, 3/15/2020   171,000
625M 8%, 11/1/2031   768,750
275M Argos Merger Sub, Inc., 7.125%, 3/15/2023 (a)   245,437
175M BCD Acquisition, Inc., 9.625%, 9/15/2023 (a)   189,875
250M CDW, LLC, 5%, 9/1/2025   260,625
225M CVR Partners, LP, 9.25%, 6/15/2023 (a)   236,250
150M Dana Financing Luxembourg Sarl, 6.5%, 6/1/2026 (a)   160,031
  Icahn Enterprises, LP:    
300M 6.25%, 2/1/2022   313,500
400M 6.75%, 2/1/2024   418,040
250M Intesa Sanpaolo SpA, 5.017%, 6/26/2024 (a)   253,910
200M   Ladder Capital Finance Holdings, 5.25%, 3/15/2022 (a)   206,000

 

32

 



         
 
 
Principal      
Amount   Security   Value
  Financials (continued)    
  Park Aerospace Holdings, Ltd.:    
$100M 5.25%, 8/15/2022 (a) $       104,907
100M 5.5%, 2/15/2024 (a)   104,700
175M Springleaf Finance Corp., 7.75%, 10/1/2021   196,438
200M   UniCredit SpA, 5.861%, 6/19/2032 (a)   205,812
        4,064,449
  Food/Beverage/Tobacco—1.0%    
325M Barry Callebaut Services SA, 5.5%, 6/15/2023 (a)   353,665
  Lamb Weston Holdings, Inc.:    
125M 4.625%, 11/1/2024 (a)   129,375
100M 4.875%, 11/1/2026 (a)   104,125
250M Post Holdings, Inc., 5.5%, 3/1/2025 (a)   258,438
225M   Vector Group, Ltd., 6.125%, 2/1/2025 (a)   234,281
        1,079,884
  Food/Drug—.2%    
200M   Albertson Cos., LLC, 5.75%, 3/15/2025 (a)   186,500
  Forest Products/Containers—2.6%    
225M Ardagh Packaging Finance, PLC, 6%, 6/30/2021 (a)   233,719
275M Berry Plastics Group, 5.125%, 7/15/2023   287,375
50M Flex Acquisition Co., Inc., 6.875%, 1/15/2025 (a)   52,094
200M Greif, Inc., 7.75%, 8/1/2019   220,000
125M Louisiana-Pacific Corp., 4.875%, 9/15/2024   127,969
  Mercer International, Inc.:    
200M 7.75%, 12/1/2022   215,250
175M 6.5%, 2/1/2024 (a)   183,171
  Owens-Brockway Glass Container, Inc.:    
75M 5%, 1/15/2022 (a)   79,594
75M 5.875%, 8/15/2023 (a)   82,828
250M 5.375%, 1/15/2025 (a)   267,500
50M 6.375%, 8/15/2025 (a)   56,219
  Sealed Air Corp.:    
175M 4.875%, 12/1/2022 (a)   187,031
300M 5.25%, 4/1/2023 (a)   323,250
325M   6.875%, 7/15/2033 (a)   375,375
        2,691,375

 

33

 



Portfolio of Investments (continued)
FUND FOR INCOME
June 30, 2017

         
 
 
Principal      
Amount    Security   Value
  Gaming/Leisure—1.8%    
  International Game Technology, PLC:    
$200M 6.25%, 2/15/2022 (a) $       219,500
200M 6.5%, 2/15/2025 (a)   220,500
75M Lions Gate Entertainment Corp., 5.875%, 11/1/2024 (a)   79,313
250M NCL Corp., Ltd., 4.625%, 11/15/2020 (a)   257,892
250M Regal Entertainment Group, 5.75%, 3/15/2022   261,875
275M Scientific Games International, Inc., 7%, 1/1/2022 (a)   293,563
175M Silversea Cruise Finance, Ltd., 7.25%, 2/1/2025 (a)   187,469
400M   Viking Cruises, Ltd., 6.25%, 5/15/2025 (a)   405,000
        1,925,112
  Health Care—8.9%    
  Centene Corp.:    
250M 5.625%, 2/15/2021   261,250
375M 6.125%, 2/15/2024   406,380
  CHS/Community Health Systems, Inc.:    
175M 7.125%, 7/15/2020   171,062
100M 5.125%, 8/1/2021   101,625
375M 6.25%, 3/31/2023   388,537
  DaVita HealthCare Partners, Inc.:    
150M 5.75%, 8/15/2022   154,312
250M 5.125%, 7/15/2024   254,219
  Endo Finance, LLC:    
275M 7.25%, 1/15/2022 (a)   264,687
225M 6%, 7/15/2023 (a)   190,237
  Fresenius Medical Care U.S. Finance II, Inc.:    
150M 5.625%, 7/31/2019 (a)   159,187
100M 4.75%, 10/15/2024 (a)   105,500
  HCA, Inc.:    
475M 6.5%, 2/15/2020   519,531
250M 6.25%, 2/15/2021   273,750
25M 7.5%, 2/15/2022   28,844
550M 5.875%, 5/1/2023   600,187
50M 5.375%, 2/1/2025   52,865
350M 5.875%, 2/15/2026   378,875
  HealthSouth Corp.:    
175M 5.125%, 3/15/2023   181,125
200M 5.75%, 11/1/2024   206,250
200M Kindred Healthcare, Inc., 8.75%, 1/15/2023   211,000
  LifePoint Health, Inc.:    
400M 5.875%, 12/1/2023   423,000
275M   5.375%, 5/1/2024   285,313

 

34

 



         
 
 
Principal      
Amount   Security   Value
  Health Care (continued)    
  Mallinckrodt Finance SB:    
$   75M 5.75%, 8/1/2022 (a) $        70,875
225M 5.5%, 4/15/2025 (a)   198,000
  Molina Healthcare, Inc.:    
400M 5.375%, 11/15/2022   425,500
250M 4.875%, 6/15/2025 (a)   252,500
125M MPH Acquisition Holdings, 7.125%, 6/1/2024 (a)   133,594
100M RegionalCare Hospital Partners, 8.25%, 5/1/2023 (a)   107,750
600M Tenet Healthcare Corp., 6%, 10/1/2020   644,250
100M Universal Health Services, Inc., 5%, 6/1/2026 (a)   104,250
64M Universal Hospital Services, Inc., 7.625%, 8/15/2020   65,360
  Valeant Pharmaceuticals International, Inc.:    
775M 6.375%, 10/15/2020 (a)   754,656
150M 5.625%, 12/1/2021 (a)   136,125
50M 6.5%, 3/15/2022 (a)   52,563
150M 7%, 3/15/2024 (a)   158,063
650M   6.125%, 4/15/2025 (a)   552,500
        9,273,722
  Information Technology—4.9%    
300M Alliance Data Systems Corp., 5.375%, 8/1/2022 (a)   304,500
150M Anixter, Inc., 5.125%, 10/1/2021   160,500
375M Belden, Inc., 5.5%, 9/1/2022 (a)   388,125
275M CommScope Technologies Finance, LLC, 6%, 6/15/2025 (a)   294,937
225M Diamond 1 Finance Corp., 6.02%, 6/15/2026 (a)   248,263
350M Equinix, Inc., 5.875%, 1/15/2026   382,483
205M IAC/InterActiveCorp, 4.875%, 11/30/2018   206,947
100M J2 Cloud Services, LLC, 6%, 7/15/2025 (a)   103,500
  Match Group, Inc.:    
275M 6.75%, 12/15/2022   287,031
125M 6.375%, 6/1/2024   136,406
275M Micron Technology, Inc., 7.5%, 9/15/2023   308,138
79M Microsemi Corp., 9.125%, 4/15/2023 (a)   90,653
150M MSCI, Inc., 5.75%, 8/15/2025 (a)   163,218
  NXP BV:    
200M 4.125%, 6/1/2021 (a)   211,100
500M 3.875%, 9/1/2022 (a)   521,875
175M Open Text Corp., 5.625%, 1/15/2023 (a)   183,313
225M Rackspace Hosting, Inc, 8.625%, 11/15/2024 (a)   240,188
250M   Radiate Holdco, LLC, 6.625%, 2/15/2025 (a)   250,625

 

35

 



Portfolio of Investments (continued)
FUND FOR INCOME
June 30, 2017

         
 
 
Principal      
Amount   Security   Value
  Information Technology (continued)    
$125M Sensata Technologies BV, 5%, 10/1/2025 (a) $       131,350
100M Verisign, Inc., 4.75%, 7/15/2027 (a)   101,625
325M   Western Digital Corp., 10.5%, 4/1/2024   384,209
        5,098,986
  Manufacturing—3.5%    
325M Amkor Technology, Inc., 6.375%, 10/1/2022   339,625
375M ATS Automation Tooling Systems, Inc., 6.5%, 6/15/2023 (a)   391,875
100M Boise Cascade Co., 5.625%, 9/1/2024 (a)   103,500
200M Brand Energy & Infrastructure, 8.5%, 7/15/2025 (a)   207,500
325M Cloud Crane, LLC, 10.125%, 8/1/2024 (a)   357,500
375M Gates Global, LLC, 6%, 7/15/2022 (a)   377,813
400M Grinding Media, Inc., 7.375%, 12/15/2023 (a)   436,000
425M H&E Equipment Services, Inc., 7%, 9/1/2022   444,125
200M Park-Ohio Industries, Inc., 6.625%, 4/15/2027 (a)   210,375
  United Rentals, Inc.:    
250M 5.875%, 9/15/2026   267,188
200M 5.5%, 5/15/2027   206,500
300M   Zekelman Industries, Inc., 9.875%, 6/15/2023 (a)   337,875
        3,679,876
  Media-Broadcasting—2.4%    
  Belo Corp.:    
100M 7.75%, 6/1/2027   111,500
25M 7.25%, 9/15/2027   27,250
325M LIN Television Corp., 5.875%, 11/15/2022   342,063
425M Nexstar Broadcasting, Inc., 6.125%, 2/15/2022 (a)   446,781
200M Nexstar Escrow Corp., 5.625%, 8/1/2024 (a)   203,000
  Sinclair Television Group, Inc.:    
375M 5.375%, 4/1/2021   386,250
225M 5.125%, 2/15/2027 (a)   218,813
  Sirius XM Radio, Inc.:    
275M 5.75%, 8/1/2021 (a)   284,625
175M 3.875%, 8/1/2022 (a)(b)   177,244
325M   6%, 7/15/2024 (a)   346,125
        2,543,651

 

36

 



         
 
 
Principal      
Amount   Security   Value
  Media-Cable TV—8.6%    
  Altice Financing SA:    
$325M 6.625%, 2/15/2023 (a) $       345,618
275M 5.375%, 7/15/2023 (a)   286,859
200M 7.625%, 2/15/2025 (a)   214,250
200M 5.5%, 5/15/2026 (a)   210,500
200M 7.5%, 5/15/2026 (a)   222,500
175M Block Communications, Inc., 6.875%, 2/15/2025 (a)   188,125
225M Cable One, Inc., 5.75%, 6/15/2022 (a)   237,094
  CCO Holdings, LLC:    
375M 5.125%, 2/15/2023   387,891
500M 5.875%, 4/1/2024 (a)   535,000
200M 5.125%, 5/1/2027 (a)   205,000
425M 5.875%, 5/1/2027 (a)   455,281
  Cequel Communications Holdings I, LLC:    
404M 6.375%, 9/15/2020 (a)   413,090
225M 7.75%, 7/15/2025 (a)   249,750
  Clear Channel Worldwide Holdings, Inc. (Class “A”):    
25M 7.625%, 3/15/2020   24,750
100M 6.5%, 11/15/2022   102,500
  Clear Channel Worldwide Holdings, Inc. (Class “B”):    
250M 7.625%, 3/15/2020   249,687
325M 6.5%, 11/15/2022   335,627
  CSC Holdings, LLC:    
400M 6.75%, 11/15/2021   444,000
650M 10.125%, 1/15/2023 (a)   755,625
200M 6.625%, 10/15/2025 (a)   220,520
  DISH DBS Corp.:    
675M 7.875%, 9/1/2019   745,875
125M 5%, 3/15/2023   128,437
250M 5.875%, 11/15/2024   267,680
100M 7.75%, 7/1/2026   118,750
250M Gray Television, Inc., 5.875%, 7/15/2026 (a)   255,625
  Midcontinent Communications & Finance Corp.:    
100M 6.25%, 8/1/2021 (a)   103,800
425M 6.875%, 8/15/2023 (a)   460,063
  Numericable Group SA:    
225M 6%, 5/15/2022 (a)   235,688
600M   6.25%, 5/15/2024 (a)   636,000
        9,035,585

 

37

 



Portfolio of Investments (continued)
FUND FOR INCOME
June 30, 2017

         
 
 
Principal      
Amount   Security   Value
  Media-Diversified—1.9%    
$225M CBS Outdoor Americas Capital, 5.875%, 3/15/2025 $       236,531
225M Clearwater Paper Corp., 4.5%, 2/1/2023   222,750
100M EW Scripps Co., 5.125%, 5/15/2025 (a)   103,250
225M Gannett Co., Inc., 5.125%, 7/15/2020   230,906
300M Lamar Media Corp., 5.375%, 1/15/2024   315,000
75M LSC Communication, Inc., 8.75%, 10/15/2023 (a)   78,563
375M Tribune Co., 5.875%, 7/15/2022   394,688
425M   Virgin Media Communications, Ltd., 6.375%, 4/15/2023 (a)   448,375
        2,030,063
  Metals/Mining—6.5%    
350M AK Steel Corp., 7%, 3/15/2027   363,125
  Aleris International, Inc.:    
260M 7.875%, 11/1/2020   246,350
175M 9.5%, 4/1/2021 (a)   180,826
175M Alliance Resourse Operating Partners, LP, 7.5%, 5/1/2025 (a)   184,625
  ArcelorMittal:    
275M 6.125%, 6/1/2025   309,375
150M 7.75%, 10/15/2039   168,937
50M 7.5%, 3/1/2041   55,375
100M Arconic, Inc., 5.95%, 2/1/2037   101,250
475M Cliffs Natural Resources, Inc., 5.75%, 3/1/2025 (a)   450,062
  Commercial Metals Co.:    
250M 4.875%, 5/15/2023   254,062
175M 5.375%, 7/15/2027 (b)   178,719
250M Constellium NV, 8%, 1/15/2023 (a)   258,750
600M First Quantum Minerals, Ltd., 7.25%, 5/15/2022 (a)   616,500
  Freeport-McMoRan, Inc.:    
250M 3.1%, 3/15/2020   245,625
200M 5.45%, 3/15/2043   173,460
  HudBay Minerals, Inc.:    
100M 7.25%, 1/15/2023 (a)   103,625
75M 7.625%, 1/15/2025 (a)   78,937
175M Joseph T. Ryerson & Son, Inc., 11%, 5/15/2022 (a)   198,406
225M Natural Resource Partners, LP, 10.5%, 3/15/2022   241,594
  Novelis, Inc.:    
575M 6.25%, 8/15/2024 (a)   605,188
600M 5.875%, 9/30/2026 (a)   619,500
  Peabody Energy Corp.:    
50M 6%, 3/31/2022 (a)   49,813
125M 6.375%, 3/31/2025 (a)   123,594
525M   SunCoke Energy Partners, LP, 7.5%, 6/15/2025 (a)   521,063

 

38

 



         
 
 
Principal      
Amount   Security   Value
  Metals/Mining (continued)    
  Teck Resources, Ltd.:    
$125M 8.5%, 6/1/2024 (a) $       144,688
300M   6%, 8/15/2040   303,000
        6,776,449
  Real Estate—2.6%    
225M Care Capital Properties, LP, 5.125%, 8/15/2026   229,022
275M Dupont Fabros Technology, LP, 5.625%, 6/15/2023   294,250
  Geo Group, Inc.:    
100M 5.125%, 4/1/2023   101,000
225M 6%, 4/15/2026   234,562
  Iron Mountain, Inc.:    
375M 6%, 8/15/2023   400,313
425M 5.75%, 8/15/2024   435,625
  Lennar Corp.:    
225M 4.75%, 4/1/2021   239,344
175M 4.875%, 12/15/2023   186,703
  MPT Operating Partnership, LP:    
50M 6.375%, 3/1/2024   54,632
125M 5.25%, 8/1/2026   130,574
150M Realogy Group/Co-Issuer, 5.25%, 12/1/2021 (a)   157,950
200M   Starwood Property Trust, Inc., 5%, 12/15/2021 (a)   208,500
        2,672,475
  Retail-General Merchandise—3.0%    
  AmeriGas Partners, LP:    
125M 5.625%, 5/20/2024   129,375
350M 5.5%, 5/20/2025   349,454
275M 5.875%, 8/20/2026   283,250
125M 5.75%, 5/20/2027   127,187
  KFC Holding Co.:    
150M 5%, 6/1/2024 (a)   156,750
275M 5.25%, 6/1/2026 (a)   290,125
75M 4.75%, 6/1/2027 (a)   76,781
  L Brands, Inc.:    
250M 6.875%, 11/1/2035   242,500
450M 6.75%, 7/1/2036   434,250
450M Landry’s, Inc., 6.75%, 10/15/2024 (a)   461,813
250M Netflix, Inc., 5.5%, 2/15/2022   272,733
300M   ServiceMaster Global Holdings, Inc., 5.125%, 11/15/2024 (a)   311,250
        3,135,468

 

39

 



Portfolio of Investments (continued)
FUND FOR INCOME
June 30, 2017

         
 
 
Principal      
Amount   Security   Value
  Services—2.8%    
  ADT Corp.:    
$275M 3.5%, 7/15/2022 $       267,355
250M 4.125%, 6/15/2023   248,437
  AECOM:    
250M 5.75%, 10/15/2022   262,812
275M 5.875%, 10/15/2024   300,437
225M 5.125%, 3/15/2027 (a)   226,406
200M Aramark Services, Inc., 5.125%, 1/15/2024   210,750
250M Cimpress NV, 7%, 4/1/2022 (a)   260,000
325M GW Honos Security Corp., 8.75%, 5/15/2025 (a)   340,844
100M KAR Auction Services, Inc., 5.125%, 6/1/2025 (a)   102,125
175M Monitronics International, Inc., 9.125%, 4/1/2020   167,563
250M Prime Security Services Borrower, LLC, 9.25%, 5/15/2023 (a)   272,290
250M   Reliance Intermediate Holdings, LP, 6.5%, 4/1/2023 (a)   268,750
        2,927,769
  Telecommunications—3.7%    
125M CenturyLink, Inc., 5.8%, 3/15/2022   130,469
200M Citizens Communications Co., 9%, 8/15/2031   161,500
450M Frontier Communications Corp., 11%, 9/15/2025   419,625
  GCI, Inc.:    
350M 6.75%, 6/1/2021   359,187
450M 6.875%, 4/15/2025   488,812
225M Qwest Corp., 7.25%, 9/15/2025   250,248
325M Telesat Canada, LLC, 8.875%, 11/15/2024 (a)   365,625
  Wind Acquisition Finance SA:    
275M 4.75%, 7/15/2020 (a)   278,575
675M 7.375%, 4/23/2021 (a)   702,422
  Windstream Services, LLC:    
100M 7.5%, 6/1/2022   89,750
100M 6.375%, 8/1/2023   83,063
  Zayo Group, LLC:    
50M 6.375%, 5/15/2025   54,156
475M   5.75%, 1/15/2027 (a)   498,156
        3,881,588

 

40

 



         
 
 
Principal      
Amount   Security   Value
  Transportation—1.2%    
  Aircastle, Ltd.:    
$   75M 4.625%, 12/15/2018 $        77,602
450M 6.25%, 12/1/2019   491,062
275M Fly Leasing, Ltd., 6.375%, 10/15/2021   289,781
225M Mobile Mini, Inc., 5.875%, 7/1/2024   234,000
200M   XPO Logistics, Inc., 6.125%, 9/1/2023 (a)   209,000
        1,301,445
  Utilities—3.5%    
  AES Corp.:    
275M 7.375%, 7/1/2021   316,250
175M 5.5%, 3/15/2024   183,094
150M 6%, 5/15/2026   161,250
  Calpine Corp.:    
250M 5.375%, 1/15/2023   244,687
275M 5.75%, 1/15/2025   259,187
325M 5.25%, 6/1/2026 (a)   320,125
  Dynegy, Inc.:    
100M 6.75%, 11/1/2019   103,625
275M 7.375%, 11/1/2022   272,250
275M 8%, 1/15/2025 (a)   268,125
212M FirstLight Hydro Generating Co., 8.812%, 10/15/2026   225,543
52M Indiantown Cogeneration Utilities, LP, 9.77%, 12/15/2020   56,849
  NRG Energy, Inc.:    
75M 6.25%, 7/15/2022   77,344
200M 7.25%, 5/15/2026   208,000
400M 6.625%, 1/15/2027   402,500
200M NRG Yield Operating, LLC, 5%, 9/15/2026   204,500
336M   NSG Holdings, LLC, 7.75%, 12/15/2025 (a)   362,642
        3,665,971
  Waste Management—.2%    
175M   GFL Environmental, Inc., 5.625%, 5/1/2022 (a)   179,812

 

41

 



Portfolio of Investments (continued)
FUND FOR INCOME
June 30, 2017

         
  
 
Principal      
Amount   Security   Value
  Wireless Communications—5.7%    
  Hughes Satellite Systems Corp.:    
$225M 6.5%, 6/15/2019 $       243,844
100M 5.25%, 8/1/2026   104,875
125M 6.625%, 8/1/2026   134,687
  Inmarsat Finance, PLC:    
150M 4.875%, 5/15/2022 (a)   153,000
200M 6.5%, 10/1/2024 (a)   214,000
  Intelsat Jackson Holdings SA:    
150M 5.5%, 8/1/2023   124,875
375M 8%, 2/15/2024 (a)   405,000
200M 9.75%, 7/15/2025 (a)(b)   200,250
  Level 3 Financing, Inc.:    
200M 6.125%, 1/15/2021   206,500
100M 5.125%, 5/1/2023   104,062
75M 5.25%, 3/15/2026   78,008
325M SBA Communications Corp., 4.875%, 9/1/2024 (a)(b)   331,500
  Sprint Communications, Inc.:    
150M 7%, 3/1/2020 (a)   165,048
850M 7%, 8/15/2020   937,125
650M 6%, 11/15/2022   690,625
350M Sprint Corp., 7.875%, 9/15/2023   403,375
  T-Mobile USA, Inc.:    
375M 6%, 3/1/2023   397,849
450M 6.625%, 4/1/2023   477,315
50M 6.5%, 1/15/2024   53,875
150M 6%, 4/15/2024   160,875
400M   Telecom Italia SpA, 5.303%, 5/30/2024   430,500
        6,017,188
Total Value of Corporate Bonds (cost $93,738,756)   96,904,196
  LOAN PARTICIPATIONS†—4.8%    
  Automotive—.9%    
500M Superior Industries International, Inc., 5.7872%, 3/22/2024 (b)   498,750
450M   Truck Hero, Inc., 5.1557%, 4/22/2024   447,048
        945,798
  Building Materials—.3%    
310M   Builders FirstSource, Inc., 4.2964%, 2/29/2024   310,588
  Energy—.3%    
300M   Jonah Energy, LLC, 7.7261%, 5/12/2021    290,250

 

42

 



         
 
 
Principal      
Amount   Security   Value
  Financial—.8%    
  Lightstone Generation, LLC:    
$   20M 5.7261%, 1/30/2024 $        19,471
342M 5.7261%, 1/30/2024   333,433
500M   Project Leopard Holdings, Inc., 6.5%, 6/21/2023 (b)   501,875
        854,779
  Gaming/Leisure—.7%    
500M Dorna Sports SL, 3.5%, 4/12/2024 (b)   504,375
216M   Seminole Hard Rock Entertainment, Inc., 4.0464%, 5/14/2020   216,811
        721,186
  Health Care—.4%    
  CHS/Community Health Systems, Inc.:    
70M 3.9518%, 12/31/2019   70,002
129M 4.2018%, 1/27/2021   128,968
208M   ExamWorks Group, Inc., 4.4761%, 7/27/2023   210,035
        409,005
  Manufacturing—.1%    
71M   Columbus McKinnon Corp., 4.2964%, 1/31/2024   71,731
  Metals/Mining—.1%    
100M   Peabody Energy Corp., 5.7261%, 3/31/2022   100,124
  Retail-General Merchandise—.9%    
500M Bass Pro Group, LLC, 6.2964%, 12/15/2023   486,687
496M   Harbor Freight Tools USA, Inc., 4.4761%, 8/18/2023   496,406
        983,093
  Services—.1%    
81M   Brickman Group, Ltd., LLC, 4.2174%, 12/18/2020   80,832
  Wireless Communications—.2%    
250M   Intelsat Jackson Holdings, Ltd, 4.0003%, 6/30/2019   248,102
Total Value of Loan Participations (cost $4,993,322)   5,015,488

 

43

 



Portfolio of Investments (continued)
FUND FOR INCOME
June 30, 2017

               
 
 
Principal      
Amount   Security         Value
PASS-THROUGH CERTIFICATES—.8%    
Transportation    
$782M American Airlines 13-2 B PTT, 5.60%, 1/15/2022    
    (cost $798,172) (a)         $       818,386
Total Value of Investments (cost $99,530,250) 98.0 %   102,738,070
Other Assets, Less Liabilities 2.0       2,092,893
Net Assets     100.0 %   $104,830,963

 

(a)  Security exempt from registration under Rule 144A of the Securities Act of 1933 (see Note 5).
(b)  A portion or all of the security purchased on a when-issued or delayed delivery basis (see Note 1G).
†  Interest rates are determined and reset periodically. The interest rates above are the rates in effect
at June 30, 2017.
 
Summary of Abbreviations:
PTT Pass Through Trust

 

44

 



The Fund’s assets and liabilities are classified into the following three levels based on the inputs used to value the assets and liabilities:

Level 1 — Unadjusted quoted prices in active markets for identical securities that the Fund has the ability to access.

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

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

The inputs methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities. For example, U.S. Government securities are reflected as Level 2 because the inputs used to determine fair value may not always be quoted prices in an active market.

The following is a summary, by category of Level, of inputs used to value the Fund’s investments as of June 30, 2017:

    Level 1   Level 2   Level 3   Total
Corporate Bonds $ $  96,904,196 $ $  96,904,196
Loan Participations   5,015,488   5,015,488
Pass-Through Certificates     818,386     818,386
Total Investments in Securities* $ $ 102,738,070 $ $ 102,738,070

 

The Portfolio of Investments provides information on the industry categorization of corporate bonds,
loan participations and pass-through certificates.
 
There were no transfers into or from Level 1 and Level 2 by the Fund for the period ended
June 30, 2017. Transfers, if any, between Levels are recognized at the end of the reporting period.

 

See notes to financial statements 45

 



Fund Expenses (unaudited)
GOVERNMENT FUND

The examples below show the ongoing costs (in dollars) of investing in your Fund and will help you in comparing these costs with costs of other mutual funds. Please refer to page 6 for a detailed explanation of the information presented in these examples.

       
  Beginning Ending  
  Account Account Expenses Paid
  Value Value During Period
  (1/1/17) (6/30/17) (1/1/17–6/30/17)*
Expense Examples      
Actual $1,000.00 $1,011.07 $3.74
Hypothetical      
(5% annual return before expenses) $1,000.00 $1,021.07 $3.76

 

Expenses are equal to the annualized expense ratio of .75%, multiplied by the average account
value over the period, multiplied by 181/365 (to reflect the one-half year period). Expenses paid
during the period are net of expenses waived.

 

Portfolio Composition
BY SECTOR


Portfolio holdings and allocations are subject to change. Percentages are as of June 30, 2017, and are
based on the total value of investments.

 

46

 



Portfolio of Investments
GOVERNMENT FUND
June 30, 2017

       
 
 
Principal    
Amount   Security Value
  RESIDENTIAL MORTGAGE-BACKED  
  SECURITIES—38.3%  
  Fannie Mae—27.8%  
$2,920M 3%, 7/1/2021 – 6/1/2046 $  2,957,371
2,826M 3.5%, 11/1/2028 – 6/1/2046 2,920,549
1,325M 4%, 10/1/2035 – 7/1/2046 1,401,474
241M 4.5%, 11/1/2040 – 8/1/2041 261,124
286M 5.5%, 7/1/2034 – 10/1/2039 321,375
139M   9%, 11/1/2026 155,904
      8,017,797
  Freddie Mac—3.9%  
140M 3.5%, 2/1/2046 144,549
812M 4%, 12/1/2040 – 6/1/2047 (a) 855,488
123M   4.5%, 5/1/2044 132,276
      1,132,313
  Government National Mortgage Association I  
  Program—6.6%  
167M 4%, 8/15/2041 176,831
425M 4.5%, 12/15/2039 – 6/15/2040 461,978
811M 5%, 6/15/2033 – 4/15/2040 900,007
176M 5.5%, 2/15/2033 – 1/15/2036 195,711
134M   6%, 11/15/2032 – 4/15/2036 152,880
      1,887,407
Total Value of Residential Mortgage-Backed Securities (cost $11,034,266) 11,037,517
  U.S. GOVERNMENT AGENCY  
  OBLIGATIONS—25.7%  
  Fannie Mae:  
770M 1.125%, 7/20/2018 768,522
125M 1.375%, 2/26/2021 123,531
300M 1.5%, 11/30/2020 298,305
850M 1.625%, 11/27/2018 853,023
400M   1.875%, 9/24/2026 379,735

 

47

 



Portfolio of Investments (continued)
GOVERNMENT FUND
June 30, 2017

         
 
 
Principal      
Amount   Security   Value
  U.S. GOVERNMENT AGENCY OBLIGATIONS (continued)    
  Federal Farm Credit Bank:    
$   550M 1.7%, 2/6/2019 $     552,429
300M 2.125%, 3/6/2019   303,351
  Federal Home Loan Bank:    
750M 1.03%, 9/28/2018   746,812
600M 1.375%, 5/28/2019   599,470
1,000M 1.625%, 10/7/2021   983,373
  Freddie Mac:    
800M 0.875%, 3/7/2018   797,982
1,000M   1.25%, 8/1/2019   996,313
Total Value of U.S. Government Agency Obligations (cost $7,453,211)   7,402,846
  U.S. GOVERNMENT OBLIGATIONS—14.8%    
  U.S. Treasury Bonds:    
300M 2.5%, 2/15/2046   279,305
400M 3%, 2/15/2047   412,711
  U.S. Treasury Notes:    
200M 1.125%, 8/31/2021   194,785
1,095M 1.375%, 10/31/2020   1,086,168
300M 1.5%, 3/31/2023   291,820
1,260M 1.875%, 8/31/2022   1,257,736
630M 2%, 2/15/2025   621,485
120M   2.5%, 5/15/2046   111,647
Total Value of U.S. Government Obligations (cost $4,280,405)   4,255,657
  COMMERCIAL MORTGAGE-BACKED    
  SECURITIES—10.9%    
  Fannie Mae—8.0%    
500M 2.369%, 7/25/2026   481,738
200M 2.4994%, 9/25/2026   194,092
472M 2.995%, 11/1/2022   488,276
600M 3.34%, 2/1/2027   629,676
500M   3.84%, 5/1/2018   504,814
        2,298,596

 

48

 



               
 
 
Principal      
Amount   Security         Value
  Federal Home Loan Mortgage Corporation—2.9%  
  Multi-Family Structured Pass-Through:    
$ 170M 2.454%, 8/25/2023   $     171,077
379M 2.849%, 3/25/2026   379,335
300M   3.08%, 1/25/2031         298,734
              849,146
Total Value of Commercial Mortgage-Backed Securities (cost $3,250,516)       3,147,742
  TAXABLE MUNICIPAL BONDS—3.5%  
200M Ford Foundation, 3.859%, 6/1/2047   208,008
300M New York City Trans. Fin. Auth., 3.21%, 5/1/2029 295,806
500M   New York State Urban Dev. Corp., 3.27%, 3/15/2027       505,585
Total Value of Taxable Municipal Bonds (cost $1,002,325)         1,009,399
  COLLATERALIZED MORTGAGE    
  OBLIGATIONS—2.2%    
  Fannie Mae:    
135M 3%, 10/25/2042   138,197
456M   4%, 2/25/2025         482,697
Total Value of Collateralized Mortgage Obligations (cost $631,040)       620,894
  COVERED BONDS—2.1%    
600M   Toronto-Dominion Bank, 2.5%, 1/18/2022 (cost $598,758) (b)       604,549
  SOVEREIGN BONDS—1.0%    
300M   Ukraine Government Aid Bonds, 1.471%, 9/29/2021 (cost $300,000)       294,448
Total Value of Investments (cost $28,550,521) 98.5 %   28,373,052
Other Assets, Less Liabilities 1.5       432,267
Net Assets     100.0 %     $28,805,319

 

(a)  A portion or all of the security purchased on a when-issued or delayed delivery basis (see
Note 1G).
 
(b)  Security exempt from registration under Rule 144A of Securities Act of 1933 (see Note 5).

 

49

 



Portfolio of Investments (continued)
GOVERNMENT FUND
June 30, 2017

The Fund’s assets and liabilities are classified into the following three levels based on the inputs used to value the assets and liabilities:

Level 1 — Unadjusted quoted prices in active markets for identical securities that the Fund has the ability to access.

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

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

The inputs methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities. For example, U.S. Government securities are reflected as Level 2 because the inputs used to determine fair value may not always be quoted prices in an active market.

The following is a summary, by category of Level, of inputs used to value the Fund’s investments as of June 30, 2017:

    Level 1   Level 2   Level 3   Total
Residential Mortgage-Backed            
Securities $ $  11,037,517 $ $  11,037,517
U.S. Government Agency            
Obligations   7,402,846   7,402,846
U.S. Government Obligations   4,255,657   4,255,657
Commercial Mortgage-Backed            
Securities   3,147,742   3,147,742
Taxable Municipal Bonds   1,009,399   1,009,399
Collateralized Mortgage            
Obligations   620,894   620,894
Covered Bonds   604,549   604,549
Sovereign Bonds     294,448     294,448
Total Investments in Securities $ $  28,373,052 $ $  28,373,052

 

There were no transfers into or from Level 1 and Level 2 by the Fund for the period ended
June 30, 2017. Transfers, if any, between Levels are recognized at the end of the reporting period.

 

50 See notes to financial statements

 



Fund Expenses (unaudited)
GOVERNMENT CASH MANAGEMENT FUND

The examples below show the ongoing costs (in dollars) of investing in your Fund and will help you in comparing these costs with costs of other mutual funds. Please refer to page 6 for a detailed explanation of the information presented in these examples.

       
  Beginning Ending  
  Account Account Expenses Paid
  Value Value During Period
  (1/1/17) (6/30/17) (1/1/17–6/30/17)*
Expense Examples      
Actual $1,000.00 $1,000.37 $2.98
Hypothetical      
(5% annual return before expenses) $1,000.00 $1,021.81 $3.01

 

* Expenses are equal to the annualized expense ratio of .60%, multiplied by the average account
value over the period, multiplied by 181/365 (to reflect the one-half year period). Expenses paid
during the period are net of expenses waived and/or assumed.

 

Portfolio Composition
BY SECTOR


Portfolio holdings and allocations are subject to change. Percentages are as of June 30, 2017, and are
based on the total value of investments.

 

51

 



Portfolio of Investments
GOVERNMENT CASH MANAGEMENT FUND
June 30, 2017

               
 
 
Principal   Interest  
Amount   Security Rate *     Value
  U.S. GOVERNMENT AGENCY    
  OBLIGATIONS—54.1%    
  Federal Home Loan Bank:    
$200M 7/6/2017 0.92 % $      199,974
400M 7/7/2017 0.81 399,946
400M 7/10/2017 0.90 399,910
600M 7/17/2017 0.83 599,778
500M 7/17/2017 0.94 499,791
700M 7/19/2017 1.01 699,646
750M 7/28/2017 1.02 749,426
700M 8/4/2017 1.03 699,319
600M 8/16/2017 0.95 599,271
400M   9/22/2017 0.92       399,150
Total Value of U.S. Government Agency Obligations (cost $5,246,211)       5,246,211
  VARIABLE AND FLOATING RATE NOTES—8.8%  
  Federal Home Loan Bank:    
250M 9/5/2017 1.07 250,030
400M 10/20/2017 0.78 400,000
200M   1/26/2018 0.88       200,008
Total Value of Variable and Floating Rate Notes (cost $850,038)       850,038
  SHORT-TERM U.S. GOVERNMENT    
  OBLIGATIONS—34.4%    
  U.S. Treasury Bills:    
500M 7/20/2017 0.78 499,795
400M 9/14/2017 0.74 399,384
500M 9/14/2017 0.91 499,053
600M 9/21/2017 0.89 598,781
450M 9/28/2017 0.86 449,044
300M 10/5/2017 1.03 299,175
600M   10/12/2017 1.03       598,229
Total Value of Short-Term U.S. Government Obligations (cost $3,343,461)       3,343,461
Total Value of Investments (cost $9,439,710)** 97.3 % 9,439,710
Other Assets, Less Liabilities 2.7       263,115
Net Assets     100.0 %     $9,702,825

 

The interest rates shown are the effective rates at the time of purchase by the Fund. The interest
rates shown on variable and floating rate notes are adjusted periodically; the rates shown are the
rates in effect at June 30, 2017.
**  Aggregate cost for federal income tax purposes is the same.

 

52

 



The Fund’s assets and liabilities are classified into the following three levels based on the inputs used to value the assets and liabilities:

Level 1 — Unadjusted quoted prices in active markets for identical securities that the Fund has the ability to access.

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

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

The inputs methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities. For example, U.S. Government securities are reflected as Level 2 because the inputs used to determine fair value may not always be quoted prices in an active market.

The following is a summary, by category of Level, of inputs used to value the Fund’s investments as of June 30, 2017:

    Level 1   Level 2   Level 3   Total
U.S. Government Agency                
Obligations $ $ 5,246,211 $ $ 5,246,211
Variable and Floating Rate Notes:                
U.S. Government Agency                
Obligations     850,038     850,038
Short-Term U.S. Government                
Obligations     3,343,461     3,343,461
Total Investments in Securities $ $ 9,439,710 $ $ 9,439,710

 

There were no transfers into or from Level 1 and Level 2 by the Fund for the period ended
June 30, 2017. Transfers, if any, between Levels are recognized at the end of the reporting period.

 

See notes to financial statements 53

 



Fund Expenses (unaudited)
GROWTH & INCOME FUND

The examples below show the ongoing costs (in dollars) of investing in your Fund and will help you in comparing these costs with costs of other mutual funds. Please refer to page 6 for a detailed explanation of the information presented in these examples.

       
  Beginning Ending  
  Account Account Expenses Paid
  Value Value During Period
  (1/1/17) (6/30/17) (1/1/17–6/30/17)*
Expense Examples      
Actual $1,000.00 $1,072.05 $4.01
Hypothetical      
(5% annual return before expenses) $1,000.00 $1,020.92 $3.91

 

Expenses are equal to the annualized expense ratio of .78%, multiplied by the average account
value over the period, multiplied by 181/365 (to reflect the one-half year period).

 

Portfolio Composition
TOP TEN SECTORS


Portfolio holdings and allocations are subject to change. Percentages are as of June 30, 2017, and are
based on the total value of investments.

 

54

 



Portfolio of Investments
GROWTH & INCOME FUND
June 30, 2017

         
 
 
 
Shares   Security   Value
  COMMON STOCKS—97.7%    
  Consumer Discretionary—15.9%    
105,700 Acushnet Holdings Corporation $    2,097,088
10,757 Adient, PLC   703,293
76,900 American Eagle Outfitters, Inc.   926,645
53,700 ARAMARK Holdings Corporation   2,200,626
80,800 Big Lots, Inc.   3,902,640
75,200 BorgWarner, Inc.   3,185,472
107,600 CBS Corporation – Class “B”   6,862,728
40,800 Coach, Inc.   1,931,472
26,600 Delphi Automotive, PLC   2,331,490
127,200 DSW, Inc. – Class “A”   2,251,440
19,000 Foot Locker, Inc.   936,320
181,500 Ford Motor Company   2,030,985
48,000 Home Depot, Inc.   7,363,200
36,100 HSN, Inc.   1,151,590
68,600 L Brands, Inc.   3,696,854
16,200 Lear Corporation   2,301,696
61,400 Magna International, Inc.   2,844,662
80,600 * Michaels Companies, Inc.   1,492,712
174,515 Newell Brands, Inc.   9,357,494
43,600 Oxford Industries, Inc.   2,724,564
32,400 Penske Automotive Group, Inc.   1,422,684
42,000 * Select Comfort Corporation   1,490,580
77,800 Tupperware Brands Corporation   5,463,894
42,700 Walt Disney Company   4,536,875
17,400 Whirlpool Corporation   3,334,188
26,400   Wyndham Worldwide Corporation   2,650,824
        79,192,016
  Consumer Staples—9.9%    
129,100 Altria Group, Inc.   9,614,077
95,300 B&G Foods, Inc.   3,392,680
96,178 Coca-Cola Company   4,313,583
77,400 CVS Health Corporation   6,227,604
169,979 Koninklijke Ahold Delhaize NV (ADR)   3,253,398
40,300 Nu Skin Enterprises, Inc. – Class “A”   2,532,452
44,100 PepsiCo, Inc.   5,093,109
78,700 Philip Morris International, Inc.   9,243,315
28,000 Procter & Gamble Company   2,440,200
42,650   Wal-Mart Stores, Inc.   3,227,752
        49,338,170

 

55

 



Portfolio of Investments (continued)
GROWTH & INCOME FUND
June 30, 2017

         
 
  
 
Shares   Security   Value
  Energy—5.5%    
36,900 Anadarko Petroleum Corporation $    1,673,046
9,300 Chevron Corporation   970,269
61,400 ConocoPhillips   2,699,144
46,900 Devon Energy Corporation   1,499,393
53,400 ExxonMobil Corporation   4,310,982
26,700 Hess Corporation   1,171,329
80,222 Marathon Oil Corporation   950,631
103,722 Marathon Petroleum Corporation   5,427,772
26,700 Occidental Petroleum Corporation   1,598,529
26,600 PBF Energy, Inc. – Class “A”   592,116
30,650 Phillips 66   2,534,449
12,900 Schlumberger, Ltd.   849,336
101,907   Suncor Energy, Inc.   2,975,684
        27,252,680
  Financials—15.2%    
73,606 American Express Company   6,200,569
44,600 American International Group, Inc.   2,788,392
42,200 Ameriprise Financial, Inc.   5,371,638
34,400 Chubb, Ltd.   5,001,072
138,300 Citizens Financial Group, Inc.   4,934,544
87,443 Discover Financial Services   5,438,080
147,700 Financial Select Sector SPDR Fund (ETF)   3,643,759
36,700 Hamilton Lane, Inc. – Class “A”   807,033
45,200 IBERIABANK Corporation   3,683,800
14,800 iShares Russell 2000 ETF (ETF)   2,085,616
115,388 JPMorgan Chase & Company   10,546,463
64,500 MetLife, Inc.   3,543,630
15,000 Morgan Stanley   668,400
40,100 PNC Financial Services Group, Inc.   5,007,287
67,200 SPDR S&P Regional Banking (ETF)   3,692,640
128,100 Sterling Bancorp   2,978,325
94,800 U.S. Bancorp   4,922,016
76,567   Wells Fargo & Company   4,242,578
        75,555,842
  Health Care—15.4%    
114,300 Abbott Laboratories   5,556,123
89,400 AbbVie, Inc.   6,482,394
5,300 Allergan, PLC   1,288,377
64,400 * AMN Healthcare Services, Inc.   2,514,820
45,039   Baxter International, Inc.   2,726,661

 

56

 



         
 
 
 
Shares   Security   Value
  Health Care (continued)    
25,100 * Centene Corporation $    2,004,988
85,300 Gilead Sciences, Inc.   6,037,534
24,000 Hill-Rom Holdings, Inc.   1,910,640
72,275 Johnson & Johnson   9,561,260
2,512 * Mallinckrodt, PLC   112,563
33,512 Medtronic, PLC   2,974,190
87,443 Merck & Company, Inc.   5,604,222
32,100 * Mylan NV (ADR)   1,246,122
233,493 Pfizer, Inc.   7,843,030
80,200 Phibro Animal Health Corporation – Class “A”   2,971,410
17,159 Shire, PLC (ADR)   2,835,868
53,443 Thermo Fisher Scientific, Inc.   9,324,200
31,500 * VWR Corporation   1,039,815
69,572   Zoetis, Inc.   4,339,901
        76,374,118
  Industrials—10.5%    
37,294 3M Company   7,764,238
20,700 * Gardner Denver Holdings, Inc.   447,327
140,896 General Electric Company   3,805,601
56,000 Honeywell International, Inc.   7,464,240
14,700 Ingersoll-Rand, PLC   1,343,433
136,076 Johnson Controls International, PLC   5,900,255
53,300 Koninklijke Philips NV (ADR)   1,909,206
5,400 Lockheed Martin Corporation   1,499,094
26,300 ManpowerGroup, Inc.   2,936,395
76,200 Masco Corporation   2,911,602
14,600 Owens Corning   977,032
60,100 Schneider National, Inc. – Class “B”   1,344,437
18,700 Snap-On, Inc.   2,954,600
12,100 Stanley Black & Decker, Inc.   1,702,833
130,900 Triton International, Ltd.   4,377,296
40,200   United Technologies Corporation   4,908,822
        52,246,411
  Information Technology—17.5%    
82,800 Apple, Inc.   11,924,856
85,100 Applied Materials, Inc.   3,515,481
106,200 * ARRIS International, PLC   2,975,724
16,300 Broadcom, Ltd.   3,798,715
241,900   Cisco Systems, Inc.   7,571,470

 

57

 



Portfolio of Investments (continued)
GROWTH & INCOME FUND
June 30, 2017

         
 
 
 
Shares   Security   Value
  Information Technology (continued)    
28,243 * Dell Technologies, Inc. – Class “V” $    1,725,930
9,784 DXC Technology Company   750,629
67,200 * eBay, Inc.   2,346,624
12,300 * FleetCor Technologies, Inc.   1,773,783
113,900 HP Enterprise Company   1,889,601
157,000 Intel Corporation   5,297,180
13,400 International Business Machines Corporation   2,061,322
20,200 Methode Electronics, Inc.   832,240
168,100 Microsoft Corporation   11,587,133
33,600 * NXP Semiconductors NV   3,677,520
94,100 Oracle Corporation   4,718,174
86,088 QUALCOMM, Inc.   4,753,779
74,100 Sabre Corporation   1,613,157
165,960 Symantec Corporation   4,688,370
22,900 TE Connectivity, Ltd.   1,801,772
22,600 * Tech Data Corporation   2,282,600
74,500 Travelport Worldwide, Ltd.   1,025,120
49,165   Western Digital Corporation   4,356,019
        86,967,199
  Materials—2.9%    
800 Eastman Chemical Company   67,192
65,900 International Paper Company   3,730,599
84,100 * Louisiana-Pacific Corporation   2,027,651
16,100 Praxair, Inc.   2,134,055
36,050 RPM International, Inc.   1,966,528
62,500 Sealed Air Corporation   2,797,500
21,600   Trinseo SA   1,483,920
        14,207,445
  Real Estate—1.8%    
194,900 Brixmor Property Group, Inc. (REIT)   3,484,812
20,301 Real Estate Select Sector SPDR Fund (ETF)   653,692
103,500 Tanger Factory Outlet Centers, Inc. (REIT)   2,688,930
99,800   Urstadt Biddle Properties, Inc. – Class “A” (REIT)   1,976,040
        8,803,474
  Telecommunication Services—2.1%    
142,600 AT&T, Inc.   5,380,298
114,300   Verizon Communications, Inc.   5,104,638
        10,484,936

 

58

 



               
 
Shares or        
Principal        
Amount   Security         Value
  Utilities—1.0%      
119,600 Exelon Corporation   $    4,313,972
21,900   NiSource, Inc.         555,384
              4,869,356
Total Value of Common Stocks (cost $289,065,753)         485,291,647
  SHORT-TERM U.S. GOVERNMENT AGENCY    
  OBLIGATIONS—1.7%      
  Federal Home Loan Bank:      
$ 1,750M 0.9%, 7/19/2017     1,749,230
2,000M 0.94%, 7/21/2017     1,999,010
2,000M 0.9%, 7/24/2017     1,998,844
2,000M 1.01%, 8/4/2017     1,998,204
750M   0.98%, 8/11/2017         749,180
Total Value of Short-Term U.S. Government Agency Obligations (cost $8,494,271) 8,494,468
Total Value of Investments (cost $297,560,024) 99.4 %   493,786,115
Other Assets, Less Liabilities .6       2,771,982
Net Assets     100.0 %   $496,558,097

 

 *  Non-income producing
 
Summary of Abbreviations:
ADR American Depositary Receipts
ETF Exchange Traded Fund
REIT Real Estate Investment Trust

 

59

 



Portfolio of Investments (continued)
GROWTH & INCOME FUND
June 30, 2017

The Fund’s assets and liabilities are classified into the following three levels based on the inputs used to value the assets and liabilities:

Level 1 — Unadjusted quoted prices in active markets for identical securities that the Fund has the ability to access.

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

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

The inputs methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities. For example, U.S. Government securities are reflected as Level 2 because the inputs used to determine fair value may not always be quoted prices in an active market.

The following is a summary, by category of Level, of inputs used to value the Fund’s investments as of June 30, 2017:

    Level 1   Level 2   Level 3   Total
Common Stocks $  485,291,647 $ $ $ 485,291,647
Short-Term U.S. Government            
Agency Obligations     8,494,468     8,494,468
Total Investments in Securities* $ 485,291,647 $ 8,494,468 $ $ 493,786,115

 

The Portfolio of Investments provides information on the industry categorization for common stocks.
 
There were no transfers into or from Level 1 and Level 2 by the Fund for the period ended
June 30, 2017. Transfers, if any, between Levels are recognized at the end of the reporting period.

 

60 See notes to financial statements

 



Fund Expenses (unaudited)
INTERNATIONAL FUND

The examples below show the ongoing costs (in dollars) of investing in your Fund and will help you in comparing these costs with costs of other mutual funds. Please refer to page 6 for a detailed explanation of the information presented in these examples.

       
  Beginning Ending  
  Account Account Expenses Paid
  Value Value During Period
  (1/1/17) (6/30/17) (1/1/17–6/30/17)*
Expense Examples      
Actual $1,000.00 $1,221.53 $4.52
Hypothetical      
(5% annual return before expenses) $1,000.00 $1,020.72 $4.11

 

Expenses are equal to the annualized expense ratio of .82%, multiplied by the average account
value over the period, multiplied by 181/365 (to reflect the one-half year period).

 

Portfolio Composition
BY SECTOR


Portfolio holdings and allocations are subject to change. Percentages are as of June 30, 2017, and are
based on the total value of investments.

 

61

 



Portfolio of Investments
INTERNATIONAL FUND
June 30, 2017

         
 
 
 
Shares   Security   Value
  COMMON STOCKS—99.0%    
  United Kingdom—16.2%    
104,840 British American Tobacco, PLC $    7,147,003
25,519 DCC, PLC   2,323,293
81,819 Diageo, PLC   2,417,443
614,681 Domino’s Pizza Group, PLC   2,352,949
956,779 Lloyds Banking Group, PLC   824,337
58,929 Reckitt Benckiser Group, PLC   5,974,411
146,503   RELX Group   3,011,917
        24,051,353
  United States—13.7%    
19,838 Accenture, PLC – Class “A”   2,453,564
49,123 MasterCard, Inc. – Class “A”   5,965,988
44,757 Philip Morris International, Inc.   5,256,710
2,004 * Priceline Group, Inc.   3,748,522
30,726   Visa, Inc. – Class “A”   2,881,484
        20,306,268
  India—8.5%    
291,789 HDFC Bank, Ltd.   7,457,745
205,174   Housing Development Finance Corporation, Ltd.   5,126,215
        12,583,960
  Switzerland—7.2%    
53,042 Nestle SA – Registered   4,616,076
17,660 Roche Holding AG – Genusscheine   4,497,416
97,328 * UBS Group AG   1,648,354
        10,761,846
  France—7.1%    
77,390 Bureau Veritas SA   1,712,579
14,443 Essilor International SA   1,837,666
738 Hermes International   364,684
7,401 L’Oreal SA   1,541,840
7,315 LVMH Moet Hennessy Louis Vuitton SE   1,823,862
12,188 Sodexo SA   1,575,806
12,759 * Teleperformance   1,634,331
        10,490,768

 

62

 



         
 
 
 
Shares   Security   Value
  Canada—5.9%    
96,876 Alimentation Couche-Tard, Inc. – Class “B” $    4,643,594
50,138   Canadian National Railway Company   4,068,106
        8,711,700
  Japan—5.2%    
13,122 Daito Trust Construction Company, Ltd.   2,041,070
3,400 Keyence Corporation   1,491,496
17,200 Shimano, Inc.   2,718,969
57,689   Unicharm Corporation   1,447,418
        7,698,953
  Spain—4.7%    
24,262 Aena SA   4,734,407
79,899   Grifols SA – Class “A”   2,225,298
        6,959,705
  Netherlands—4.5%    
121,477   Unilever NV-CVA   6,704,170
  Ireland—3.6%    
284,815 Allied Irish Banks, PLC   1,610,245
35,000   Paddy Power Betfair, PLC   3,736,494
        5,346,739
  Hong Kong—3.5%    
190,487 Link REIT (REIT)   1,449,248
106,172   Tencent Holdings, Ltd.   3,796,787
        5,246,035
  Germany—3.3%    
47,649   SAP SE   4,976,930
  China—3.2%    
33,675 * Alibaba Group Holding, Ltd. (ADR)   4,744,807
  Belgium—2.8%    
37,092   Anheuser-Busch InBev SA/NV   4,097,091

 

63

 



Portfolio of Investments (continued)
INTERNATIONAL FUND
June 30, 2017

               
   
Shares or      
Principal      
Amount   Security         Value
  Australia—2.4%    
14,181 CSL, Ltd.   $    1,504,457
36,404   Ramsay Health Care, Ltd.         2,059,331
              3,563,788
  South Africa—2.1%    
16,164   Naspers, Ltd. – Class “N”         3,144,459
  Taiwan—1.9%    
82,243   Taiwan Semiconductor Manufacturing Company, Ltd. (ADR)       2,875,215
  Mexico—1.4%    
21,318   Fomento Economico Mexicano SAB de CV – Class “B” (ADR)       2,096,412
  Brazil—1.3%    
347,277   Ambev SA (ADR)         1,906,551
  Denmark—.5%    
8,321   Coloplast A/S – Class “B”         695,297
Total Value of Common Stocks (cost $100,253,396)         146,962,047
  SHORT-TERM U.S. GOVERNMENT AGENCY  
  OBLIGATIONS—.3%    
  United States    
$500M   Federal Home Loan Bank, 0.98%, 8/11/2017 (cost $499,442)       499,454
Total Value of Investments (cost $100,752,838) 99.3 % 147,461,501
Other Assets, Less Liabilities .7       965,627
Net Assets     100.0 %     $148,427,128

 

* Non-income producing
 
Summary of Abbreviations:
ADR American Depositary Receipts
REIT Real Estate Investment Trust

 

The Fund’s assets and liabilities are classified into the following three levels based on the inputs used to value the assets and liabilities:

Level 1 — Unadjusted quoted prices in active markets for identical securities that the Fund has the ability to access.

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

64

 



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

The inputs methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities. For example, U.S. Government securities are reflected as Level 2 because the inputs used to determine fair value may not always be quoted prices in an active market.

The following is a summary, by category of Level, of inputs used to value the Fund’s investments as of June 30, 2017:

    Level 1   Level 2   Level 3   Total
Common Stocks            
United Kingdom $  24,051,353 $ $ 24,051,353
United States 20,306,268     20,306,268
India 12,583,960     12,583,960
Switzerland 10,761,846     10,761,846
France 10,490,768     10,490,768
Canada 8,711,700     8,711,700
Japan 7,698,953     7,698,953
Spain 6,959,705     6,959,705
Netherlands 6,704,170     6,704,170
Ireland 5,346,739     5,346,739
Hong Kong 5,246,035     5,246,035
Germany 4,976,930     4,976,930
China 4,744,807     4,744,807
Belgium 4,097,091     4,097,091
Australia 3,563,788     3,563,788
South Africa 3,144,459     3,144,459
Taiwan 2,875,215     2,875,215
Mexico 2,096,412     2,096,412
Brazil 1,906,551     1,906,551
Denmark 695,297     695,297
Short-Term U.S. Government            
Agency Obligations     499,454     499,454
Total Investments in Securities $  146,962,047 $ 499,454 $ $ 147,461,501

 

During the period ended June 30, 2017, there were no transfers between Level 1 investments and Level 2 investments that had a material impact to the Fund. This does not include transfers between Level 1 investments and Level 2 investments due to the Fund utilizing international fair value pricing during the year.

 

See notes to financial statements 65

 



Fund Expenses (unaudited)
INVESTMENT GRADE FUND

The examples below show the ongoing costs (in dollars) of investing in your Fund and will help you in comparing these costs with costs of other mutual funds. Please refer to page 6 for a detailed explanation of the information presented in these examples.

       
  Beginning Ending  
  Account Account Expenses Paid
  Value Value During Period
  (1/1/17) (6/30/17) (1/1/17–6/30/17)*
Expense Examples      
Actual $1,000.00 $1,026.88 $3.42
Hypothetical      
(5% annual return before expenses) $1,000.00 $1,021.42 $3.41

 

Expenses are equal to the annualized expense ratio of .68%, multiplied by the average account
value over the period, multiplied by 181/365 (to reflect the one-half year period). Expenses paid
during the period are net of expenses waived.

 

Portfolio Composition
TOP TEN SECTORS


Portfolio holdings and allocations are subject to change. Percentages are as of June 30, 2017, and are
based on the total value of investments.

 

66

 



Portfolio of Investments
INVESTMENT GRADE FUND
June 30, 2017

         
 
 
Principal      
Amount   Security   Value
  CORPORATE BONDS—97.9%    
  Aerospace/Defense—1.4%    
$   500M Rockwell Collins, Inc., 3.2%, 3/15/2024 $      507,569
400M   Rolls-Royce, PLC, 3.625%, 10/14/2025 (a)   412,712
        920,281
  Automotive—.6%    
400M   O’Reilly Automotive, Inc., 3.55%, 3/15/2026   403,473
  Chemicals—2.9%    
  Agrium, Inc.:    
200M 3.5%, 6/1/2023   205,587
300M 3.375%, 3/15/2025   300,536
500M Dow Chemical Co., 3.5%, 10/1/2024   514,307
300M LYB International Finance Co. BV, 3.5%, 3/2/2027   296,323
500M   LyondellBasell Industries NV, 6%, 11/15/2021   565,369
        1,882,122
  Consumer Non-Durables—.3%    
200M   Newell Brands, Inc., 4.2%, 4/1/2026   212,585
  Energy—10.2%    
900M BP Capital Markets, PLC, 3.216%, 11/28/2023   914,781
575M Canadian Oil Sands, Ltd., 7.75%, 5/15/2019 (a)   624,844
500M Continental Resources, Inc., 5%, 9/15/2022   492,500
400M DCP Midstream Operating, LP, 2.5%, 12/1/2017   400,500
400M Enable Midstream Partners, LP, 4.4%, 3/15/2027   402,210
500M Enbridge Energy Partners, LP, 4.2%, 9/15/2021   522,141
  Kinder Morgan Energy Partners, LP:    
300M 3.5%, 3/1/2021   307,444
500M 3.45%, 2/15/2023   503,668
500M Magellan Midstream Partners, LP, 5%, 3/1/2026   552,359
  Marathon Oil Corp.:    
300M 6%, 10/1/2017   302,867
200M 3.85%, 6/1/2025   195,552
400M ONEOK Partners, LP, 3.375%, 10/1/2022   404,122
400M Spectra Energy, LLC, 6.2%, 4/15/2018   412,974
  Valero Energy Corp.:    
466M 9.375%, 3/15/2019   521,694
100M   3.4%, 9/15/2026   98,015
        6,655,671

 

67

 



Portfolio of Investments (continued)
INVESTMENT GRADE FUND
June 30, 2017

         
 
 
Principal      
Amount   Security   Value
  Financial Services—13.4%    
$   200M American Express Co., 7%, 3/19/2018 $      207,470
  American International Group, Inc.:    
400M 3.75%, 7/10/2025   408,115
200M 4.7%, 7/10/2035   213,225
500M Ameriprise Financial, Inc., 5.3%, 3/15/2020   540,865
500M Assured Guaranty U.S. Holding, Inc., 5%, 7/1/2024   536,857
400M Berkshire Hathaway, Inc., 3.4%, 1/31/2022   421,602
300M Brookfield Finance, LLC, 4%, 4/1/2024   308,175
300M Compass Bank, 6.4%, 10/1/2017   303,091
500M ERAC USA Finance, LLC, 4.5%, 8/16/2021 (a)   535,934
600M Ford Motor Credit Co., LLC, 8.125%, 1/15/2020   681,655
500M GE Capital International Funding Services, Ltd., 4.418%, 11/15/2035   545,239
700M General Electric Capital Corp., 4.65%, 10/17/2021   771,545
500M International Lease Finance Corp., 8.25%, 12/15/2020   589,955
500M Key Bank NA, 3.4%, 5/20/2026   497,439
400M Liberty Mutual Group, Inc., 4.95%, 5/1/2022 (a)   439,179
300M National City Corp., 6.875%, 5/15/2019   326,575
600M Protective Life Corp., 7.375%, 10/15/2019   668,410
300M Prudential Financial, Inc., 7.375%, 6/15/2019   330,831
400M   State Street Corp., 3.55%, 8/18/2025   416,962
        8,743,124
  Financials—26.9%    
  Bank of America Corp.:    
625M 5%, 5/13/2021   682,556
200M 2.1532%, 4/24/2023 †   200,871
350M 4.1%, 7/24/2023   371,014
475M 5.875%, 2/7/2042   597,377
  Barclays Bank, PLC:    
400M 5.125%, 1/8/2020   427,522
600M 3.75%, 5/15/2024   619,125
300M Capital One Financial Corp., 3.75%, 4/24/2024   307,003
  Citigroup, Inc.:    
200M 8.5%, 5/22/2019   223,464
450M 4.5%, 1/14/2022   484,385
400M 2.2794%, 5/17/2024 †   399,968
500M 3.7%, 1/12/2026   506,613
  Deutsche Bank AG:    
300M 3.375%, 5/12/2021   304,120
400M 3.7%, 5/30/2024   400,526
400M   General Motors Financial Co., 5.25%, 3/1/2026   432,783

 

68

 



         
 
 
Principal      
Amount   Security   Value
  Financials (continued)    
  Goldman Sachs Group, Inc.:    
$   200M 2.35%, 11/15/2021 $      197,512
600M 5.75%, 1/24/2022   675,934
300M 3.625%, 1/22/2023   310,023
500M 3.5%, 11/16/2026   497,939
700M 6.125%, 2/15/2033   877,479
  JPMorgan Chase & Co.:    
300M 6%, 1/15/2018   306,764
500M 4.5%, 1/24/2022   541,760
700M 3.625%, 12/1/2027 †   694,323
400M 3.54%, 5/1/2028   401,707
300M 6.4%, 5/15/2038   402,721
  Morgan Stanley:    
1,450M 5.5%, 7/28/2021   1,609,316
300M 2.3732%, 5/8/2024 †   301,794
400M 3.625%, 1/20/2027   403,360
600M SunTrust Banks, Inc., 6%, 9/11/2017   604,711
  U.S. Bancorp:    
500M 3.6%, 9/11/2024   519,846
300M 3.1%, 4/27/2026   296,856
400M UBS AG, 4.875%, 8/4/2020   431,449
300M UBS Group Funding (Switzerland) AG, 4.253%, 3/23/2028 (a)   314,043
500M Visa, Inc., 3.15%, 12/14/2025   508,181
  Wells Fargo & Co.:    
900M 3.45%, 2/13/2023   922,168
500M 4.75%, 12/7/2046   535,138
250M   Wells Fargo Bank NA, 5.85%, 2/1/2037   312,756
        17,623,107
  Food/Beverage/Tobacco—4.9%    
  Anheuser-Busch InBev Finance, Inc.:    
400M 3.75%, 1/15/2022   422,284
400M 3.65%, 2/1/2026   412,846
400M 4.9%, 2/1/2046   453,262
550M Bunge Ltd. Finance Corp., 8.5%, 6/15/2019   615,413
440M Ingredion, Inc., 4.625%, 11/1/2020   471,977
400M Mondelez International Holdings, Inc., 2%, 10/28/2021 (a)   390,127
500M   PepsiCo, Inc., 3.45%, 10/6/2046   471,043
        3,236,952

 

69

 



Portfolio of Investments (continued)
INVESTMENT GRADE FUND
June 30, 2017

         
 
 
Principal      
Amount   Security   Value
  Food/Drug—.6%    
$   400M   CVS Health Corp., 3.875%, 7/20/2025   $      416,597
  Forest Products/Containers—.4%    
250M   Rock-Tenn Co., 4.9%, 3/1/2022   272,741
  Health Care—1.9%    
300M Biogen, Inc., 6.875%, 3/1/2018   310,191
450M Express Scripts Holding Co., 4.75%, 11/15/2021   486,770
400M   Laboratory Corp. of America, 3.75%, 8/23/2022   416,139
        1,213,100
  Information Technology—2.5%    
200M Apple, Inc., 2.5%, 2/9/2025   195,808
900M Diamond 1 Finance Corp., 4.42%, 6/15/2021 (a)   949,638
500M   Oracle Corp., 2.4%, 9/15/2023   493,935
        1,639,381
  Manufacturing—2.4%    
  CRH America Finance, Inc.:    
750M 8.125%, 7/15/2018   796,855
250M 3.4%, 5/9/2027 (a)   250,534
500M   Johnson Controls International, PLC, 5%, 3/30/2020   534,398
        1,581,787
  Media-Broadcasting—2.2%    
200M ABC, Inc., 8.75%, 8/15/2021   243,866
400M British Sky Broadcasting, PLC, 9.5%, 11/15/2018 (a)   439,769
700M   Comcast Corp., 4.25%, 1/15/2033   747,322
        1,430,957
  Media-Diversified—.6%    
400M   Time Warner, Inc., 3.6%, 7/15/2025   399,781
  Metals/Mining—3.9%    
500M Alcoa, Inc., 6.15%, 8/15/2020   540,000
400M Glencore Finance Canada, Ltd., 4.95%, 11/15/2021 (a)   428,220
500M Glencore Funding, LLC, 4.625%, 4/29/2024 (a)   523,425
500M Newmont Mining Corp., 5.125%, 10/1/2019   531,457
500M Vale Overseas, Ltd., 5.625%, 9/15/2019   528,750
        2,551,852

 

70

 



         
 
 
Principal      
Amount   Security   Value
  Real Estate—9.0%    
$   400M Alexandria Real Estate Equities, Inc., 3.95%, 1/15/2028 $      407,608
  AvalonBay Communities, Inc.:    
300M 3.5%, 11/15/2024   307,839
200M 3.35%, 5/15/2027   200,853
400M Boston Properties, LP, 5.875%, 10/15/2019   429,092
  Digital Realty Trust, LP:    
300M 5.25%, 3/15/2021   325,171
300M 4.75%, 10/1/2025   323,211
400M ERP Operating, LP, 3.375%, 6/1/2025   403,155
200M HCP, Inc., 4.25%, 11/15/2023   209,986
  Prologis, LP:    
200M 3.35%, 2/1/2021   206,714
125M 3.75%, 11/1/2025   130,359
  Realty Income Corp.:    
500M 3.25%, 10/15/2022   508,119
200M 4.125%, 10/15/2026   207,125
500M Simon Property Group, LP, 3.375%, 10/1/2024   509,521
500M Tanger Properties, LP, 3.125%, 9/1/2026   469,482
400M Ventas Realty, LP, 4.75%, 6/1/2021   428,255
800M   Welltower, Inc., 4%, 6/1/2025   828,530
        5,895,020
  Retail-General Merchandise—1.7%    
400M Amazon.com, Inc., 4.8%, 12/5/2034   461,858
500M   Home Depot, Inc., 5.875%, 12/16/2036   652,561
        1,114,419
  Telecommunications—2.1%    
500M AT&T, Inc., 4.25%, 3/1/2027   517,977
900M   Verizon Communications, Inc., 4.272%, 1/15/2036   871,378
        1,389,355
  Transportation—2.1%    
400M Burlington North Santa Fe, LLC, 5.15%, 9/1/2043   479,917
300M Penske Truck Leasing Co., LP, 4.875%, 7/11/2022 (a)   328,093
600M   Southwest Airlines Co., 3%, 11/15/2026   583,105
        1,391,115

 

71

 



Portfolio of Investments (continued)
INVESTMENT GRADE FUND
June 30, 2017

               
 
 
Principal        
Amount   Security         Value
  Utilities—7.9%      
$   500M Duke Energy Progress, Inc., 4.15%, 12/1/2044   $      524,697
300M E.ON International Finance BV, 5.8%, 4/30/2018 (a)   309,217
300M Electricite de France SA, 3.625%, 10/13/2025 (a)   307,191
300M Entergy Arkansas, Inc., 4.95%, 12/15/2044     309,089
400M Exelon Generation Co., LLC, 5.2%, 10/1/2019   425,088
  Great River Energy Co.:      
22M 5.829%, 7/1/2017 (a)     21,617
439M 4.478%, 7/1/2030 (a)     469,892
300M MidAmerican Energy Co., 3.95%, 8/1/2047     309,317
500M Ohio Power Co., 5.375%, 10/1/2021     556,987
450M Oklahoma Gas & Electric Co., 4%, 12/15/2044   452,829
214M San Diego Gas & Electric Co., 1.914%, 2/1/2022   212,017
604M Sempra Energy, 9.8%, 2/15/2019     677,687
500M   South Carolina Electric & Gas Co., 5.45%, 2/1/2041       576,764
              5,152,392
Total Value of Corporate Bonds (cost $62,468,190)          64,125,812
  TAXABLE MUNICIPAL BONDS—.5%      
300M   Ford Foundation, 3.859%, 6/1/2047 (cost $300,064)       312,012
Total Value of Investments (cost $62,768,254) 98.4 %   64,437,824
Other Assets, Less Liabilities 1.6       1,063,664
Net Assets   100.0 %   $65,501,488

 

(a)  Security exempt from registration under Rule 144A of the Securities Act of 1933 (see Note 5).
†  Interest rates are determined and reset periodically. The interest rates above are the rates in effect
at June 30, 2017.

 

72

 



The Fund’s assets and liabilities are classified into the following three levels based on the inputs used to value the assets and liabilities:

Level 1 — Unadjusted quoted prices in active markets for identical securities that the Fund has the ability to access.

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

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

The inputs methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities. For example, U.S. Government securities are reflected as Level 2 because the inputs used to determine fair value may not always be quoted prices in an active market.

The following is a summary, by category of Level, of inputs used to value the Fund’s investments as of June 30, 2017:

    Level 1   Level 2   Level 3   Total
Corporate Bonds $ $  64,125,812 $ $  64,125,812
Taxable Municipal Bonds     312,012     312,012
Total Investments in Securities* $ $  64,437,824 $ $  64,437,824

 

The Portfolio of Investments provides information on the industry categorization for corporate bonds.
 
There were no transfers into or from Level 1 and Level 2 by the Fund for the period ended
June 30, 2017. Transfers, if any, between Levels are recognized at the end of the reporting period.

 

See notes to financial statements 73

 



Fund Expenses (unaudited)
LIMITED DURATION HIGH QUALITY BOND FUND

The examples below show the ongoing costs (in dollars) of investing in your Fund and will help you in comparing these costs with costs of other mutual funds. Please refer to page 6 for a detailed explanation of the information presented in these examples.

       
  Beginning Ending  
  Account Account Expenses Paid
  Value Value During Period
  (1/1/17) (6/30/17) (1/1/17–6/30/17)*
Expense Examples      
Actual $1,000.00 $1,010.45 $5.03
Hypothetical      
(5% annual return before expenses) $1,000.00 $1,019.78 $5.06

 

Expenses are equal to the annualized expense ratio of 1.01%, multiplied by the average account
value over the period, multiplied by 181/365 (to reflect the one-half year period). Expenses paid
during the period are net of expenses waived.

 

Portfolio Composition
TOP TEN SECTORS


Portfolio holdings and allocations are subject to change. Percentages are as of June 30, 2017, and are
based on the total value of investments.

 

74

 



Portfolio of Investments (continued)
LIMITED DURATION HIGH QUALITY BOND FUND
June 30, 2017

         
 
Principal      
Amount   Security   Value
  CORPORATE BONDS—76.0%    
  Automotive—1.4%    
$100M   BMW U.S. Capital, LLC, 1.85%, 9/15/2021 (a)   $       98,255
  Chemicals—1.5%    
100M   Dow Chemical Co., 4.25%, 11/15/2020   106,260
  Energy—1.4%    
100M   BP Capital Markets, PLC, 3.216%, 11/28/2023   101,642
  Financial Services—8.9%    
100M Ameriprise Financial, Inc., 5.3%, 3/15/2020   108,173
100M BlackRock, Inc., 5%, 12/10/2019   107,409
100M Protective Life Corp., 7.375%, 10/15/2019   111,402
100M Prudential Financial, Inc., 7.375%, 6/15/2019   110,277
100M State Street Bank & Trust, 5.25%, 10/15/2018   104,179
100M   UnitedHealth Group, Inc., 2.7%, 7/15/2020   102,149
        643,589
  Financials—33.1%    
100M Bank of America Corp., 5.65%, 5/1/2018   103,161
100M Bank of Montreal, 1.9%, 8/27/2021   98,192
100M Bank of New York Mellon Corp., 2.05%, 5/3/2021   99,139
100M Barclays Bank, PLC, 6.75%, 5/22/2019   108,476
100M Capital One Financial Corp., 3.05%, 3/9/2022   100,893
  Citigroup, Inc.:    
100M 6.125%, 11/21/2017   101,718
100M 2.75%, 4/25/2022   99,953
250M Citizens Bank, 2.25%, 3/2/2020   249,926
200M Danske Bank A/S, 2.7%, 3/2/2022 (a)   201,415
100M Goldman Sachs Group, Inc., 6.15%, 4/1/2018   103,228
  JPMorgan Chase & Co.:    
100M 6%, 1/15/2018   102,255
100M 4.5%, 1/24/2022   108,352
200M Lloyds Banking Group, PLC, 3%, 1/11/2022   202,187
200M Morgan Stanley, 2.3362%, 1/20/2022 †   202,104
100M U.S. Bank NA, 2.125%, 10/28/2019   100,777
200M UBS Group Funding (Switzerland) AG, 3.491%, 3/23/2023 (a)   204,849
100M Wachovia Corp., 5.75%, 2/1/2018   102,351
100M   Wells Fargo & Co., 4.6%, 4/1/2021   107,851
        2,396,827

 

75

 



Portfolio of Investments (continued)
LIMITED DURATION HIGH QUALITY BOND FUND
June 30, 2017

         
 
 
Principal      
Amount   Security   Value
  Food/Beverage/Tobacco—8.5%    
$100M Anheuser-Busch InBev Finance, Inc., 1.9%, 2/1/2019 $     100,262
200M Ingredion, Inc., 4.625%, 11/1/2020   214,535
100M Mead Johnson Nutrition Co., 3%, 11/15/2020   102,626
200M   Mondelez International Holdings, Inc., 2%, 10/28/2021 (a)   195,063
        612,486
  Forest Products/Containers—1.4%    
100M   Georgia Pacific, LLC, 3.163%, 11/15/2021 (a)   102,181
  Health Care—2.8%    
100M AstraZeneca, PLC, 2.375%, 6/12/2022   99,834
100M   Gilead Sciences, Inc., 2.55%, 9/1/2020   101,487
        201,321
  Information Technology—5.6%    
100M Apple, Inc., 2.5%, 2/9/2022   100,950
  Diamond 1 Finance Corp.:    
100M 3.48%, 6/1/2019 (a)   102,385
100M 4.42%, 6/15/2021 (a)   105,515
100M   QUALCOMM, Inc., 2.6%, 1/30/2023   99,712
        408,562
  Real Estate—4.4%    
100M Boston Properties, LP, 5.875%, 10/15/2019   107,273
100M Realty Income Corp., 3.25%, 10/15/2022   101,624
100M   Welltower, Inc., 6.125%, 4/15/2020   109,814
        318,711
  Telecommunications—2.7%    
100M AT&T, Inc., 2.45%, 6/30/2020   100,584
100M   Verizon Communications, Inc., 1.75%, 8/15/2021   96,820
        197,404
  Utilities—4.3%    
100M Arizona Public Service Co., 8.75%, 3/1/2019   110,977
100M Ohio Power Co., 6.05%, 5/1/2018   103,519
100M   Wisconsin Public Service Corp., 1.65%, 12/4/2018   99,817
        314,313
Total Value of Corporate Bonds (cost $5,502,007)   5,501,551

 

76

 



               
 
 
Principal      
Amount   Security         Value
  RESIDENTIAL MORTGAGE-BACKED  
  SECURITIES—10.6%    
  Fannie Mae—9.2%    
$  38M 2.5%, 8/1/2030   $        38,447
433M 3%, 8/1/2026 – 4/1/2031   444,782
173M   3.5%, 12/1/2025 – 12/1/2029         180,258
              663,487
  Freddie Mac—1.4%    
98M   3%, 8/1/2027 – 8/1/2030         100,165
Total Value of Residential Mortgage-Backed Securities (cost $768,850)       763,652
  COVERED BONDS—6.5%    
  Financial Services—3.4%    
250M   Stadshypotek AB, 1.85%, 10/2/2019 (a)         249,723
  Financials—3.1%    
223M   Royal Bank of Canada, 2.2%, 9/23/2019         223,932
Total Value of Covered Bonds (cost $476,494)         473,655
  U.S. GOVERNMENT OBLIGATIONS—4.6%  
  U.S. Treasury Notes:    
100M 1%, 3/15/2019   99,395
120M 1.125%, 7/31/2021   116,979
118M   1.375%, 4/30/2020         117,488
Total Value of U.S. Government Obligations (cost $334,227)         333,862
U.S. GOVERNMENT AGENCY OBLIGATIONS—.7%
50M   Freddie Mac, 1.375%, 5/1/2020 (cost $49,788)       49,688
Total Value of Investments (cost $7,131,366) 98.4 % 7,122,408
Other Assets, Less Liabilities 1.6       112,457
Net Assets   100.0 %     $7,234,865

 

(a)  Security exempt from registration under Rule 144A of the Securities Act of 1933 (see Note 5).
†  Interest rates are determined and reset periodically. The interest rates above are the rates in effect
at June 30, 2017.

 

77

 



Portfolio of Investments (continued)
LIMITED DURATION HIGH QUALITY BOND FUND
June 30, 2017

The Fund’s assets and liabilities are classified into the following three levels based on the inputs used to value the assets and liabilities:

Level 1 — Unadjusted quoted prices in active markets for identical securities that the Fund has the ability to access.

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

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

The inputs methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities. For example, U.S. Government securities are reflected as Level 2 because the inputs used to determine fair value may not always be quoted prices in an active market.

The following is a summary, by category of Level, of inputs used to value the Fund’s investments as of June 30, 2017:

    Level 1   Level 2   Level 3   Total
Corporate Bonds $ $ 5,501,551 $ $ 5,501,551
Residential Mortgage Backed                
Securities     763,652     763,652
Covered Bonds     473,655     473,655
U.S. Government Obligations     333,862     333,862
U.S. Government Agency                
Obligations     49,688     49,688
Total Investments in Securities* $ $ 7,122,408 $ $ 7,122,408

 

The Portfolio of Investments provides information on the industry categorization for corporate bonds
and covered bonds.
 
There were no transfers into or from Level 1 and Level 2 by the Fund for the period ended
June 30, 2017. Transfers, if any, between Levels are recognized at the end of the reporting period.

 

78 See notes to financial statements

 



Fund Expenses (unaudited)
OPPORTUNITY FUND

The examples below show the ongoing costs (in dollars) of investing in your Fund and will help you in comparing these costs with costs of other mutual funds. Please refer to page 6 for a detailed explanation of the information presented in these examples.

       
  Beginning Ending  
  Account Account Expenses Paid
  Value Value During Period
  (1/1/17) (6/30/17) (1/1/17–6/30/17)*
Expense Examples      
Actual $1,000.00 $1,085.34 $4.29
Hypothetical      
(5% annual return before expenses) $1,000.00 $1,020.67 $4.16

 

Expenses are equal to the annualized expense ratio of .83%, multiplied by the average account
value over the period, multiplied by 181/365 (to reflect the one-half year period).

 

Portfolio Composition
BY SECTOR


Portfolio holdings and allocations are subject to change. Percentages are as of June 30, 2017, and are
based on the total value of investments.

 

79

 



Portfolio of Investments
OPPORTUNITY FUND
June 30, 2017

         
 
 
 
Shares   Security   Value
  COMMON STOCKS—95.4%    
  Consumer Discretionary—21.9%    
19,300 Acushnet Holdings Corporation $     382,912
12,800 American Eagle Outfitters, Inc.   154,240
9,900 ARAMARK Holdings Corporation   405,702
10,200 * Belmond, Ltd. – Class “A”   135,660
11,800 Big Lots, Inc.   569,940
10,600 BorgWarner, Inc.   449,016
8,200 Coach, Inc.   388,188
4,100 Delphi Automotive, PLC   359,365
23,600 DSW, Inc. – Class “A”   417,720
3,500 Foot Locker, Inc.   172,480
13,400 * Fox Factory Holding Corporation   477,040
7,000 * Helen of Troy, Ltd.   658,700
7,900 HSN, Inc.   252,010
8,400 L Brands, Inc.   452,676
2,900 Lear Corporation   412,032
9,300 * LKQ Corporation   306,435
9,600 Magna International, Inc.   444,768
21,000 * Michaels Companies, Inc.   388,920
24,800 Newell Brands, Inc.   1,329,776
5,500 Nordstrom, Inc.   263,065
7,100 Oxford Industries, Inc.   443,679
7,500 Penske Automotive Group, Inc.   329,325
1,400 Ralph Lauren Corporation   103,320
12,400 Ruth’s Hospitality Group, Inc.   269,700
9,600 * Select Comfort Corporation   340,704
18,000 * ServiceMaster Global Holdings, Inc.   705,420
5,400 * Taylor Morrison Home Corporation – Class “A”   129,654
24,500 * TRI Pointe Group, Inc.   323,155
12,200 Tupperware Brands Corporation   856,806
2,600 Whirlpool Corporation   498,212
27,800 * William Lyon Homes – Class “A”   671,092
4,600 Wolverine World Wide, Inc.   128,846
4,100   Wyndham Worldwide Corporation   411,681
      13,632,239
  Consumer Staples—6.0%    
15,800 B&G Foods, Inc.   562,480
4,400 * Herbalife, Ltd.   313,852
30,000 Koninklijke Ahold Delhaize NV (ADR)   574,200
1,200 McCormick & Company, Inc.   117,012
6,400   Nu Skin Enterprises, Inc. – Class “A”   402,176

 

80

 



         
 
 
 
Shares   Security   Value
  Consumer Staples (continued)    
16,900 * Performance Food Group Company $     463,060
9,900 Pinnacle Foods, Inc.   588,060
5,900 Tootsie Roll Industries, Inc.   205,615
18,300 * U.S. Foods Holding Corporation   498,126
        3,724,581
  Energy—2.3%    
1,700 * Dril-Quip, Inc.   82,960
4,600 EOG Resources, Inc.   416,392
5,200 EQT Corporation   304,668
4,900 Hess Corporation   214,963
4,600 National Oilwell Varco, Inc.   151,524
10,500   PBF Energy, Inc. – Class “A”   233,730
        1,404,237
  Financials—14.5%    
4,400 Ameriprise Financial, Inc.   560,076
12,800 Berkshire Hills Bancorp, Inc.   449,920
29,200 Citizens Financial Group, Inc.   1,041,856
13,400 Discover Financial Services   833,346
23,400 Financial Select Sector SPDR Fund (ETF)   577,278
8,800 First Republic Bank   880,880
5,300 Great Western Bancorp, Inc.   216,293
7,500 IBERIABANK Corporation   611,250
5,200 iShares Core S&P Mid-Cap ETF (ETF)   904,540
6,400 iShares Russell 2000 ETF (ETF)   901,888
7,000 Nasdaq, Inc.   500,430
13,100 SPDR S&P Regional Banking (ETF)   719,845
25,700 Sterling Bancorp   597,525
13,100   Waddell & Reed Financial, Inc. – Class “A”   247,328
        9,042,455
  Health Care—12.4%    
2,050 Allergan, PLC   498,335
7,900 * AMN Healthcare Services, Inc.   308,495
13,100 * Centene Corporation   1,046,428
5,800 * Charles River Laboratories International, Inc.   586,670
4,300 Dentsply Sirona, Inc.   278,812
8,200 Gilead Sciences, Inc.   580,396
8,800   Hill-Rom Holdings, Inc.   700,568

 

81

 



Portfolio of Investments (continued)
OPPORTUNITY FUND
June 30, 2017

         
 
 
 
Shares   Security   Value
  Health Care (continued)    
20,500 Phibro Animal Health Corporation – Class “A” $     759,525
13,400 * Prestige Brands, Inc.   707,654
4,300 Quest Diagnostics, Inc.   477,988
6,100 Thermo Fisher Scientific, Inc.   1,064,267
2,900 * VCA, Inc.   267,699
14,000 * VWR Corporation   462,140
        7,738,977
  Industrials—11.9%    
15,200 A.O. Smith Corporation   856,216
6,000 Apogee Enterprises, Inc.   341,040
14,000 * Atkore International Group, Inc.   315,700
2,800 * Dycom Industries, Inc.   250,656
9,300 ESCO Technologies, Inc.   554,745
4,700 * Gardner Denver Holdings, Inc.   101,567
3,800 Ingersoll-Rand, PLC   347,282
4,800 J.B. Hunt Transport Services, Inc.   438,624
14,400 Korn/Ferry International   497,232
5,500 ManpowerGroup, Inc.   614,075
19,300 Masco Corporation   737,453
2,400 Owens Corning   160,608
1,700 Roper Technologies, Inc.   393,601
16,600 Schneider National, Inc.   371,342
2,500 Snap-On, Inc.   395,000
2,900 Stanley Black & Decker, Inc.   408,117
19,000   Triton International, Ltd.   635,360
        7,418,618
  Information Technology—13.3%    
12,800 * ARRIS International, PLC   358,656
2,900 Broadcom, Ltd.   675,845
5,200 * Fiserv, Inc.   636,168
2,600 * FleetCor Technologies, Inc.   374,946
2,900 Juniper Networks, Inc.   80,852
4,100 Lam Research Corporation   579,863
900 Methode Electronics, Inc.   37,080
6,300 * Microsemi Corporation   294,840
6,100 * NETGEAR, Inc.   262,910
15,800 Sabre Corporation   343,966
8,700 Silicon Motion Technology Corporation (ADR)   419,601
26,000 Symantec Corporation   734,500
2,100   TE Connectivity, Ltd.   165,228

 

82

 



         
 
 
 
Shares   Security   Value
  Information Technology (continued)    
4,100 * Tech Data Corporation $     414,100
16,100 Technology Select Sector SPDR Fund (ETF)   880,992
36,800 Travelport Worldwide, Ltd.   506,368
10,800 Western Digital Corporation   956,880
5,800 * Zebra Technologies Corporation – Class “A”   583,016
        8,305,811
  Materials—7.0%    
11,700 * Berry Plastics Group, Inc.   667,017
2,200 Eastman Chemical Company   184,778
10,800 * Ferro Corporation   197,532
8,700 FMC Corporation   635,535
18,300 * Louisiana-Pacific Corporation   441,213
2,300 Praxair, Inc.   304,865
11,300 Sealed Air Corporation   505,788
27,600 * Summit Materials, Inc. – Class “A”   796,812
8,700   Trinseo SA   597,690
        4,331,230
  Real Estate—3.7%    
31,600 Brixmor Property Group, Inc. (REIT)   565,008
8,700 Douglas Emmett, Inc. (REIT)   332,427
3,200 Federal Realty Investment Trust (REIT)   404,448
49,800 FelCor Lodging Trust, Inc. (REIT)   359,058
3,200 Real Estate Select Sector SPDR Fund (ETF)   103,040
2,800 Sunstone Hotel Investors, Inc. (REIT)   45,136
19,300   Tanger Factory Outlet Centers, Inc. (REIT)   501,414
        2,310,531
  Utilities—2.4%    
200 Black Hills Corporation   13,494
4,000 NiSource, Inc.   101,440
8,400 Portland General Electric Company   383,796
3,700 SCANA Corporation   247,937
11,700   WEC Energy Group, Inc.   718,146
        1,464,813
Total Value of Common Stocks (cost $49,193,217)   59,373,492

 

83

 



Portfolio of Investments (continued)
OPPORTUNITY FUND
June 30, 2017

               
 
 
Principal      
Amount   Security         Value
  SHORT-TERM U.S. GOVERNMENT AGENCY    
  OBLIGATIONS—2.8%    
  Federal Home Loan Bank:    
$750M 0.9%, 7/19/2017   $     749,670
500M 0.99%, 8/2/2017   499,579
500M   1.01%, 8/4/2017         499,551
Total Value of Short-Term U.S. Government Agency Obligations (cost $1,748,745)       1,748,800
Total Value of Investments (cost $50,941,962) 98.2 % 61,122,292
Other Assets, Less Liabilities 1.8       1,118,109
Net Assets     100.0 %     $62,240,401

 

Non-income producing
 
Summary of Abbreviations:
ADR American Depositary Receipts
ETF Exchange Traded Fund
REIT Real Estate Investment Trust

 

84

 



The Fund’s assets and liabilities are classified into the following three levels based on the inputs used to value the assets and liabilities:

Level 1 — Unadjusted quoted prices in active markets for identical securities that the Fund has the ability to access.

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

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

The inputs methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities. For example, U.S. Government securities are reflected as Level 2 because the inputs used to determine fair value may not always be quoted prices in an active market.

The following is a summary, by category of Level, of inputs used to value the Fund’s investments as of June 30, 2017:

    Level 1   Level 2   Level 3   Total
Common Stocks $  59,373,492 $ $ $  59,373,492
Short-Term U.S. Government            
Agency Obligations     1,748,800     1,748,800
Total Investments in Securities* $  59,373,492 $ 1,748,800 $ $  61,122,292

 

The Portfolio of Investments provides information on the industry categorization for common stocks.
There were no transfers into or from Level 1 and Level 2 by the Fund for the period ended
June 30, 2017. Transfers, if any, between Levels are recognized at the end of the reporting period.

 

See notes to financial statements 85

 



Fund Expenses (unaudited)
REAL ESTATE FUND

The examples below show the ongoing costs (in dollars) of investing in your Fund and will help you in comparing these costs with costs of other mutual funds. Please refer to page 6 for a detailed explanation of the information presented in these examples.

       
  Beginning Ending  
  Account Account Expenses Paid
  Value Value During Period
  (1/1/17) (6/30/17) (1/1/17–6/30/17)*
Expense Examples      
Actual $1,000.00 $990.34 $5.58
Hypothetical      
(5% annual return before expenses) $1,000.00 $1,019.19 $5.66

 

Expenses are equal to the annualized expense ratio of 1.13%, multiplied by the average account
value over the period, multiplied by 181/365 (to reflect the one-half year period).

 

Portfolio Composition
TOP TEN SECTORS


Portfolio holdings and allocations are subject to change. Percentages are as of June 30, 2017, and are
based on the total value of investments.

 

86

 



Portfolio of Investments
REAL ESTATE FUND
June 30, 2017

         
 
 
 
Shares   Security   Value
  COMMON STOCKS—97.0%    
  Apartments REITs—11.4%    
1,112 Apartment Investment & Management Company – Class “A” $       47,783
1,016 AvalonBay Communities, Inc.   195,245
539 Camden Property Trust   46,090
3,464 Equity Residential   228,035
311 Essex Property Trust, Inc.   80,011
1,078 Mid-America Apartment Communities   113,600
512   UDR, Inc.   19,953
        730,717
  Diversified REITs—7.2%    
266 CoreCivic, Inc.   7,336
136 CorEnergy Infrastructure Trust, Inc.   4,568
88 Digital Realty Trust, Inc.   9,940
1,816 Duke Realty Corporation   50,757
141 DuPont Fabros Technology, Inc.   8,624
2,148 Forest City Realty Trust, Inc.   51,917
205 Liberty Property Trust   8,346
5,005 Uniti Group, Inc.   125,826
1,903 Vornado Realty Trust   178,692
1,099   Whitestone REIT   13,463
        459,469
  Health Care REITs—11.6%    
3,484 Care Capital Properties, Inc.   93,023
4,263 HCP, Inc.   136,245
110 Healthcare Realty Trust, Inc.   3,756
183 Healthcare Trust of America, Inc.   5,693
207 LTC Properties, Inc.   10,638
608 Omega Heathcare Investors, Inc.   20,076
1,141 * Quality Care Properties   20,892
2,637 Senior Housing Properties Trust   53,900
2,833 Ventas, Inc.   196,837
2,701   Welltower, Inc.   202,170
        743,230

 

87

 



Portfolio of Investments (continued)
REAL ESTATE FUND
June 30, 2017

         
 
 
 
Shares   Security   Value
  Hotels REITs—2.4%    
998 Hospitality Properties Trust $       29,092
4,769 Host Hotels & Resorts, Inc.   87,130
1,033 LaSalle Hotel Properties   30,783
515   Sunstone Hotel Investors, Inc.   8,302
        155,307
  Manufactured Homes REITs—2.5%    
1,225 Equity LifeStyle Properties, Inc.   105,766
621   Sun Communities, Inc.   54,455
        160,221
  Mortgage REITs—.1%    
372   AGNC Investment Corporation   7,920
  Office Property REITs—9.0%    
543 Alexandria Real Estate Equities, Inc.   65,415
1,552 Boston Properties, Inc.   190,927
293 Brandywine Realty Trust   5,136
953 City Office REIT, Inc.   12,103
1,070 Corporate Office Properties Trust   37,482
304 Douglas Emmett, Inc.   11,616
436 Empire State Realty Trust, Inc. – Class “A”   9,056
1,272 * Equity Commonwealth   40,195
44 Franklin Street Properties Corporation   488
640 Mack-Cali Realty Corporation   17,370
2,624 New York REIT, Inc.   22,671
3,632 Paramount Group, Inc.   58,112
767 Piedmont Office Realty Trust, Inc. – Class “A”   16,168
353 SL Green Realty Corporation   37,347
2,716   Tier REIT, Inc.   50,192
        574,278
  Real Estate Services—3.1%    
7,419 * Marcus & Millichap, Inc.   195,565
  Regional Malls REITs—26.4%    
9,461 CBL & Associates Properties, Inc.   79,756
13,901 GGP, Inc.   327,508
3,565 Macerich Company   206,984
2,268 Pennsylvania Real Estate Investment Trust   25,674
3,773   Simon Property Group, Inc.   610,320

 

88

 



         
 
 
 
Shares   Security   Value
  Regional Malls REITs continued    
8,603 Tanger Factory Outlet Centers, Inc. $     223,506
3,086 Taubman Centers, Inc.   183,771
3,449   Washington Prime Group, Inc.   28,868
        1,686,387
  Shopping Centers REITs—4.0%    
103 Acadia Realty Trust   2,863
1,539 Brixmor Property Group, Inc.   27,517
308 Cedar Realty Trust, Inc.   1,494
4,035 DDR Corporation   36,597
602 Federal Realty Investment Trust   76,087
992 Kimco Realty Corporation   18,203
396 Kite Realty Group Trust   7,496
169 Ramco-Gershenson Properties Trust   2,180
315 Regency Centers Corporation   19,732
3,522 Retail Properties of America, Inc. – Class “A”   43,004
652   Weingarten Realty Investors   19,625
        254,798
  Single Tenant REITs—3.0%    
5,571 Select Income REIT   133,871
5,034 Spirit Realty Capital, Inc.   37,302
843 STORE Capital Corporation   18,925
513   VEREIT, Inc.   4,176
        194,274
  Storage REITs—14.9%    
2,607 CubeSmart   62,672
2,961 Extra Space Storage, Inc.   230,958
90 Iron Mountain, Inc.   3,092
3,048 Life Storage, Inc.   225,857
2,067   Public Storage   431,031
        953,610
  Student Housing REITs—.3%    
452   American Campus Communities, Inc.   21,380

 

89

 



Portfolio of Investments (continued)
REAL ESTATE FUND
June 30, 2017

               
  
 
 
Shares   Security         Value
  Warehouse/Industrial REITs—1.1%      
81 DCT Industrial Trust, Inc.   $         4,329
39 EastGroup Properties, Inc.     3,268
194 First Industrial Realty Trust, Inc.     5,552
992   Prologis, Inc.         58,171
              71,320
Total Value of Common Stocks (cost $6,048,161) 97.0 %   6,208,476
Other Assets, Less Liabilities 3.0       190,441
Net Assets     100.0 %   $6,398,917

 

Non-income producing
 
Summary of Abbreviations:
REITs Real Estate Investment Trusts

 

90

 



The Fund’s assets and liabilities are classified into the following three levels based on the inputs used to value the assets and liabilities:

Level 1 — Unadjusted quoted prices in active markets for identical securities that the Fund has the ability to access.

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

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

The inputs methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities. For example, U.S. Government securities are reflected as Level 2 because the inputs used to determine fair value may not always be quoted prices in an active market.

The following is a summary, by category of Level, of inputs used to value the Fund’s investments as of June 30, 2017:

    Level 1   Level 2   Level 3   Total
Common Stocks* $ 6,208,476 $ $ $ 6,208,476

 

The Portfolio of Investments provides information on the industry categorization for common stocks.
 
There were no transfers into or from Level 1 and Level 2 by the Fund for the period ended
June 30, 2017. Transfers, if any, between Levels are recognized at the end of the reporting period.

 

See notes to financial statements 91

 



Fund Expenses (unaudited)
SELECT GROWTH FUND

The examples below show the ongoing costs (in dollars) of investing in your Fund and will help you in comparing these costs with costs of other mutual funds. Please refer to page 6 for a detailed explanation of the information presented in these examples.

       
  Beginning Ending  
  Account Account Expenses Paid
  Value Value During Period
  (1/1/17) (6/30/17) (1/1/17–6/30/17)*
Expense Examples      
Actual $1,000.00 $1,134.67 $4.34
Hypothetical      
(5% annual return before expenses) $1,000.00 $1,020.72 $4.11

 

Expenses are equal to the annualized expense ratio of .82%, multiplied by the average account
value over the period, multiplied by 181/365 (to reflect the one-half year period).

 

Portfolio Composition
BY SECTOR


Portfolio holdings and allocations are subject to change. Percentages are as of June 30, 2017, and are
based on the total value of investments.

 

92

 



Portfolio of Investments
SELECT GROWTH FUND
June 30, 2017

         
 
 
 
Shares   Security   Value
  COMMON STOCKS—98.0%    
  Consumer Discretionary—15.9%    
15,625 Home Depot, Inc. $    2,396,875
9,300 Lear Corporation   1,321,344
10,900 McDonald’s Corporation   1,669,444
25,400 Nordstrom, Inc.   1,214,882
12,700 PVH Corporation   1,454,150
14,700   Wyndham Worldwide Corporation   1,476,027
        9,532,722
  Consumer Staples—4.9%    
31,600 Sysco Corporation   1,590,428
17,700   Wal-Mart Stores, Inc.   1,339,536
        2,929,964
  Energy—1.7%    
5,260 Chevron Corporation   548,776
5,680   ExxonMobil Corporation   458,546
        1,007,322
  Financials—12.4%    
29,200 Bank of New York Mellon Corporation   1,489,784
15,390 Discover Financial Services   957,104
16,500 JPMorgan Chase & Company   1,508,100
22,500 SunTrust Banks, Inc.   1,276,200
6,600 Travelers Companies, Inc.   835,098
25,900   U.S. Bancorp   1,344,728
        7,411,014
  Health Care—19.0%    
27,500 Baxter International, Inc.   1,664,850
13,700 * Celgene Corporation   1,779,219
22,300 * Centene Corporation   1,781,324
39,600 * Hologic, Inc.   1,797,048
20,800 Merck & Company, Inc.   1,333,072
14,000 * Varian Medical Systems, Inc.   1,444,660
8,400 * Waters Corporation   1,544,256
        11,344,429

 

93

 



Portfolio of Investments (continued)
SELECT GROWTH FUND
June 30, 2017

               
 
 
 
Shares   Security         Value
  Industrials—12.8%      
18,100 Eaton Corporation, PLC   $    1,408,723
23,000 Emerson Electric Company     1,371,260
9,400 General Dynamics Corporation     1,862,140
6,600 Huntington Ingalls Industries, Inc.     1,228,656
11,200   Parker Hannifin Corporation         1,789,984
              7,660,763
  Information Technology—28.8%      
18,300 * Adobe Systems, Inc.     2,588,352
1,600 * Alphabet, Inc. – Class “A”     1,487,488
15,000 * Arista Networks, Inc.     2,246,850
68,100 * Cadence Design Systems, Inc.     2,280,669
18,300 * Citrix Systems, Inc.     1,456,314
14,400 * Facebook, Inc. – Class “A”     2,174,112
7,800 * FleetCor Technologies, Inc.     1,124,838
37,500 NetApp, Inc.     1,501,875
32,500 * Take-Two Interactive Software         2,384,850
              17,245,348
  Materials—2.5%      
15,700   Celanese Corporation – Series “A”         1,490,558
Total Value of Common Stocks (cost $47,819,281)         58,622,120
  SHORT-TERM U.S. GOVERNMENT AGENCY    
  OBLIGATIONS—.8%      
$500M   Federal Home Loan Bank, 0.98%, 8/11/2017 (cost $499,442)       499,453
Total Value of Investments (cost $48,318,723) 98.8 %   59,121,573
Other Assets, Less Liabilities 1.2       707,839
Net Assets     100.0 %   $59,829,412

 

Non-income producing

 

94

 



The Fund’s assets and liabilities are classified into the following three levels based on the inputs used to value the assets and liabilities:

Level 1 — Unadjusted quoted prices in active markets for identical securities that the Fund has the ability to access.

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

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

The inputs methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities. For example, U.S. Government securities are reflected as Level 2 because the inputs used to determine fair value may not always be quoted prices in an active market.

The following is a summary, by category of Level, of inputs used to value the Fund’s investments as of June 30, 2017:

    Level 1   Level 2   Level 3   Total
Common Stocks $  58,622,120 $ $ $  58,622,120
Short-Term U.S. Government            
Agency Obligations     499,453     499,453
Total Investments in Securities* $  58,622,120 $ 499,453 $ $  59,121,573

 

The Portfolio of Investments provides information on the industry categorization for common stocks.
 
There were no transfers into or from Level 1 and Level 2 by the Fund for the period ended
June 30, 2017. Transfers, if any, between Levels are recognized at the end of the reporting period.

 

See notes to financial statements 95

 



Fund Expenses (unaudited)
SPECIAL SITUATIONS FUND

The examples below show the ongoing costs (in dollars) of investing in your Fund and will help you in comparing these costs with costs of other mutual funds. Please refer to page 6 for a detailed explanation of the information presented in these examples.

       
  Beginning Ending  
  Account Account Expenses Paid
  Value Value During Period
  (1/1/17) (6/30/17) (1/1/17–6/30/17)*
Expense Examples      
Actual $1,000.00 $1,068.74 $4.10
Hypothetical      
(5% annual return before expenses) $1,000.00 $1,020.82 $4.01

 

Expenses are equal to the annualized expense ratio of .80%, multiplied by the average account
value over the period, multiplied by 181/365 (to reflect the one-half year period).

 

Portfolio Composition
BY SECTOR


Portfolio holdings and allocations are subject to change. Percentages are as of June 30, 2017, and are
based on the total value of investments.

 

96

 



Portfolio of Investments
SPECIAL SITUATIONS FUND
June 30, 2017

 
 
 
 
Shares   Security Value
  COMMON STOCKS—96.9%  
  Consumer Discretionary—17.0%  
107,000 * 1-800-FLOWERS.COM, Inc. $      1,043,250
57,000 Acushnet Holdings Corporation 1,130,880
58,500 American Eagle Outfitters, Inc. 704,925
76,500 * Belmond, Ltd. 1,017,450
114,000 * Century Communities, Inc. 2,827,200
60,500 DSW, Inc. – Class “A” 1,070,850
108,000 Entravision Communications Corporation – Class “A” 712,800
138,500 * Fox Factory Holding Corporation 4,930,600
12,500 * Helen of Troy, Ltd. 1,176,250
72,000 * Live Nation Entertainment, Inc. 2,509,200
32,500 * LKQ Corporation 1,070,875
31,800 * Malibu Boats, Inc. 822,666
40,500 * Michaels Companies, Inc. 750,060
38,500 * Motorcar Parts of America, Inc. 1,087,240
54,500 Newell Brands, Inc. 2,922,290
28,500 Oxford Industries, Inc. 1,780,965
29,500 Penske Automotive Group, Inc. 1,295,345
82,500 Regal Entertainment Group – Class “A” 1,687,950
48,500 Ruth’s Hospitality Group, Inc. 1,054,875
71,500 * ServiceMaster Holdings, Inc. 2,802,085
18,000 * Taylor Morrison Home Corporation – Class “A” 432,180
132,000 * TRI Pointe Group, Inc. 1,741,080
24,500 Tupperware Brands Corporation 1,720,635
19,000 * Visteon Corporation 1,939,140
74,000 * William Lyon Homes – Class “A” 1,786,360
      40,017,151
  Consumer Staples—3.7%  
58,000 B&G Foods, Inc. 2,064,800
52,500 * Performance Food Group Company 1,438,500
39,000 Pinnacle Foods, Inc. 2,316,600
36,500 Tootsie Roll Industries, Inc. 1,272,025
63,500 * U.S. Foods Holding Corporation 1,728,470
      8,820,395

 

97

 



Portfolio of Investments (continued)
SPECIAL SITUATIONS FUND
June 30, 2017

       
 
 
 
Shares   Security Value
  Energy—2.0%  
16,500 Delek U.S. Holdings, Inc. $      436,260
19,500 * Dril-Quip, Inc. 951,600
90,000 * Jagged Peak Energy, Inc. 1,201,500
36,000 PBF Energy, Inc. – Class “A” 801,360
14,000 * Tesoro Corporation 1,310,400
      4,701,120
  Financials—20.1%  
56,500 AllianceBernstein Holding, LP (MLP) 1,336,225
54,500 American Financial Group, Inc. 5,415,665
38,500 Aspen Insurance Holdings, Ltd. 1,919,225
68,500 * Atlas Financial Holdings, Inc. 1,020,650
81,500 Berkshire Hills Bancorp, Inc. 2,864,725
56,000 Brown & Brown, Inc. 2,411,920
28,000 * Capstar Financial Holdings, Inc. 496,720
59,500 Citizens Financial Group, Inc. 2,122,960
38,500 * FCB Financial Holdings, Inc. – Class “A” 1,838,375
111,500 Financial Select Sector SPDR Fund (ETF) 2,750,705
44,000 Great Western Bancorp, Inc. 1,795,640
69,500 * Green Bancorp, Inc. 1,348,300
46,000 Guaranty Bancorp 1,251,200
20,300 IBERIABANK Corporation 1,654,450
8,000 iShares Russell 2000 ETF (ETF) 1,127,360
75,500 OceanFirst Financial Corporation 2,047,560
35,500 Prosperity Bancshares, Inc. 2,280,520
22,000 QCR Holdings, Inc. 1,042,800
61,500 * Seacoast Banking Corporation 1,482,150
32,500 Simmons First National Corporation – Class “A” 1,719,250
51,500 SPDR S&P Regional Banking (ETF) 2,829,925
179,500 Sterling Bancorp 4,173,375
136,000 TCF Financial Corporation 2,167,840
19,500   Waddell & Reed Financial, Inc. – Class “A” 368,160
      47,465,700
  Health Care—11.4%  
24,500 * ANI Pharmaceuticals, Inc. 1,146,600
24,000 * Cambrex Corporation 1,434,000
59,000 * Centene Corporation 4,712,920
15,500 * Charles River Laboratories 1,567,825
58,500 * DepoMed, Inc. 628,290
41,000   Hill-Rom Holdings, Inc. 3,264,010

 

98

 



 
 
 
 
Shares   Security Value
  Health Care (continued)  
13,000 * ICON, PLC $      1,271,270
64,000 * Integra LifeSciences Holdings Corporation 3,488,640
46,500 PerkinElmer, Inc. 3,168,510
69,500 Phibro Animal Health Corporation – Class “A” 2,574,975
16,500 * VCA, Inc. 1,523,115
60,000 * VWR Corporation 1,980,600
      26,760,755
  Industrials—13.6%  
70,000 A.O. Smith Corporation 3,943,100
23,000 Apogee Enterprises, Inc. 1,307,320
58,500 * Atkore International Group, Inc. 1,319,175
26,400 Comfort Systems USA, Inc. 979,440
52,000 Esco Technologies, Inc. 3,101,800
33,000 * Gardner Denver Holdings, Inc. 713,130
29,000 ITT, Inc. 1,165,220
31,000 Masco Corporation 1,184,510
138,000 * NCI Building Systems, Inc. 2,304,600
44,500 Orbital ATK, Inc. 4,377,020
10,000 Owens Corning 669,200
22,500 * Patrick Industries, Inc. 1,639,125
15,000 Regal Beloit Corporation 1,223,250
60,000 Schneider National, Inc. – Class “B” 1,342,200
12,000 Snap-On, Inc. 1,896,000
48,500 * SPX Corporation 1,220,260
17,000 Standex International Corporation 1,541,900
65,500   Triton International, Ltd. 2,190,320
      32,117,570
  Information Technology—12.0%  
52,300 * ARRIS International, PLC 1,465,446
76,500 * Autobytel, Inc. 964,665
43,500 * Axcelis Technologies, Inc. 911,325
65,500 * CommScope Holding Company, Inc. 2,490,965
112,500 * Extreme Networks, Inc. 1,037,250
14,500 Hackett Group, Inc. 224,750
24,000 * IAC/InterActiveCorp 2,477,760
16,000 Lam Research Corporation 2,262,880
54,000 * Microsemi Corporation 2,527,200
33,500 MKS Instruments, Inc. 2,254,550
63,000 * Orbotech, Ltd. 2,055,060
60,000 * Perficient, Inc. 1,118,400

 

99

 



Portfolio of Investments (continued)
SPECIAL SITUATIONS FUND
June 30, 2017

 
 
 
 
Shares   Security Value
  Information Technology (continued)  
45,600 Silicon Motion Technology Corporation (ADR) $      2,199,288
110,500 Travelport Worldwide, Ltd. 1,520,480
28,500 Western Digital Corporation 2,525,100
22,500 * Zebra Technologies Corporation – Class “A” 2,261,700
      28,296,819
  Materials—9.2%  
43,000 AptarGroup, Inc. 3,734,980
36,000 * Berry Global Group, Inc. 2,052,360
153,000 * Ferro Corporation 2,798,370
68,000 * Louisiana-Pacific Corporation 1,639,480
24,500 Sealed Air Corporation 1,096,620
22,000 Sensient Technologies Corporation 1,771,660
96,000 * Summit Materials, Inc. – Class “A” 2,771,520
61,500 Trinseo SA 4,225,050
29,500   WestRock Company 1,671,470
      21,761,510
  Real Estate—5.1%  
89,500 Brixmor Property Group, Inc. (REIT) 1,600,260
74,000 Douglas Emmett, Inc. (REIT) 2,827,540
19,000 Federal Realty Investment Trust (REIT) 2,401,410
177,500 FelCor Lodging Trust, Inc. (REIT) 1,279,775
71,500 Sunstone Hotel Investors, Inc. (REIT) 1,152,580
69,500 Tanger Factory Outlet Centers, Inc. (REIT) 1,805,610
52,000   Urstadt Biddle Properties, Inc. – Class “A” (REIT) 1,029,600
      12,096,775
  Utilities—2.8%  
17,500 Pinnacle West Capital Corporation 1,490,300
42,500 Portland General Electric Company 1,941,825
18,000 SCANA Corporation 1,206,180
30,500   WEC Energy Group, Inc. 1,872,090
      6,510,395
Total Value of Common Stocks (cost $167,831,382) 228,548,190

 

100

 



 
 
 
Principal        
Amount   Security         Value
  SHORT-TERM U.S. GOVERNMENT AGENCY    
  OBLIGATIONS—2.1%      
  Federal Home Loan Bank:      
$    500M 0.92%, 7/13/2017   $          499,863
1,000M 0.935%, 7/17/2017     999,615
500M 0.98%, 8/11/2017     499,453
1,000M 0.99%, 8/2/2017     999,158
1,500M 1%, 7/19/2017     1,499,340
500M   1.01%, 8/4/2017         499,551
Total Value of Short-Term U.S. Government Agency Obligations (cost $4,996,765)     4,996,980
Total Value of Investments (cost $172,828,147) 99.0 % 233,545,170
Other Assets, Less Liabilities 1.0       2,355,413
Net Assets     100.0 %       $235,900,583

 

Non-income producing
 
Summary of Abbreviations:
ADR American Depositary Receipts
ETF Exchange Traded Fund
MLP Master Limited Partnership
REIT Real Estate Investment Trust

 

101

 



Portfolio of Investments (continued)
SPECIAL SITUATIONS FUND
June 30, 2017

The Fund’s assets and liabilities are classified into the following three levels based on the inputs used to value the assets and liabilities:

Level 1 — Unadjusted quoted prices in active markets for identical securities that the Fund has the ability to access.

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

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

The inputs methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities. For example, U.S. Government securities are reflected as Level 2 because the inputs used to determine fair value may not always be quoted prices in an active market.

The following is a summary, by category of Level, of inputs used to value the Fund’s investments as of June 30, 2017:

    Level 1   Level 2   Level 3   Total
Common Stocks $ 228,548,190 $ $ $ 228,548,190
Short-Term U.S. Government        
Agency Obligations     4,996,980     4,996,980
Total Investments in Securities* $ 228,548,190 $ 4,996,980 $ $ 233,545,170

 

The Portfolio of Investments provides information on the industry categorization for common stocks.
There were no transfers into or from Level 1 and Level 2 by the Fund for the period ended
June 30, 2017. Transfers, if any, between Levels are recognized at the end of the reporting period.

 

102 See notes to financial statements

 



Fund Expenses (unaudited)
TOTAL RETURN FUND

The examples below show the ongoing costs (in dollars) of investing in your Fund and will help you in comparing these costs with costs of other mutual funds. Please refer to page 6 for a detailed explanation of the information presented in these examples.

 
  Beginning Ending  
  Account Account Expenses Paid
  Value Value During Period
  (1/1/17) (6/30/17) (1/1/17–6/30/17)*
Expense Examples      
Actual $1,000.00 $1,048.81 $4.37
Hypothetical      
(5% annual return before expenses) $1,000.00 $1,020.53 $4.31

 

Expenses are equal to the annualized expense ratio of .86%, multiplied by the average account
value over the period, multiplied by 181/365 (to reflect the one-half year period).

 

Portfolio Composition
TOP TEN SECTORS


Portfolio holdings and allocations are subject to change. Percentages are as of June 30, 2017, and are
based on the total value of investments.

 

103

 



Portfolio of Investments
TOTAL RETURN FUND
June 30, 2017

 
 
 
 
Shares   Security Value
  COMMON STOCKS—57.4%  
  Consumer Discretionary—9.4%  
5,600 Acushnet Holdings Corporation $      111,104
551 Adient, PLC 36,024
4,000 American Eagle Outfitters, Inc. 48,200
2,800 ARAMARK Holdings Corporation 114,744
4,100 Big Lots, Inc. 198,030
3,900 BorgWarner, Inc. 165,204
5,550 CBS Corporation – Class “B” 353,979
2,000 Coach, Inc. 94,680
1,400 Delphi Automotive, PLC 122,710
6,600 DSW, Inc. – Class “A” 116,820
1,100 Foot Locker, Inc. 54,208
9,300 Ford Motor Company 104,067
2,500 Home Depot, Inc. 383,500
1,800 HSN, Inc. 57,420
3,400 L Brands, Inc. 183,226
1,050 Lear Corporation 149,184
3,150 Magna International, Inc. 145,940
4,000 * Michaels Companies, Inc. 74,080
9,058 Newell Brands, Inc. 485,690
2,400 Oxford Industries, Inc. 149,976
1,800 Penske Automotive Group, Inc. 79,038
2,500 * Select Comfort Corporation 88,725
4,000 Tupperware Brands Corporation 280,920
2,200 Walt Disney Company 233,750
900 Whirlpool Corporation 172,458
1,350   Wyndham Worldwide Corporation 135,554
      4,139,231
  Consumer Staples—5.8%  
6,750 Altria Group, Inc. 502,672
4,800 B&G Foods, Inc. 170,880
5,000 Coca-Cola Company 224,250
4,000 CVS Health Corporation 321,840
8,913 Koninklijke Ahold Delhaize NV (ADR) 170,595
2,100 Nu Skin Enterprises, Inc. – Class “A” 131,964
2,300 PepsiCo, Inc. 265,627
4,100 Philip Morris International, Inc. 481,545
1,450 Procter & Gamble Company 126,368
2,250   Wal-Mart Stores, Inc. 170,280
      2,566,021

 

104

 



 
 
 
 
Shares   Security Value
  Energy—3.2%  
1,800 Anadarko Petroleum Corporation $      81,612
500 Chevron Corporation 52,165
3,100 ConocoPhillips 136,276
2,400 Devon Energy Corporation 76,728
2,750 ExxonMobil Corporation 222,007
1,400 Hess Corporation 61,418
4,000 Marathon Oil Corporation 47,400
5,400 Marathon Petroleum Corporation 282,582
1,300 Occidental Petroleum Corporation 77,831
1,400 PBF Energy, Inc. – Class “A” 31,164
1,550 Phillips 66 128,170
600 Schlumberger, Ltd. 39,504
5,200   Suncor Energy, Inc. 151,840
      1,388,697
  Financials—8.9%  
3,800 American Express Company 320,112
2,300 American International Group, Inc. 143,796
2,200 Ameriprise Financial, Inc. 280,038
1,700 Chubb, Ltd. 247,146
7,500 Citizens Financial Group, Inc. 267,600
4,450 Discover Financial Services 276,745
7,100 Financial Select Sector SPDR Fund (ETF) 175,157
1,800 Hamilton Lane, Inc. – Class “A” 39,582
2,300 IBERIABANK Corporation 187,450
1,100 iShares Russell 2000 ETF (ETF) 155,012
6,000 JPMorgan Chase & Company 548,400
3,200 MetLife, Inc. 175,808
700 Morgan Stanley 31,192
2,050 PNC Financial Services Group, Inc. 255,983
3,200 SPDR S&P Regional Banking (ETF) 175,840
6,700 Sterling Bancorp 155,775
5,000 U.S. Bancorp 259,600
4,000   Wells Fargo & Company 221,640
      3,916,876
  Health Care—9.0%  
5,950 Abbott Laboratories 289,229
4,700 AbbVie, Inc. 340,797
200 Allergan, PLC 48,618
3,300 * AMN Healthcare Services, Inc. 128,865

 

105

 



Portfolio of Investments (continued)
TOTAL RETURN FUND
June 30, 2017

 
 
 
 
Shares   Security Value
  Health Care (continued)  
2,317 Baxter International, Inc. $      140,271
1,400 * Centene Corporation 111,832
4,300 Gilead Sciences, Inc. 304,354
1,250 Hill-Rom Holdings, Inc. 99,512
3,750 Johnson & Johnson 496,087
118 * Mallinckrodt, PLC 5,288
1,850 Medtronic, PLC 164,188
4,600 Merck & Company, Inc. 294,814
1,600 * Mylan NV (ADR) 62,112
12,200 Pfizer, Inc. 409,798
4,100 Phibro Animal Health Corporation – Class “A” 151,905
840 Shire, PLC (ADR) 138,827
2,700 Thermo Fisher Scientific, Inc. 471,069
1,850 * VWR Corporation 61,069
3,700   Zoetis, Inc. 230,806
      3,949,441
  Industrials—6.2%  
1,850 3M Company 385,152
1,100 * Gardner Denver Holdings, Inc. 23,771
7,350 General Electric Company 198,523
2,900 Honeywell International, Inc. 386,541
800 Ingersoll-Rand, PLC 73,112
7,015 Johnson Controls International, PLC 304,170
2,800 Koninklijke Philips NV (ADR) 100,296
250 Lockheed Martin Corporation 69,403
1,400 ManpowerGroup, Inc. 156,310
3,900 Masco Corporation 149,019
700 Owens Corning 46,844
3,400 Schneider National, Inc. – Class “B” 76,058
1,200 Snap-On, Inc. 189,600
650 Stanley Black & Decker, Inc. 91,475
6,800 Triton International, Ltd. 227,392
2,000   United Technologies Corporation 244,220
      2,721,886
  Information Technology—10.3%  
4,300 Apple, Inc. 619,286
4,400 Applied Materials, Inc. 181,764
5,500 * ARRIS International, PLC 154,110
900 Broadcom, Ltd. 209,745
12,600   Cisco Systems, Inc. 394,380

 

106

 



 
 
 
 
Shares   Security Value
  Information Technology (continued)  
1,460 * Dell Technologies, Inc. – Class “V” $      89,221
545 DXC Technology Company 41,812
3,450 * eBay, Inc. 120,474
700 * FleetCor Technologies, Inc. 100,947
5,950 HP Enterprise Company 98,710
8,200 Intel Corporation 276,668
700 International Business Machines Corporation 107,681
1,200 Methode Electronics, Inc. 49,440
8,800 Microsoft Corporation 606,584
1,700 * NXP Semiconductors NV 186,065
4,800 Oracle Corporation 240,672
4,300 QUALCOMM, Inc. 237,446
3,700 Sabre Corporation 80,549
8,400 Symantec Corporation 237,300
1,100 TE Connectivity, Ltd. 86,548
1,200 * Tech Data Corporation 121,200
3,800 Travelport Worldwide, Ltd. 52,288
2,400   Western Digital Corporation 212,640
      4,505,530
  Materials—1.7%  
3,500 International Paper Company 198,135
4,400 * Louisiana-Pacific Corporation 106,084
850 Praxair, Inc. 112,668
1,800 RPM International, Inc. 98,190
3,100 Sealed Air Corporation 138,756
1,100   Trinseo SA 75,570
      729,403
  Real Estate—1.1%  
10,300 Brixmor Property Group, Inc. (REIT) 184,164
987 Real Estate Select Sector SPDR Fund (ETF) 31,781
5,600 Tanger Factory Outlet Centers, Inc. (REIT) 145,488
5,200   Urstadt Biddle Properties, Inc. – Class “A” (REIT) 102,960
      464,393
  Telecommunication Services—1.2%  
7,450 AT&T, Inc. 281,088
5,900   Verizon Communications, Inc. 263,494
      544,582

 

107

 



Portfolio of Investments (continued)
TOTAL RETURN FUND
June 30, 2017

 
 
Shares or    
Principal    
Amount   Security Value
  Utilities—.6%  
6,200 Exelon Corporation $      223,634
1,100   NiSource, Inc. 27,896
      251,530
Total Value of Common Stocks (cost $21,007,060) 25,177,590
  CORPORATE BONDS—20.7%  
  Aerospace/Defense—.2%  
$    100M   Rockwell Collins, Inc., 3.2%, 3/15/2024 101,514
  Automotive—.2%  
100M   O’Reilly Automotive, Inc., 3.55%, 3/15/2026 100,868
  Chemicals—.5%  
100M Agrium, Inc., 3.375%, 3/15/2025 100,179
100M   Dow Chemical Co., 3.5%, 10/1/2024 102,861
      203,040
  Consumer Non-Durables—.5%  
200M   Newell Brands, Inc., 4.2%, 4/1/2026 212,585
  Energy—1.4%  
200M BP Capital Markets, PLC, 3.216%, 11/28/2023 203,285
100M Canadian Oil Sands, Ltd., 7.75%, 5/15/2019 (a) 108,669
100M DCP Midstream Operating, LP, 2.5%, 12/1/2017 100,125
100M Enbridge Energy Partners, LP, 4.2%, 9/15/2021 104,428
100M   Valero Energy Corp., 9.375%, 3/15/2019 111,951
      628,458
  Financial Services—2.9%  
100M American Express Co., 7%, 3/19/2018 103,735
100M American International Group, Inc., 3.75%, 7/10/2025 102,029
100M Ameriprise Financial, Inc., 5.3%, 3/15/2020 108,173
100M Assured Guaranty U.S. Holding, Inc., 5%, 7/1/2024 107,371
100M BlackRock, Inc., 5%, 12/10/2019 107,409
  ERAC USA Finance, LLC:  
100M 4.5%, 8/16/2021 (a) 107,187
100M 3.3%, 10/15/2022 (a) 102,432
100M Ford Motor Credit Co., LLC, 8.125%, 1/15/2020 113,609
100M   General Electric Capital Corp., 5.625%, 9/15/2017 100,821

 

108

 



 
 
 
Principal    
Amount   Security Value
  Financial Services (continued)  
$    100M Liberty Mutual Group, Inc., 4.95%, 5/1/2022 (a) $      109,795
100M Prudential Financial, Inc., 7.375%, 6/15/2019 110,277
100M   State Street Corp., 3.55%, 8/18/2025 104,241
      1,277,079
  Financials—4.8%  
  Bank of America Corp.:  
100M 5%, 5/13/2021 109,209
100M 2.1532%, 4/24/2023 † 100,435
100M 4.1%, 7/24/2023 106,004
100M Barclays Bank, PLC, 5.125%, 1/8/2020 106,881
100M Capital One Financial Corp., 3.75%, 4/24/2024 102,334
  Citigroup, Inc.:  
100M 6.125%, 11/21/2017 101,719
100M 4.5%, 1/14/2022 107,641
100M Deutsche Bank AG, 3.7%, 5/30/2024 100,132
100M Goldman Sachs Group, Inc., 3.625%, 1/22/2023 103,341
200M HSBC Holdings, PLC, 2.8487%, 5/25/2021 † 207,009
  JPMorgan Chase & Co.:  
100M 6%, 1/15/2018 102,255
100M 4.5%, 1/24/2022 108,352
100M 3.625%, 12/1/2027 † 99,189
  Morgan Stanley:  
200M 5.5%, 7/28/2021 221,975
100M 2.3732%, 5/8/2024 † 100,598
100M SunTrust Banks, Inc., 6%, 9/11/2017 100,785
100M U.S. Bancorp, 3.6%, 9/11/2024 103,969
100M   Visa, Inc., 3.15%, 12/14/2025 101,636
      2,083,464
  Food/Beverage/Tobacco—.9%  
  Anheuser-Busch InBev Finance, Inc.:  
100M 3.65%, 2/1/2026 103,211
100M 4.9%, 2/1/2046 113,316
200M   Mondelez International Holdings, Inc., 2%, 10/28/2021 (a) 195,063
      411,590
  Food/Drug—.5%  
200M   CVS Health Corp., 3.875%, 7/20/2025 208,298
  Forest Products/Containers—.3%  
100M   Rock-Tenn Co., 4.9%, 3/1/2022 109,096

 

109

 



Portfolio of Investments (continued)
TOTAL RETURN FUND
June 30, 2017

 
 
 
Principal    
Amount   Security Value
  Health Care—.7%  
$    100M Biogen, Inc., 6.875%, 3/1/2018 $      103,397
100M Express Scripts Holding Co., 4.75%, 11/15/2021 108,171
100M   Laboratory Corp. of America, 3.75%, 8/23/2022 104,035
      315,603
  Higher Education—.2%  
100M   Yale University, 2.086%, 4/15/2019 100,744
  Information Technology—1.0%  
100M Apple, Inc., 2.5%, 2/9/2025 97,904
200M Diamond 1 Finance Corp., 4.42%, 6/15/2021 (a) 211,031
150M   Oracle Corp., 2.4%, 9/15/2023 148,181
      457,116
  Manufacturing—.3%  
100M   Johnson Controls International, PLC, 5%, 3/30/2020 106,880
  Media-Broadcasting—.3%  
100M   Comcast Corp., 5.15%, 3/1/2020 108,395
  Media-Diversified—.2%  
100M   Time Warner, Inc., 3.6%, 7/15/2025 99,945
  Metals/Mining—.2%  
100M   Newmont Mining Corp., 5.125%, 10/1/2019 106,291
  Real Estate—2.1%  
200M Alexandria Real Estate Equities, Inc., 3.95%, 1/15/2028 203,804
200M AvalonBay Communities, Inc., 3.5%, 11/15/2024 205,226
100M ERP Operating, LP, 3.375%, 6/1/2025 100,789
100M HCP, Inc., 4.25%, 11/15/2023 104,993
100M Prologis, LP, 3.35%, 2/1/2021 103,357
100M Ventas Realty, LP, 4.75%, 6/1/2021 107,064
100M   Welltower, Inc., 4%, 6/1/2025 103,566
      928,799
  Retail-General Merchandise—.6%  
100M Amazon.com, Inc., 4.8%, 12/5/2034 115,464
100M   Home Depot, Inc., 5.875%, 12/16/2036 130,512
      245,976

 

110

 



 
 
 
Principal    
Amount   Security Value
  Telecommunications—.2%  
$    100M   AT&T, Inc., 3.8%, 3/15/2022 $      103,614
  Transportation—1.0%  
100M Burlington North Santa Fe, LLC, 5.15%, 9/1/2043 119,979
100M Penske Truck Leasing Co., LP, 4.875%, 7/11/2022 (a) 109,364
  Southwest Airlines Co.:  
100M 2.65%, 11/5/2020 101,269
100M   3%, 11/15/2026 97,184
      427,796
  Utilities—1.7%  
100M Duke Energy Progress, Inc., 4.15%, 12/1/2044 104,939
100M Electricite de France SA, 3.625%, 10/13/2025 (a) 102,397
100M Entergy Arkansas, Inc., 4.95%, 12/15/2044 103,030
100M Ohio Power Co., 5.375%, 10/1/2021 111,397
100M Oklahoma Gas & Electric Co., 4%, 12/15/2044 100,629
100M Sempra Energy, 9.8%, 2/15/2019 112,200
100M   South Carolina Electric & Gas Co., 5.45%, 2/1/2041 115,353
      749,945
Total Value of Corporate Bonds (cost $8,984,551) 9,087,096
  RESIDENTIAL MORTGAGE-BACKED  
  SECURITIES—5.8%  
  Fannie Mae—5.1%  
46M 2.5%, 7/1/2031 46,185
192M 3%, 6/1/2030 – 11/1/2030 197,747
610M 3.5%, 11/1/2028 – 11/1/2046 630,759
1,001M 4%, 7/1/2041 – 3/1/2047 1,055,595
189M 4.5%, 8/1/2041 – 1/1/2047 204,340
91M   5%, 3/1/2042 99,960
      2,234,586
  Freddie Mac—.7%  
73M 3.5%, 7/1/2044 75,337
81M 4%, 7/1/2044 – 4/1/2045 84,999
152M   4.5%, 12/1/2043 163,737
      324,073
Total Value of Residential Mortgage-Backed Securities (cost $2,570,329) 2,558,659

 

111

 



Portfolio of Investments (continued)
TOTAL RETURN FUND
June 30, 2017

 
 
 
Principal    
Amount   Security Value
  U.S. GOVERNMENT OBLIGATIONS—2.9%  
$    100M U.S. Treasury Bonds, 3.125%, 8/15/2044 $      105,678
  U.S. Treasury Notes:  
600M 0.375%, 1/15/2027 (TIPS) 596,914
300M 1.0725%, 4/30/2019 † 299,992
250M   1.1425%, 1/31/2019 † 250,377
Total Value of U.S. Government Obligations (cost $1,260,573) 1,252,961
  VARIABLE AND FLOATING RATE NOTES—2.4%  
  Municipal Bonds  
500M Mississippi Business Fin. Corp., 1%, 12/1/2030 † 500,000
535M   Valdez, AK Marine Term. Rev., 0.89%, 12/1/2033 † 535,000
Total Value of Variable and Floating Rate Notes (cost $1,034,726) 1,035,000
  TAXABLE MUNICIPAL BONDS—.8%  
50M Chicago, IL O’Hare Airport, 5%, 1/1/2042 56,148
75M Katy, TX ISD, 5%, 2/15/2042 88,211
90M New York City Trans. Fin. Auth., 3.05%, 5/1/2027 89,393
50M New York State Dorm Auth., 4%, 2/15/2037 (b) 53,195
50M   Oregon State GO, 5%, 8/1/2037 59,752
Total Value of Taxable Municipal Bonds (cost $346,634) 346,699
  SHORT-TERM U.S. GOVERNMENT AGENCY  
  OBLIGATIONS—4.5%  
  Federal Home Loan Bank:  
1,000M 0.9%, 7/19/2017 999,560
500M 0.94%, 7/21/2017 499,753
500M   1.01%, 8/4/2017 499,551
Total Value of Short-Term U.S. Government Agency Obligations (cost $1,998,811) 1,998,864
  SHORT-TERM CORPORATE NOTES—4.3%  
  Food/Beverage/Tobacco—2.1%  
  Coca-Cola Co.:  
500M 1%, 7/25/2017 (c) 499,624
400M   0.95%, 7/14/2017 (c) 399,833
      899,457
  Information Technology—1.1%  
500M   Apple, Inc., 1.02%, 9/18/2017 (c) 498,750

 

112

 



 
 
 
Principal    
Amount   Security         Value
Media-Diversified—1.1%    
$    500M   Walt Disney Co., 0.91%, 7/17/2017 (c)          $       499,739
Total Value of Short-Term Corporate Notes (cost $1,898,205)       1,897,946
Total Value of Investments (cost $39,100,889) 98.8 % 43,354,815
Other Assets, Less Liabilities 1.2       533,192
Net Assets 100.0 %     $43,888,007

 

Non-income producing
(a)  Security exempt from registration under Rule 144A of the Securities Act of 1933 (see Note 5).
(b)  A portion or all of the security purchased on a when-issued or delayed delivery basis (see
Note 1G).
(c)  Security exempt from registration under Section 4(2) of the Securities Act of 1933 (see Note 5).
†  Interest rates are determined and reset periodically. The interest rates above are the rates in effect
at June 30, 2017.
 
Summary of Abbreviations:
ADR American Depositary Receipts
ETF Exchange Traded Fund
GO General Obligations
ISD Independent School District
REIT Real Estate Investment Trust
TIPS Treasury Inflation-Protected Securities

 

113

 



Portfolio of Investments (continued)
TOTAL RETURN FUND
June 30, 2017

The Fund’s assets and liabilities are classified into the following three levels based on the inputs used to value the assets and liabilities:

Level 1 — Unadjusted quoted prices in active markets for identical securities that the Fund has the ability to access.

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

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

The inputs methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities. For example, U.S. Government securities are reflected as Level 2 because the inputs used to determine fair value may not always be quoted prices in an active market.

The following is a summary, by category of Level, of inputs used to value the Fund’s investments as of June 30, 2017:

    Level 1   Level 2   Level 3   Total
Common Stocks $ 25,177,590 $ $ $ 25,177,590
Corporate Bonds 9,087,096 9,087,096
Residential Mortgage-Backed        
Securities 2,558,659 2,558,659
U.S. Government Obligations 1,252,961 1,252,961
Variable and Floating Rate Notes        
Municipal Bonds 1,035,000 1,035,000
Taxable Municipal Bonds 346,699 346,699
Short-Term U.S. Government        
Agency Obligations 1,998,864 1,998,864
Short-Term Corporate Notes     1,897,946     1,897,946
Total Investments in Securities* $ 25,177,590 $ 18,177,225 $ $ 43,354,815

 

The Portfolio of Investments provides information on the industry categorization for common stocks,
corporate bonds and short-term corporate notes.
 
There were no transfers into or from Level 1 and Level 2 by the Fund for the period ended
June 30, 2017. Transfers, if any, between Levels are recognized at the end of the reporting period.

 

114 See notes to financial statements

 


 

 

 

 


 

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115

 



Statements of Assets and Liabilities
FIRST INVESTORS LIFE SERIES FUNDS
June 30, 2017

       
    COVERED       GOVERNMENT  
  BALANCED CALL EQUITY FUND FOR   CASH GROWTH &
    INCOME     STRATEGY     INCOME     INCOME     GOVERNMENT     MANAGEMENT     INCOME  
Assets              
Investments in securities and futures contracts:              
At identified cost $ 5,744,920 $ 7,319,237 $ 84,455,313 $ 99,530,250 $ 28,550,521 $ 9,439,710 $ 297,560,024
 
At value (Note 1A) $ 5,977,745 $ 8,101,190 $ 120,171,637 $ 102,738,070 $ 28,373,052 $ 9,439,710 $ 493,786,115
Cash 72,282 188,827 956,974 1,701,720 362,353 406,547 983,931
Receivables:              
Investment securities sold 122,975 297,139 1,272,562 414,511 2,604,700
Options contracts sold 6,543
Deposits at broker for futures contracts 85,012
Interest and dividends 34,997 8,980 195,712 1,572,604 110,949 1,184 623,166
Trust shares sold 66,348 68,838 46,556 11,328 6,686 136,432 48,177
Other assets   312   457   6,771   6,176   1,964   631   28,286
 
Total Assets   6,236,696   8,497,810   121,674,789   107,302,460   29,269,515   9,984,504   498,074,375
 
Liabilities              
Options written, at value (Note 5) $ $ 164,899 (a) $ $ $ $ $
Payables:              
Investment securities purchased 9,190 116,156 2,309,156 422,971 958,576
Due to broker-variation margin futures 20,359
Trust shares redeemed 8,630 8,912 33,170 41,103 7,164 265,852 206,662
Accrued advisory fees 3,014 6,249 75,168 64,669 14,277 299,820
Accrued expenses   13,520   12,688   19,369   56,569   19,784   15,827   51,220
 
Total Liabilities   54,713   308,904   127,707   2,471,497   464,196   281,679   1,516,278
 
Net Assets $ 6,181,983 $ 8,188,906 $ 121,547,082 $ 104,830,963 $ 28,805,319 $ 9,702,825 $ 496,558,097
 
Net Assets Consist of:              
Capital paid in $ 5,716,945 $ 7,394,668 $ 82,975,440 $ 120,846,224 $ 29,918,355 $ 9,702,825 $ 284,134,936
Undistributed net investment income 69,517 74,029 1,235,945 1,819,781 228,325 3,777,103
Accumulated net realized gain (loss) on investments,              
futures and options contracts 162,696 (53,699 ) 1,619,373 (21,042,862 ) (1,163,892 ) 12,419,967
Net unrealized appreciation (depreciation) in value of              
investments, futures and options contracts   232,825   773,908   35,716,324   3,207,820   (177,469 )     196,226,091
 
Total $ 6,181,983 $ 8,188,906 $ 121,547,082 $ 104,830,963 $ 28,805,319 $ 9,702,825 $ 496,558,097
 
Shares of beneficial interest outstanding (Note 2)   580,998   749,627   5,619,291   16,683,311   3,035,118   9,702,825   11,078,683
 
Net asset value, offering and redemption price per share —              
(Net assets divided by shares outstanding)   $10.64   $10.92   $21.63   $6.28   $9.49 $ 1.00 $44.82

 

(a) Premiums received from written options $ 156,854

 

116 See notes to financial statements 117

 



Statements of Assets and Liabilities
FIRST INVESTORS LIFE SERIES FUNDS
June 30, 2017

     
      LIMITED        
      DURATION        
    INVESTMENT HIGH QUALITY   REAL SELECT SPECIAL
    INTERNATIONAL     GRADE     BOND     OPPORTUNITY     ESTATE     GROWTH     SITUATIONS  
Assets              
Investments in securities:              
At identified cost $ 100,752,838 $ 62,768,254 $ 7,131,366 $ 50,941,962 $ 6,048,161 $ 48,318,723 $ 172,828,147
 
At value (Note 1A) $ 147,461,501 $ 64,437,824 $ 7,122,408 $ 61,122,292 $ 6,208,476 $ 59,121,573 $ 233,545,170
Cash 377,559 198,555 187,331 703,920 227,327 1,082,248 594,204
Receivables:              
Investment securities sold 76,578 433,122 98,266 432,389 2,417,956 1,983,946
Interest and dividends 719,087 771,768 50,754 49,282 18,773 21,428 198,722
Trust shares sold 6,780 115,144 2,371 81,829 4,547 115,734 101,119
Other assets   8,161   3,921   449   2,901   412   3,071   12,579
 
Total Assets   148,649,666   65,960,334   7,461,579   62,392,613   6,459,535   62,762,010   236,435,740
 
Liabilities              
Payables:              
Investment securities purchased 400,510 205,795 86,625 19,970 2,878,153 311,571
Trust shares redeemed 65,758 9,481 759 3,514 19,985 7,057 43,258
Accrued advisory fees 92,658 32,295 3,562 37,978 3,900 36,863 145,188
Accrued expenses   64,122   16,560   16,598   24,095   16,763   13,525   35,140
 
Total Liabilities   222,538   458,846   226,714   152,212   60,618   2,935,598   535,157
 
Net Assets $ 148,427,128 $ 65,501,488 $ 7,234,865 $ 62,240,401 $ 6,398,917 $ 59,826,412 $ 235,900,583
 
Net Assets Consist of:              
Capital paid in $ 102,551,673 $ 65,760,470 $ 7,358,047 $ 51,797,933 $ 6,311,441 $ 46,338,321 $ 167,342,981
Undistributed net investment income (deficit) 1,067,206 (718,515 ) (86,679 ) 203,672 219,230 117,556 868,133
Accumulated net realized gain (loss) on investments and              
foreign currency transactions (1,902,193 ) (1,210,037 ) (27,545 ) 58,466 (292,069 ) 2,567,685 6,972,446
Net unrealized appreciation (depreciation) in value              
of investments and foreign currency transactions   46,710,442   1,669,570   (8,958 )   10,180,330   160,315   10,802,850   60,717,023
 
Total $ 148,427,128 $ 65,501,488 $ 7,234,865 $ 62,240,401 $ 6,398,917 $ 59,826,412 $ 235,900,583
 
Shares of beneficial interest outstanding (Note 2)   6,079,500   6,184,953   754,313   3,637,103   626,842 4,412,243 6,512,506
 
Net asset value, offering and redemption price per share —              
(Net assets divided by shares outstanding)   $ 24.41 $ 10.59 $ 9.59 $ 17.11 $ 10.21 $ 13.56 $ 36.22

 

118 See notes to financial statements 119

 



Statements of Assets and Liabilities
FIRST INVESTORS LIFE SERIES FUNDS
June 30, 2017

       
  TOTAL  
    RETURN  
Assets    
Investments in securities:    
At identified cost $ 39,100,889  
 
At value (Note 1A) $ 43,354,815  
Cash 501,586  
Receivables:    
Investment securities sold 199,046  
Interest and dividends 143,261  
Trust shares sold 13,149  
Other assets   2,494  
 
Total Assets   44,214,351  
 
Liabilities    
Payables:    
Investment securities purchased 247,423  
Trust shares redeemed 28,579  
Accrued advisory fees 26,940  
Accrued expenses   23,402  
 
Total Liabilities   326,344  
 
Net Assets $ 43,888,007 This page left intentionally blank.
 
Net Assets Consist of:    
Capital paid in $ 39,414,194  
Undistributed net investment income 9,757  
Accumulated net realized gain on investments 210,130  
Net unrealized appreciation in value    
of investments   4,253,926  
 
Total $ 43,888,007  
 
Shares of beneficial interest outstanding (Note 2)   3,381,133  
 
Net asset value, offering and redemption price per share —    
(Net assets divided by shares outstanding) $ 12.98  

 

120 See notes to financial statements 121

 



Statements of Operations
FIRST INVESTORS LIFE SERIES FUNDS
Six Months Ended June 30, 2017

   
    COVERED       GOVERNMENT  
  BALANCED CALL EQUITY FUND FOR   CASH GROWTH &
    INCOME     STRATEGY     INCOME     INCOME     GOVERNMENT     MANAGEMENT     INCOME  
Investment Income              
Income:              
Interest $ 70,513 $ $ 12,006 $ 2,833,748 $ 337,007 $ 31,127 $ 24,347
Dividends   50,511 (a)   134,943   1,698,973 (b)         5,635,488 (c)
 
Total income   121,024   134,943   1,710,979   2,833,748   337,007   31,127   5,659,835
 
Expenses (Notes 1 and 4):              
Advisory fees 30,080 42,886 444,687 384,301 108,433 34,646 1,780,089
Professional fees 8,287 16,077 13,401 13,850 7,975 17,350 42,866
Custodian fees and expenses 2,887 675 2,033 6,905 3,490 2,278 5,153
Reports and notices to shareholders 200 800 8,250 7,500 3,100 1,900 25,972
Registration fees 25 27 640 641 641 641 640
Trustees’ fees 401 339 3,703 3,196 907 292 15,124
Other expenses   3,260   127   4,196   36,093   6,237   3,656   15,763
 
Total expenses 45,140 60,931 476,910 452,486 130,783 60,763 1,885,607
Less: Expenses waived and/or assumed (Note 4) (6,016 ) (21,687 ) (32,906 )
Expenses paid indirectly (Note 1G)   (342 )   (22 )   (1,887 )   (2,482 )   (412 )   (149 )   (2,841 )
 
Net expenses   38,782   60,909   475,023   450,004   108,684   27,708   1,882,766
 
Net investment income   82,242   74,034   1,235,956   2,383,744   228,323   3,419   3,777,069
 
Realized and Unrealized Gain (Loss) on Investments,              
Futures and Options Contracts (Note 3):              
Net realized gain (loss) on:              
Investments 181,658 221,076 1,661,131 1,157,083 (156,842 ) 13,826,799
Futures contracts (18,965 )
Options contracts     7,342   21,016        
 
Net realized gain (loss) on investments,              
futures and options contracts   162,693   228,418   1,682,147   1,157,083   (156,842 )     13,826,799
 
Net unrealized appreciation (depreciation) on:              
Investments 54,442 202,363 3,670,614 549,540 262,806 16,218,957
Futures contracts (4,573 )
Options contracts     (35,050 )          
 
Net unrealized appreciation on investments              
futures and options contracts   49,869   167,313   3,670,614   549,540   262,806     16,218,957
 
Net gain on investments, futures              
and options contracts purchased   212,562   395,731   5,352,761   1,706,623   105,964     30,045,756
 
Net Increase in Net Assets Resulting              
from Operations $ 294,804 $ 469,765 $ 6,588,717 $ 4,090,367 $ 334,287 $ 3,419 $ 33,822,825

 

(a) Net of $432 foreign taxes withheld
(b) Net of $7,139 foreign taxes withheld
(c) Net of $31,796 foreign taxes withheld

 

122 See notes to financial statements 123

 



Statements of Operations
FIRST INVESTORS LIFE SERIES FUNDS
Six Months Ended June 30, 2017

   
      LIMITED        
      DURATION        
    INVESTMENT HIGH QUALITY   REAL SELECT SPECIAL
    INTERNATIONAL     GRADE     BOND     OPPORTUNITY     ESTATE     GROWTH     SITUATIONS  
Investment Income              
Income:              
Interest $ 4,768 $ 1,172,201 $ 72,238 $ 3,460 $ $ 390 $ 11,637
Dividends   1,628,877 (d)       436,565 (e)   261,608   348,259   1,763,527
 
Total income   1,633,645   1,172,201   72,238   440,025   261,608   348,649   1,775,164
 
Expenses (Notes 1 and 4):              
Advisory fees 515,530 240,358 29,261 213,582 28,151 211,483 853,073
Professional fees 19,350 10,300 7,092 8,674 7,250 7,450 20,474
Custodian fees and expenses 7,055 2,198 2,963 6,633 2,636 2,750 4,849
Reports and notices to shareholders 8,350 4,400 1,799 3,750 2,100 5,950 13,900
Registration fees 641 641 640 642 640 640 642
Trustees’ fees 4,207 2,000 242 1,672 231 1,743 7,114
Other expenses   12,291   6,012   3,413   2,505   1,453   1,724   9,341
 
Total expenses 567,424 265,909 45,410 237,458 42,461 231,740 909,393
Less: Expenses waived (Note 4) (48,063 ) (5,852 )
Expenses paid indirectly (Note 1G)   (1,014 )   (1,003 )   (245 )   (1,105 )   (84 )   (637 )   (2,354 )
 
Net expenses   566,410   216,843   39,313   236,353   42,377   231,103   907,039
 
Net investment income   1,067,235   955,358   32,925   203,672   219,231   117,546   868,125
 
Realized and Unrealized Gain (Loss) on Investments              
and Foreign Currency Transactions (Note 3):              
 
Net realized gain (loss) on:              
Investments 4,733,702 133,692 (6,951 ) 659,060 (259,361 ) 2,567,675 7,134,838
Foreign currency transactions (Note 1C)   (40,524 )            
 
Net realized gain (loss) on investments and foreign              
currency transactions   4,693,178   133,692   (6,951 )   659,060   (259,361 )   2,567,675   7,134,838
 
Net unrealized appreciation (depreciation) on investments              
and foreign currency transactions   21,635,736   630,567   58,053   3,824,425   (74,023 )   4,388,058   7,269,457
 
Net gain (loss) on investments and foreign              
currency transactions   26,328,914   764,259   51,102   4,483,485   (333,384 )   6,955,733   14,404,295
 
Net Increase (Decrease) in Net Assets Resulting              
from Operations $ 27,396,149 $ 1,719,617 $ 84,027 $ 4,687,157 $ (114,153 ) $ 7,073,279 $ 15,272,420

 

(d) Net of $180,551 foreign taxes withheld
(e) Net of $3,245 foreign taxes withheld

 

124 See notes to financial statements 125

 



Statements of Operations
FIRST INVESTORS LIFE SERIES FUNDS
Six Months Ended June 30, 2017

       
  TOTAL  
    RETURN    
Investment Income    
Income:    
Interest $ 168,127  
Dividends   285,892 (f)  
 
Total income   454,019  
 
Expenses (Notes 1 and 4):    
Advisory fees 157,292  
Professional fees 8,212  
Custodian fees and expenses 4,884  
Reports and notices to shareholders 3,754  
Registration fees 640  
Trustees’ fees 1,302  
Other expenses   4,437  
 
Total expenses 180,521  
Less: Expenses waived (Note 4)  
Expenses paid indirectly (Note 1G)   (931 )  
 
Net expenses   179,590  
 
Net investment income   274,429  
 
Realized and Unrealized Gain (Loss) on Investments   This page left intentionally blank.
(Note 3):    
 
Net realized gain on investments 280,843  
 
Net unrealized appreciation on investments   1,431,294  
 
Net gain on investments   1,712,137  
 
Net Increase in Net Assets Resulting    
from Operations $ 1,986,566  

 

(f) Net of $1,793 foreign taxes withheld

 

126 See notes to financial statements 127

 



Statements of Changes in Net Assets
FIRST INVESTORS LIFE SERIES FUNDS

 
      COVERED CALL        
    BALANCED INCOME   STRATEGY   EQUITY INCOME   FUND FOR INCOME  
  1/1/17 to 1/1/16 to 1/1/17 to 5/2/16 to 1/1/17 to 1/1/16 to 1/1/17 to 1/1/16 to
      6/30/17     12/31/16     6/30/17     12/31/16 *   6/30/17     12/31/16     6/30/17     12/31/16  
Increase (Decrease) in Net Assets From Operations                
Net investment income $ 82,242 $ 88,913 $ 74,034 $ 44,665 $ 1,235,956 $ 2,293,943 $ 2,383,744 $ 4,769,721
Net realized gain (loss) on investments, futures                
and options contracts 162,693 100,648 228,418 (282,117 ) 1,682,147 2,737,951 1,157,083 (1,100,897 )
Net unrealized appreciation of investments, futures                
and options contracts   49,869   236,326   167,313   606,595   3,670,614   8,846,824   549,540   6,756,011
 
Net increase in net assets resulting                
from operations   294,804   425,887   469,765   369,143   6,588,717   13,878,718   4,090,367   10,424,835
 
Distributions to Shareholders                
Net investment income (102,597 ) (44,670 ) (2,293,954 ) (2,153,046 ) (5,236,876 ) (5,391,490 )
Net realized gains   (97,642 )         (2,744,455 )   (3,734,490 )    
 
Total distributions   (200,239 )     (44,670 )     (5,038,409 )   (5,887,536 )   (5,236,876 )   (5,391,490 )
 
Trust Share Transactions                
Proceeds from shares sold 785,117 3,355,425 3,192,486 9,997,901 1,878,348 3,766,513 2,142,022 2,997,139
Reinvestment of distributions 200,239 44,670 5,038,409 5,887,536 5,236,876 5,391,490
Cost of shares redeemed   (3,546,728 )   (178,581 )   (5,681,351 )   (159,038 )   (3,605,285 )   (7,976,411 )   (2,828,744 )   (7,028,139 )
 
Net increase (decrease) from trust share transactions   (2,561,372 )   3,176,844   (2,444,195 )   9,838,863   3,311,472   1,677,638   4,550,154   1,360,490
 
Net increase (decrease) in net assets (2,466,807 ) 3,602,731 (2,019,100 ) 10,208,006 4,861,780 9,668,820 3,403,645 6,393,835
 
Net Assets                
Beginning of period   8,648,790   5,046,059   10,208,006     116,685,302   107,016,482   101,427,318   95,033,483
 
End of period † $ 6,181,983 $ 8,648,790 $ 8,188,906 $ 10,208,006 $ 121,547,082 $ 116,685,302 $ 104,830,963 $ 101,427,318
 
†Includes undistributed net investment income of $ 69,517 $ 89,444 $ 74,029 $ 44,665 $ 1,235,945 $ 2,293,943 $ 1,819,781 $ 4,668,188
 
Trust Shares Issued and Redeemed                
Sold 74,464 328,826 294,460 985,167 87,300 189,937 341,005 487,203
Issued for distributions reinvested 19,107 4,087 237,437 326,179 848,764 940,923
Redeemed   (336,942 )   (17,589 )   (518,646 )   (15,441 )   (168,062 )   (400,943 )   (450,764 )   (1,152,181 )
 
Net increase (decrease) in trust shares outstanding   (243,371 )   311,237   (220,099 )   969,726   156,675   115,173   739,005   275,945

 

* From May 2, 2016 (commencement of operations) to December 31, 2016.

 

128 See notes to financial statements 129

 



Statements of Changes in Net Assets
FIRST INVESTORS LIFE SERIES FUNDS

 
      GOVERNMENT        
    GOVERNMENT   CASH MANAGEMENT   GROWTH & INCOME   INTERNATIONAL  
  1/1/17 to 1/1/16 to 1/1/17 to 1/1/16 to 1/1/17 to 1/1/16 to 1/1/17 to 1/1/16 to
      6/30/17     12/31/16     6/30/17     12/31/16     6/30/17     12/31/16     6/30/17     12/31/16  
Increase (Decrease) in Net Assets From Operations                
Net investment income $ 228,323 $ 415,325 $ 3,419 $ $ 3,777,069 $ 7,591,426 $ 1,067,235 $ 1,670,829
Net realized gain (loss) on investments and                
foreign currency transactions (156,842 ) 167,007 13,826,799 18,841,035 4,693,178 5,080,148
Net unrealized appreciation (depreciation) of investments                
and foreign currency transactions   262,806   (439,798 )       16,218,957   16,838,008   21,635,736   (12,205,192 )
 
Net increase (decrease) in net assets resulting                
from operations   334,287   142,534   3,419     33,822,825   43,270,469   27,396,149   (5,454,215 )
 
Distributions to Shareholders                
Net investment income (565,317 ) (637,207 ) (3,419 ) (7,591,392 ) (6,459,887 ) (1,560,148 ) (1,623,198 )
Net realized gains           (18,784,208 )   (21,983,908 )    
 
Total distributions   (565,317 )   (637,207 )   (3,419 )     (26,375,600 )   (28,443,795 )   (1,560,148 )   (1,623,198 )
 
Trust Share Transactions                
Proceeds from shares sold 521,286 2,067,791 11,232,662 21,696,027 2,132,219 5,231,017 1,288,871 3,684,475
Reinvestment of distributions 565,317 637,207 3,419 26,375,600 28,443,795 1,560,148 1,623,198
Cost of shares redeemed   (1,461,403 )   (2,575,897 )   (11,449,487 )   (25,738,180 )   (14,416,392 )   (30,568,649 )   (4,697,223 )   (7,482,137 )
 
Net increase (decrease) from trust share transactions   (374,800 )   129,101   (213,406 )   (4,042,153 )   14,091,427   3,106,163   (1,848,204 )   (2,174,464 )
 
Net increase (decrease) in net assets (605,830 ) (365,572 ) (213,406 ) (4,042,153 ) 21,538,652 17,932,837 23,987,797 (9,251,877 )
 
Net Assets                
Beginning of period   29,411,149   29,776,721   9,916,231   13,958,384   475,019,445   457,086,608   124,439,331   133,691,208
 
End of period † $ 28,805,319 $ 29,411,149 $ 9,702,825 $ 9,916,231 $ 496,558,097 $ 475,019,445 $ 148,427,128 $ 124,439,331
 
†Includes undistributed net investment income of $ 228,325 $ 565,319 $ $ $ 3,777,103 $ 7,591,426 $ 1,067,206 $ 1,560,119
 
Trust Shares Issued and Redeemed                
Sold 54,777 212,127 11,232,662 21,696,027 47,854 127,571 58,582 176,382
Issued for distributions reinvested 60,013 65,759 3,419 603,699 759,717 72,666 80,436
Redeemed   (154,256 )   (263,764 )   (11,449,487 )   (25,738,180 )   (324,776 )   (737,137 )   (206,431 )   (355,017 )
 
Net increase (decrease) in trust shares outstanding   (39,466 )   14,122   (213,406 )   (4,042,153 )   326,777   150,151   (75,183 )   (98,199 )

 

130 See notes to financial statements 131

 



Statements of Changes in Net Assets
FIRST INVESTORS LIFE SERIES FUNDS

 
      LIMITED DURATION        
    INVESTMENT GRADE   HIGH QUALITY BOND   OPPORTUNITY   REAL ESTATE  
  1/1/17 to 1/1/16 to 1/1/17 to 1/1/16 to 1/1/17 to 1/1/16 to 1/1/17 to 1/1/16 to
      6/30/17     12/31/16     6/30/17     12/31/16     6/30/17     12/31/16     6/30/17     12/31/16  
Increase (Decrease) in Net Assets From Operations                
Net investment income (loss) $ 955,358 $ 1,930,804 $ 32,925 $ (23,268 ) $ 203,672 $ 372,100 $ 219,231 $ 113,231
Net realized gain (loss) on investments 133,692 108,860 (6,951 ) 87,700 659,060 159,810 (259,361 ) 143,778
Net unrealized appreciation (depreciation) of investments   630,567   832,063   58,053   (39,631 )   3,824,425   3,582,873   (74,023 )   163,821
Net increase (decrease) in net assets resulting                
from operations   1,719,617   2,871,727   84,027   24,801   4,687,157   4,114,783   (114,153 )   420,830
 
Distributions to Shareholders                
Net investment income (2,510,135 ) (2,594,609 ) (144,072 ) (58,111 ) (372,100 ) (185,108 ) (113,232 ) (37,714 )
Net realized gains               (173,121 )   (33,942 )
 
Total distributions   (2,510,135 )   (2,594,609 )   (144,072 )   (58,111 )   (372,100 )   (185,108 )   (286,353 )   (71,656 )
 
Trust Share Transactions                
Proceeds from shares sold 2,044,825 4,240,378 926,817 2,545,068 5,889,185 11,416,769 1,315,760 3,064,328
Reinvestment of distributions 2,510,135 2,594,609 144,072 58,111 372,100 185,108 286,353 71,657
Cost of shares redeemed   (2,357,628 )   (5,037,845 )   (1,613,010 )   (569,288 )   (1,072,729 )   (2,908,776 )   (2,535,889 )   (1,233,869 )
 
Net increase (decrease) from trust share transactions   2,197,332   1,797,142   (542,121 )   2,033,891   5,188,556   8,693,101   (933,776 )   1,902,116
 
Net increase (decrease) in net assets 1,406,814 2,074,260 (602,166 ) 2,000,581 9,503,613 12,622,776 (1,334,282 ) 2,251,290
 
Net Assets                
Beginning of period   64,094,674   62,020,414   7,837,031   5,836,450   52,736,788   40,114,012   7,733,199   5,481,909
 
End of period † $ 65,501,488 $ 64,094,674 $ 7,234,865 $ 7,837,031 $ 62,240,401 $ 52,736,788 $ 6,398,917 $ 7,733,199
 
†Includes undistributed net investment income (deficit) of $ (718,515 ) $ 836,262 $ (86,679 ) $ 24,468 $ 203,672 $ 372,100 $ 219,230 $ 113,231
 
Trust Shares Issued and Redeemed                
Sold 193,483 393,060 96,464 261,586 356,426 782,642 126,939 289,558
Issued for distributions reinvested 240,665 249,722 15,118 6,016 22,703 13,601 26,812 7,372
Redeemed   (222,694 )   (467,925 )   (168,626 )   (58,513 )   (65,103 )   (195,533 )   (251,038 )   (112,653 )
 
Net increase (decrease) in trust shares outstanding   211,454   174,857   (57,044 )   209,089   314,026   600,710   (97,287 )   184,277

 

132 See notes to financial statements 133

 



Statements of Changes in Net Assets
FIRST INVESTORS LIFE SERIES FUNDS

 
    SELECT GROWTH   SPECIAL SITUATIONS   TOTAL RETURN  
  1/1/17 to 1/1/16 to 1/1/17 to 1/1/16 to 1/1/17 to 1/1/16 to
      6/30/17      12/31/16     6/30/17     12/31/16      6/30/17      12/31/16  
Increase (Decrease) in Net Assets From Operations            
Net investment income $ 117,546 $ 301,574 $ 868,125 $ 2,139,310 $ 274,429 $ 556,840
Net realized gain on investments 2,567,675 5,700,391 7,134,838 2,795,013 280,843 276,149
Net unrealized appreciation (depreciation)            
of investments   4,388,058   (3,849,242 )   7,269,457   26,538,583   1,431,294   1,711,186
Net increase in net assets resulting            
from operations   7,073,279   2,152,723   15,272,420   31,472,906   1,986,566   2,544,175
 
Distributions to Shareholders            
Net investment income (301,564 ) (302,470 ) (2,139,302 ) (1,100,614 ) (682,830 ) (540,341 )
Net realized gains   (5,700,381 )   (3,354,825 )   (2,798,466 )   (13,593,030 )    
 
Total distributions   (6,001,945 )   (3,657,295 )   (4,937,768 )   (14,693,644 )   (682,830 )   (540,341 )
 
Trust Share Transactions            
Proceeds from shares sold 1,888,082 4,743,137 2,246,470 3,401,363 2,993,687 5,072,292
Reinvestment of distributions 6,001,945 3,657,295 4,937,768 14,693,644 682,830 540,341
Cost of shares redeemed   (1,567,730 )   (2,460,331 )   (5,838,628 )   (12,774,843 )   (1,492,222 )   (3,725,512 )
 
Net increase from trust share transactions   6,322,297   5,940,101   1,345,610   5,320,164   2,184,295   1,887,121
 
Net increase in net assets 7,393,631 4,435,529 11,680,262 22,099,426 3,488,031 3,890,955
 
Net Assets            
Beginning of period   52,432,781   47,997,252   224,220,321   202,120,895   40,399,976   36,509,021
 
End of period † $ 59,826,412 $ 52,432,781 $ 235,900,583 $ 224,220,321 $ 43,888,007 $ 40,399,976
 
†Includes undistributed net investment income of $ 117,556 $ 301,574 $ 868,133 $ 2,139,310 $ 9,757 $ 418,158
 
Trust Shares Issued and Redeemed            
Sold 140,705 371,591 63,779 112,686 233,827 421,740
Issued for distributions reinvested 467,077 305,794 141,931 534,314 53,556 47,440
Redeemed   (117,140 )   (189,192 )   (165,598 )   (411,970 )   (116,641 )   (305,968 )
 
Net increase in trust shares outstanding   490,642   488,193   40,112   235,030   170,742   163,212

 

134 See notes to financial statements 135

 



Notes to Financial Statements
FIRST INVESTORS LIFE SERIES FUNDS
June 30, 2017

1. Significant Accounting Policies—First Investors Life Series Funds, a Delaware statutory trust (“the Trust”), is registered under the Investment Company Act of 1940 (the “1940 Act”) as an open-end management investment company. The Trust operates as a series fund, issuing shares of beneficial interest in the Balanced Income Fund, Covered Call Strategy Fund, Equity Income Fund, Fund For Income, Government Fund, Government Cash Management Fund (formerly Cash Management Fund), Growth & Income Fund, International Fund, Investment Grade Fund, Limited Duration High Quality Bond Fund, Opportunity Fund, Real Estate Fund, Select Growth Fund, Special Situations Fund and Total Return Fund (each a “Fund”, collectively, “the Funds”), and accounts separately for the assets, liabilities and operations of each Fund. Each Fund is an investment company and accordingly follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (“FASB”) Accounting Standard Codification Topic 946 “Financial Services—Investment Companies” including FASB Accounting Standard Update ASU 2013-08. Each Fund is diversified except for Real Estate Fund which is non-diversified. The objective of each Fund as of June 30, 2017 is as follows:

Balanced Income Fund seeks income as its primary objective and has a secondary objective of capital appreciation.

Covered Call Strategy Fund seeks long-term capital appreciation.

Equity Income Fund seeks total return.

Fund For Income seeks high current income.

Government Fund seeks to achieve a significant level of current income which is consistent with security and liquidity of principal.

Government Cash Management Fund seeks to earn a high rate of current income consistent with the preservation of capital and maintenance of liquidity.

Growth & Income Fund seeks long-term growth of capital and current income.

International Fund primarily seeks long-term capital growth.

Investment Grade Fund seeks to generate a maximum level of income consistent with investment in investment grade debt securities.

Limited Duration High Quality Bond Fund seeks current income consistent with low volatility of principal.

Opportunity Fund seeks long-term capital growth.

Real Estate Fund seeks total return.

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Select Growth Fund seeks long-term growth of capital.

Special Situations Fund seeks long-term growth of capital.

Total Return Fund seeks high, long-term total investment return consistent with moderate investment risk.

A. Security Valuation—Except as provided below, a security listed or traded on an exchange or the Nasdaq Stock Market is valued at its last sale price on the exchange or market where the security is principally traded, and lacking any sales, the security is valued at the mean between the closing bid and asked prices. Securities traded in the over-the-counter (“OTC”) market (including securities listed on exchanges whose primary market is believed to be OTC) are valued at the mean between the last bid and asked prices based on quotes furnished by a market maker for such securities or an authorized pricing service. Fixed income securities, other than short-term debt securities held by the Government Cash Management Fund, are priced based upon evaluated prices that are provided by a pricing service. Other securities may also be priced based upon valuations that are provided by pricing services approved by the Trust’s Board of Trustees (“the Board”). The pricing services consider security type, rating, market condition and yield data as well as market quotations, prices provided by market makers and other available information in determining value.

The Funds monitor for significant events occurring prior to the close of trading on the New York Stock Exchange that could have a material impact on the value of any securities that are held by the Funds. Examples of such events include trading halts, natural disasters, political events and issuer-specific developments. If the Valuation Committee of Foresters Investment Management Company, Inc. (“FIMCO”) decides that such events warrant using fair value estimates, it will take such events into consideration in determining the fair values of such securities. If market quotations or prices are not readily available or are deemed to be unreliable, or do not appear to reflect significant events that have occurred prior to the time as of which the net asset value is calculated, the securities may be valued at fair value as determined in good faith pursuant to procedures adopted by the Board. The Funds also use evaluated prices from a pricing service to fair value foreign equity securities in the event that fluctuations in U.S. securities markets exceed a predetermined level or if a foreign market is closed. For valuation purposes, where applicable, quotations of foreign securities in foreign currencies are translated to U.S. dollar equivalents using the foreign exchange quotation in effect.

The Government Cash Management Fund values its portfolio securities in accordance with the amortized cost method of valuation under Rule 2a-7 under the 1940 Act. Amortized cost is an approximation of market value of an instrument, whereby the

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Notes to Financial Statements (continued)
FIRST INVESTORS LIFE SERIES FUNDS
June 30, 2017

difference between its acquisition cost and market value at maturity is amortized on a straight-line basis over the remaining life of the instrument. The effect of changes in the market value of a security as a result of fluctuating interest rates is not taken into account and thus the amortized cost method of valuation may result in the value of a security being higher or lower than its actual market value.

In accordance with Accounting Standards Codification 820 “Fair Value Measurements and Disclosures” (“ASC 820”), investments held by the Funds are carried at “fair value”. As defined by ASC 820, fair value is the price that a fund would receive upon selling an investment in an orderly transaction to an independent buyer in the principal or most advantageous market for the investment under current market conditions. Various inputs are used in determining the value of the Funds’ investments.

In addition to defining fair value, ASC 820 established a three-tier hierarchy of inputs to establish a classification of fair value measurements for disclosure purposes. The three-tier hierarchy of inputs is summarized in the three broad Levels listed below:

Level 1 – Unadjusted quoted prices in active markets for identical securities that the Fund has the ability to access.

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

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

Equity securities and options and futures contracts traded on an exchange or the Nasdaq Stock Market are categorized in Level 1 of the fair value hierarchy to the extent that they are actively traded and valuation adjustments are not applied. Foreign securities that are fair valued in the event that fluctuations in U.S. securities markets exceed a predetermined level or if a foreign market is closed are categorized in Level 2. Corporate, covered and municipal bonds, asset backed, U.S. Government and U.S. Government Agency securities, pass-through certificates and loan participations are categorized in Level 2 to the extent that the inputs are observable and timely, otherwise they would be categorized in Level 3. Short-term notes that are valued at amortized cost by the Government Cash Management Fund are categorized in Level 2. Restricted securities and securities that are fair valued by the Valuation

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Committee may be categorized in either Level 2 or Level 3 of the fair value hierarchy depending on the relative significance of the unobservable valuation inputs.

The aggregate value by input level, as of June 30, 2017, for each Fund’s investments is included following each Fund’s portfolio of investments.

B. Federal Income Tax—No provision has been made for federal income taxes on net income or capital gains since it is the policy of each Fund to continue to comply with the special provisions of the Internal Revenue Code applicable to investment companies, and to make sufficient distributions of income and capital gains (in excess of any available capital loss carryovers), to relieve each Fund from all, or substantially all, federal income taxes. At December 31, 2016, capital loss carryovers were as follows:

        Not Subject
        to Expiration
Fund Total 2017 2018 Long Term Short Term
Covered Call Strategy $     278,242 $              — $            — $            — $   278,242
Fund For Income 22,195,447 15,502,053 5,435,503 1,257,891
Government 1,006,919 140,669 866,250
International 6,224,564 5,191,811 1,032,753
Investment Grade 1,343,040 1,145,101 197,939
Limited Duration          
High Quality Bond 20,594 20,594
Opportunity 508,062 508,062
Total Return 66,830 66,830

 

During the year ended December 31, 2016, the following Funds had utilized/expired capital loss carryovers of:

 

Fund Utilized Expired
Balanced Income $      1,322 $            —
Fund For Income 3,694,844
Government 16,977
International 5,246,581
Investment Grade 684,231
Opportunity 190,490
Total Return 208,062

 

As a result of the passage of the Regulated Investment Company Modernization Act of 2010 (“the Modernization Act of 2010”), losses incurred in this year and beyond retain their character as short-term or long-term, have no expiration date and are utilized prior to capital loss carryovers occurring prior to the enactment of the Modernization Act of 2010.

 

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Notes to Financial Statements (continued)
FIRST INVESTORS LIFE SERIES FUNDS
June 30, 2017

The Funds recognize the tax benefits of uncertain tax positions only where the position is “more likely than not” to be sustained assuming examination by tax authorities. Management has analyzed the Funds’ tax positions, and has concluded that no liability for unrecognized tax benefits should be recorded related to uncertain tax positions taken on returns filed for open tax years 2014–2016, or are expected to be taken in the Funds’ 2017 tax returns. The Funds identify their major tax jurisdictions as U.S. Federal, New York State, New York City and foreign jurisdictions where the Funds make significant investments; however, the Funds are not aware of any tax position for which it is reasonably possible that the total amounts of unrecognized tax benefits will change materially in the next twelve months.

C. Foreign Currency Translations and Transactions—The accounting records of the International Fund (the “Fund”) are maintained in U.S. dollars. Portfolio securities and other assets and liabilities denominated in foreign currencies are translated into U.S. dollars at the date of valuation. Purchases and sales of investment securities, dividend income and certain expenses are translated to U.S. dollars at the prevailing rates of exchange on the respective dates of such transactions.

The Fund does not isolate that portion of gains and losses on investments which is due to changes in foreign exchange rates from that which is due to changes in market prices of the investments. These changes are included with the net realized and unrealized gains and losses from investments.

Net realized and unrealized gains and losses on foreign currency transactions include gains and losses from the sales of spot currency transactions and gains and losses on accrued foreign dividends and related withholding taxes.

D. Distributions to Shareholders—The Separate Accounts, which own the shares of the Funds, will receive all dividends and other distributions by them. All dividends and distributions are reinvested by the Separate Accounts in additional shares of the distributing Funds. Distributions to shareholders from net investment income and net realized capital gains are generally declared and paid annually on all Funds, except for the Government Cash Management Fund which declares dividends, if any, from the total of net investment income (plus or minus all realized short-term gains and losses on investments) daily and pays monthly. Dividends from net investment income and capital gain distributions are determined in accordance with income tax regulations which may differ from accounting principles generally accepted in the United States of America. These differences are primarily due to differing treatments for capital loss carryforwards, deferral of wash sale losses, late loss deferrals, post-October capital losses, net operating losses and foreign currency transactions.

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E. Expense Allocation—Expenses directly charged or attributable to a Fund are paid from the assets of that Fund. General expenses of the Trust are allocated among and charged to the assets of each Fund on a fair and equitable basis, which may be based on the relative assets of each Fund or the nature of the services performed and relative applicability to each Fund.

F. Use of Estimates—The preparation of the financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenue and expense during the reporting period. Actual results could differ from those estimates.

G. Other—Security transactions are generally accounted for on the first business day following the date the securities are purchased or sold, except for financial reporting purposes which is trade date. Investments in securities issued on a when-issued or delayed delivery basis are generally reflected in the assets of the Funds on the first business day following the date the securities are purchased and the Funds segregate assets for these transactions. Cost of securities is determined and gains and losses are based on the identified cost basis for securities for both financial statement and federal income tax purposes. Dividend income is recorded on the ex-dividend date or for certain foreign dividends, as soon as the Fund becomes aware of the dividends. Interest income and estimated expenses are accrued daily. Bond discounts and premiums are accreted or amortized using the interest method. Interest income on zero coupon bonds and step bonds is accrued daily at the effective interest rate. Withholding taxes on foreign dividends have been provided in accordance with the Funds’ understanding of the applicable country’s tax rules and rates. The Bank of New York Mellon serves as custodian for the Funds and may provide credits against custodian charges based on uninvested cash balances of the Funds. For the period ended June 30, 2017, the Funds received credits in the amount of $12,328. Certain of the Funds reduced expenses through brokerage service arrangements. For the period ended June 30, 2017, the Balanced Income, Equity Income, Growth & Income, Opportunity, Special Situations and Total Return Funds’ expenses were reduced by a total of $3,180 under these arrangements.

2. Trust Shares—The Trust is authorized to issue an unlimited number of shares of beneficial interest without par value. The Trust consists of the Funds listed on the cover page, each of which is a separate and distinct series of the Trust. Shares in the Funds are acquired through the purchase of variable annuity or variable life insurance contracts for which a Fund is an investment option.

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Notes to Financial Statements (continued)
FIRST INVESTORS LIFE SERIES FUNDS
June 30, 2017

3. Security Transactions—For the period ended June 30, 2017, purchases and sales of securities and long-term U.S. Government obligations (excluding U.S. Treasury bills, short-term securities and foreign currencies) were as follows:

Long-Term U.S.
Securities Government Obligations
Cost of Proceeds Cost of Proceeds
Fund Purchases of Sales Purchases of Sales
Balanced Income $  3,410,468 $  4,833,264 $425,317 $851,576
Covered Call Strategy 6,821,233 9,324,933
Equity Income 9,449,637 9,617,190
Fund For Income 34,398,135 32,227,497
Government 4,468,344 3,950,114 822,551 1,741,106
Growth & Income 39,397,886 53,279,329
International 21,852,718 23,380,338
Investment Grade 18,942,248 17,030,829 694,012
Limited Duration        
High Quality Bond 3,581,212 4,238,062 253,688
Opportunity 13,835,433 10,109,231
Real Estate 1,733,592 2,818,553
Select Growth 18,834,539 18,355,211
Special Situations 34,455,504 41,202,552
Total Return 7,651,107 8,558,359 1,599,111 1,338,926

 

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At June 30, 2017, aggregate cost and net unrealized appreciation (depreciation) of securities for federal income tax purposes were as follows:

Net
Gross Gross Unrealized
Aggregate Unrealized Unrealized Appreciation
Fund   Cost   Appreciation   Depreciation   (Depreciation )
Balanced Income $ 5,750,019 $ 360,199 $ 131,020 $ 229,179
Covered Call Strategy 7,321,045 926,430 146,285 780,145
Equity Income 84,518,094 37,884,196 2,230,653 35,653,543
Fund For Income 99,982,065 3,427,137 671,132 2,756,005
Government 28,550,521 187,824 365,293 (177,469 )
Growth & Income 298,938,447 207,415,530 12,567,862 194,847,668
International 101,079,116 47,386,804 1,004,419 46,382,385
Investment Grade 64,254,495 1,278,492 1,095,163 183,329
Limited Duration        
High Quality Bond 7,242,309 17,867 137,768 (119,901 )
Opportunity 50,996,036 12,050,029 1,923,773 10,126,256
Real Estate 6,059,246 441,829 292,599 149,230
Select Growth 48,318,723 11,369,316 566,466 10,802,850
Special Situations 172,990,148 66,457,362 5,902,340 60,555,022
Total Return 39,366,843 5,124,666 1,136,694 3,987,972

 

4. Advisory Fee and Other Transactions With Affiliates—Certain officers of the Trust are officers of the Trust’s investment adviser, FIMCO and its transfer agent, Foresters Investor Services, Inc. (“FIS”). Trustees of the Trust who are not officers or directors of FIMCO or its affiliates are remunerated by the Funds. For the period ended June 30, 2017, total trustee fees accrued by the Funds amounted to $42,473.

The Investment Advisory Agreement provides as compensation to FIMCO for each Fund, an annual fee, payable monthly, at the rate of .75% on the first $250 million of each Fund’s average daily net assets, .72% on the next $250 million, .69% on the next $250 million, .66% on the next $500 million, declining by .02% on each $500 million thereafter, down to .60% on average daily net assets over $2.25 billion. For the period ended June 30, 2017, FIMCO has voluntarily waived advisory fees in the amount of $6,016 on Balanced Income Fund, $21,687 on Government Fund, $48,063 on Investment Grade Fund and $5,852 on Limited Duration High Quality Bond Fund in order to limit the advisory fees on these Funds to .60% of their average daily net assets. During the period ended June 30, 2017, FIMCO has voluntarily waived advisory fees in the amount of $32,906 on Government Cash Management

143

 



Notes to Financial Statements (continued)
FIRST INVESTORS LIFE SERIES FUNDS
June 30, 2017

Fund to prevent a negative yield on the Fund’s shares. For the period ended June 30, 2017, total advisory fees accrued to FIMCO were $5,073,852 of which $114,524 was voluntarily waived by FIMCO as noted above.

Ziegler Capital Management, LLC serves as investment subadviser to Covered Call Strategy Fund, Muzinich & Co., Inc. serves as investment subadviser to Fund For Income, Vontobel Asset Management, Inc. serves as investment subadviser to International Fund and Smith Asset Management Group, L.P. serves as investment subadviser to Select Growth Fund. The subadvisers are paid by FIMCO and not by the Funds.

5. Restricted Securities—Certain restricted securities are exempt from the registration requirements under Rule 144A of the Securities Act of 1933 and may only be sold to qualified institutional investors. Unless otherwise noted, 144A securities are deemed to be liquid. At June 30, 2017, the Fund For Income held one hundred ninety-two 144A securities with an aggregate value of $48,678,753 representing 46.4% of the Fund’s net assets, the Government Fund held one 144A security with a value of $604,549 representing 2.1% of the Fund’s net assets, the Investment Grade Fund held sixteen 144A securities with an aggregate value of $6,744,435 representing 10.3% of the Fund’s net assets, the Limited Duration High Quality Bond Fund held eight 144A securities with an aggregate value of $1,259,386 representing 17.4% of the Fund’s net assets and the Total Return Fund held eight 144A securities with an aggregate value of $1,045,938 representing 2.4% of the Fund’s net assets. Certain restricted securities are exempt from the registration requirements under Section 4(2) of the Securities Act of 1933 and may only be sold to qualified investors. Unless otherwise noted, these Section 4(2) securities are deemed to be liquid. At June 30, 2017, the Total Return Fund held four Section 4(2) securities with an aggregate value of $1,897,946 representing 4.3% of the Fund’s net assets. These securities are valued as set forth in Note 1A.

6. Derivatives—Some of the Funds may invest in various derivatives. A derivative is a financial instrument which has a value that is based on—or “derived from”—the values of other assets, reference rates, or indices. The Funds may invest in derivatives for hedging purposes.

Derivatives may relate to a wide variety of underlying references, such as commodities, stocks, bonds, interest rates, currency exchange rates, and related indices. Derivatives include futures contracts and options on futures contracts, forward-commitment transactions, options on securities, caps, floors, collars, swap contracts, and other financial instruments. Some derivatives, such as futures contracts and certain options, are traded on U.S. commodity and securities exchanges, while other

144

 



derivatives, such as swap contracts, are privately negotiated and entered into in the over-the-counter market (“OTC”). The risks associated with the use of derivatives are different from, and possibly greater than, the risks associated with investing directly in securities and other traditional investments.

The use of a derivative involves the risk that a loss may be sustained as a result of the insolvency or bankruptcy of the other party to the contract (usually referred to as a “counterparty”) or the failure of the counterparty to make required payments or otherwise comply with the terms of the contract. Additionally, the use of credit derivatives can result in losses if FIMCO, or a Fund’s subadviser, as applicable, does not correctly evaluate the creditworthiness of the issuer on which the credit derivative is based.

Derivatives may be subject to liquidity risk, which exists when a particular derivative is difficult to purchase or sell. If a derivative transaction is particularly large or if the relevant market is relatively illiquid (as is the case with many OTC derivatives), it may not be possible to initiate a transaction or liquidate a position at an advantageous time or price.

Derivatives may be subject to pricing or “basis” risk, which exists when a particular derivative becomes extraordinarily expensive relative to historical prices or the prices of corresponding cash market instruments. Under certain market conditions, it may not be economically feasible to initiate a transaction or liquidate a position in time to avoid a loss or take advantage of an opportunity.

Because many derivatives have leverage or borrowing components, adverse changes in the value or level of the underlying asset, reference rate, or index can result in a loss substantially greater than the amount invested in the derivative itself. Certain derivatives have the potential for unlimited loss, regardless of the size of the initial investment.

Like most other investments, derivative instruments are subject to the risk that the market value of the instrument will change in a way detrimental to the Funds’ interest. The Funds bear the risk that FIMCO will incorrectly forecast future market trends or the values of assets, reference rates, indices, or other financial or economic factors in establishing derivative positions for the Funds. If FIMCO attempts to use a derivative as a hedge against, or as a substitute for, a portfolio investment, the Funds will be exposed to the risk that the derivative will have or will develop an imperfect or no correlation with the portfolio investment. This could cause substantial losses for the Funds. While hedging strategies involving derivative instruments can reduce the risk of loss, they can also reduce the opportunity for gain or even result in losses by offsetting favorable price movements in other investments. Many derivatives, in

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Notes to Financial Statements (continued)
FIRST INVESTORS LIFE SERIES FUNDS
June 30, 2017

particular OTC derivatives, are complex and often valued subjectively. Improper valuations can result in increased cash payment requirements to counterparties or a loss of value to a Fund.

The following provides more information on specific types of derivatives and activity in the Funds. The use of derivative instruments by certain of the Funds for the period ended June 30, 2017 was related to the use of written options, as discussed further below.

Options Contracts—Some of the Funds may write covered call options on securities, derivative instruments, or currencies the Fund owns or in which it may invest. Writing call options tends to decrease a Fund’s exposure to the underlying instrument. When a Fund writes a call, an amount equal to the premium received is recorded as a liability and subsequently marked to market to reflect the current value of the option written. These liabilities are reflected as written options outstanding in the Statement of Assets and Liabilities. Payments received or made, if any, from writing options with premiums to be determined on a future date are reflected as such on the Statement of Assets and Liabilities. Premiums received from writing options which expire are treated as realized gains. Premiums received from writing options which are exercised or closed are added to the proceeds or offset against amounts paid on the underlying future, swap, security or currency transaction to determine the realized gain or loss. A Fund, as a writer of an option, has no control over whether the underlying future, swap, security or currency may be sold (call) or purchased (put) and, as a result, bears the market risk of an unfavorable change in the price of the future, swap, security or currency underlying the written option. The risk exists that a Fund may not be able to enter into a closing transaction because of an illiquid market.

A Fund pays a premium which is included in its Statement of Assets and Liabilities as an investment and subsequently marked to market to reflect the current value of the option. Premiums paid for purchasing options which expire are treated as realized losses. The risk associated with purchasing put and call options is limited to the premium paid. Premiums paid for purchasing options which are exercised or closed are added to the amounts paid or offset against the proceeds on the underlying future, swap, security or currency transaction to determine the realized gain or loss.

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The premium amount and the number of option contracts written by the Funds during the period ended June 30, 2017, were as follows:

  Covered Call Strategy Equity Income
  Call Options Call Options
  Number of Premium Number of Premium
  Contracts Amount Contracts Amount
Options outstanding at        
beginning of period (1,399 ) $   (209,302 ) $        —
Call options written (9,462 ) (1,014,122 ) (670 ) (53,613 )
Call options exercised 96 16,198 360 32,597
Call options purchased        
to cover 8,002 911,379
Call options expirations 1,563 138,993 310 21,016
Balance at        
June 30, 2017 (1,200 ) $  (156,854 ) $        —

 

Derivative Investment Holdings Categorized by Risk Exposure—The following table sets forth the fair value and the location in the Statement of Assets and Liabilities of the Funds’ derivative contracts by primary risk exposure as of June 30, 2017:

 

  Asset derivatives Liability derivatives
  Statement of Assets and   Statement of Assets and  
Risk exposure category Liabilities location Value Liabilities location Value
Equity Contracts:        
Covered Call Strategy N/A N/A Written options, at value $164,899

 

The following table sets forth the Funds’ realized gain (loss), as reflected in the Statement of Operations, by primary risk exposure and by type of derivative contract for the period ended June 30, 2017:

 

   
Risk exposure category Written options
Equity contracts:  
Covered Call Strategy $7,342  

 

147

 



Notes to Financial Statements (continued)
FIRST INVESTORS LIFE SERIES FUNDS
June 30, 2017

The following table sets forth the Funds’ change in unrealized appreciation/(depreciation) by primary risk exposure and by type of derivative contract for the period ended June 30, 2017:

   
Risk exposure category Covered Call Strategy
Option contracts $(35,050)  

 

Interest Rate Futures Contracts—The Funds may enter into interest rate futures contracts on U.S. Treasury obligations and options thereon that are traded on a U.S. exchange. An interest rate futures contract provides for the future sale by one party and the purchase by another party of a specified amount of a particular financial instrument (debt security) at a specified price, date, time and place. Such investments may be used for, among other purposes, the purpose of hedging against changes in the value of a Fund’s portfolio securities due to anticipated changes in interest rates and market conditions. A public market exists for interest rate futures contracts covering a number of debt securities, including long-term U.S. Treasury Bonds, 10-year U.S. Treasury Notes and three-month U.S. Treasury Bills. No price is paid upon entering into futures contracts. Instead, upon entering into a futures contract, a Fund is required to deposit with its custodian in a segregated account in the name of the futures broker through which the transaction is effected an amount of cash or U.S. Government securities generally equal to 3%-5% or less of the contract value. This amount is known as “initial margin.”

An option on an interest rate futures contract generally gives the purchaser the right, in return for the premium paid, to assume a position in a futures contract at a specified exercise price at any time prior to the expiration date of the option. The Funds may purchase put and call options on interest rate futures contracts on U.S. Treasury obligations which are traded on a U.S. exchange as a hedge against changes in interest rates, and may enter into closing transactions with respect to such options to terminate existing positions. There is no guarantee such closing transactions can be effected. When writing a call or put option on a futures contract, margin also must be deposited in accordance with applicable exchange rules. Initial margin on futures contracts is in the nature of a performance bond or good-faith deposit that is returned to a Fund upon termination of the transaction, assuming all obligations have been satisfied. Under certain circumstances, such as periods of high volatility, a Fund may be required by an exchange to increase the level of its initial margin payment. Subsequent payments, called “variation margin,” to and from the broker, are made on a daily basis as the value of the futures position varies, a process known as “marking to market.” Variation margin does not involve borrowing to finance the futures transactions, but rather represents a daily settlement of a Fund’s obligation to or from

148

 



a clearing organization. A Fund is also obligated to make initial and variation margin payments when it writes options on futures contracts.

To the extent that a Fund participates in the futures or options markets, it will incur investment risks and transaction costs to which it would not be subject absent the use of these strategies. The use of these strategies involves certain special risks, including: (1) dependence on the ability of the Funds’ investment adviser, FIMCO, or a Fund’s subadviser, as applicable, to predict correctly movements in the direction of interest rates and securities prices; (2) imperfect correlation between the price of futures contracts and options thereon and movements in the prices of the securities or currencies being hedged; (3) the fact that skills needed to use these strategies are different from those needed to select portfolio securities; (4) the leverage (if any) that is created by investing in the option or futures contract; and (5) the possible absence of a liquid secondary market for any particular instrument at any time. If FIMCO’s, or a Fund’s subadviser’s, if applicable, prediction of movements in the direction of the securities and interest rate markets is inaccurate, the adverse consequences to that Fund may leave it in a worse position than if such strategies were not used. Derivatives may be difficult to sell, unwind or value.

The amount of realized gains and losses on interest rate futures contracts recognized by the Funds in the accompanying Statement of Operations for the period ended June 30, 2017 are summarized in the following table:

   
  Statement of Operations Location
Realized Loss Interest Rate Futures Contracts
Balanced Income  $(18,965)  

 

The following table summarizes the value of the Funds’ interest rate futures contracts held as of June 30, 2017, and the related location in the accompanying Statement of Operations.

 

   
  Statement of Operations Location
  Unrealized depreciation
Interest Rate Futures in value of investments
Balanced Income  $(4,573)  

 

7. High Yield Credit Risk—The investments of Fund For Income and Investment Grade Fund in high yield securities, whether rated or unrated, may be considered speculative and subject to greater market fluctuations and risks of loss of income and principal than lower-yielding, higher-rated, fixed-income securities. The risk of

 

149

 



Notes to Financial Statements (continued)
FIRST INVESTORS LIFE SERIES FUNDS
June 30, 2017

loss due to default by the issuer may be significantly greater for the holders of high-yielding securities, because such securities are generally unsecured and are often subordinated to other creditors of the issuer.

8. Litigation—The Blue Chip and Equity Income Funds have been named, and have received notice that they may be putative members of the proposed defendant class of shareholders, in a lawsuit filed in the United States Bankruptcy Court for the District of Delaware on November 1, 2010, by the Official Committee of Unsecured Creditors of Tribune Company (the “Committee”). The Committee is seeking to recover all payments made to beneficial owners of common stock in connection with a leveraged buyout of the Tribune Company (“LBO”), including payments made in connection with a 2007 tender offer into which the Blue Chip and Equity Income Funds tendered their shares of common stock of the Tribune Company. On December 9, 2011, the Blue Chip Fund was reorganized into the Growth & Income Fund pursuant to a Plan of Reorganization and Termination, whereby all of the assets of the Blue Chip Fund were transferred to the Growth & Income Fund, the Growth & Income Fund assumed all of the liabilities of the Blue Chip Fund, including any contingent liabilities with respect to pending or threatened litigation or actions, and shareholders of Blue Chip Fund became shareholders of Growth & Income Fund. The adversary proceeding brought by the Committee has been transferred to the Southern District of New York and administratively consolidated with other similar suits as discussed below. In addition, on June 2, 2011, the Blue Chip and Equity Income Funds were named as defendants in a lawsuit brought in connection with the Tribune Company’s LBO by Deutsche Bank Trust Company Americas, in its capacity as successor indenture trustee for a certain series of Senior Notes, Law Debenture Trust Company of New York, in its capacity as successor indenture trustee for a certain series of Senior Notes, and Wilmington Trust Company, in its capacity as successor indenture trustee for the PHONES Notes (together, the “Bondholder Plaintiffs”) in the Supreme Court of the State of New York. The Blue Chip and Equity Income Funds have also been named in a similar suit filed on behalf of participants in Tribune defined-compensation plans (the “Retiree Plaintiffs”). As with the Bondholder Plaintiffs and the Committee, the Retiree Plaintiffs seek to recover payments of the proceeds of the LBO. (All of these suits have been removed to the United States District Court for the Southern District of New York and administratively consolidated with other substantially similar suits against other former Tribune shareholders (the “MDL Proceeding”)). On September 23, 2013, the Judge in the MDL Proceeding dismissed various state law constructive fraudulent transfer suits, resulting in the Funds being dismissed from the Bondholder and Retiree Plaintiffs’ actions. On March 24, 2016, the Second Circuit Court of Appeals affirmed the MDL Judge’s dismissal of the various state law constructive fraudulent transfer suits. In September 2016, the Bondholder and

150

 



Plaintiffs petitioned the U.S. Supreme Court to review the Second Circuit’s decision. The Supreme Court has not yet ruled on that request. On January 9, 2017, the Tribune MDL judge granted the defendants’ motion to dismiss the Committee lawsuit alleging a single claim for intentional fraudulent transfer. An appeal of that decision to the Second Circuit is expected, but has not yet been made. The extent of the Funds’ potential liability in any such actions has not been determined. The Funds have been advised by counsel that the Funds could be held liable to return all or part of the proceeds received in any of these actions, as well as interest and court costs, even though the Funds had no knowledge of, or participation in, any misconduct. The Equity Income Fund received proceeds of $376,754 in connection with the LBO, representing .31% of its net assets as of June 30, 2017. The Blue Chip Fund received proceeds of $288,456 in connection with the LBO, representing .06% of the net assets of Growth & Income Fund as of June 30, 2017. The Equity Income and Growth & Income Funds cannot predict the outcomes of these proceedings, and thus have not accrued any of the amounts sought in the various actions in the accompanying financial statements.

9. Conversion of Cash Management Fund to Government Cash Management Fund—Effective October 3, 2016, the name of the First Investors Life Series Cash Management Fund changed to the First Investors Life Series Government Cash Management Fund and the Fund converted to a “government money market fund” as defined in Rule 2a-7 under the Investment Company Act of 1940. As a government money market fund, the Fund has a policy to invest at least 99.5% of its total assets in U.S. Government Securities, cash and/or repurchase agreements that are collateralized fully by cash and/or U.S. Government Securities. In addition, the Fund has a policy to invest, under normal circumstances, at least 80% of its net assets, including any borrowings for investment purposes, in U.S. Government Securities and repurchase agreements collateralized fully by cash or U.S. Government Securities.

10. Subsequent Events—Subsequent events occurring after June 30, 2017 have been evaluated for potential impact to this report through the date the financial statements were issued. There were no subsequent events to report that would have a material impact on the Funds’ financial statements.

151

 



Financial Highlights
FIRST INVESTORS LIFE SERIES FUNDS

The following table sets forth the per share operating performance data for a trust share outstanding,
total return, ratios to average net assets and other supplemental data for each year ended December 31
except as otherwise indicated.

                                      
         P E R S H A R E D A T A           R A T I O S / S U P P L E M E N T A L D A T A           
          Less Distributions                Ratio to Average Net    
    Investment Operations from         Ratio to Average Assets Before Expenses    
   Net Asset   Net Realized           Net Asset     Net Assets** Waived or Assumed    
   Value, Net and Unrealized Total from Net Net   Value,   Net Assets Expenses Net   Net Portfolio
  Beginning Investment Gain (Loss) on Investment Investment Realized Total End    Total   End of Period Before Fee Investment   Investment Turnover
    of Period Income   Investments   Operations   Income Gains Distributions   of Period   Return*   (in millions) Credits ***  Income (Loss)   Expenses***   Income (Loss)    Rate
 
BALANCED INCOME FUND                            
2015(f) $10.00 $  — (a) $ (.17 )   $ (.17 ) $ — $ — $ — $ 9.83 (1.70 )%†† $   5 3.10 %† (.70 )%† 3.25 %† (.85 )%† 26 %†† 
2016 9.83 .13 (a)   .53 .66 10.49 6.71 9 1.51 1.31 1.66 1.16   101
2017(m)   10.49 .11 (a) .28   .39   .12 .12 .24   10.64   3.72 †† 6 .98 2.05 1.13 1.90 51 ††
 
COVERED CALL STRATEGY FUND                          
2016(d) $10.00 $ .07 (a) $  .46 $  .53 $ — $ — $10.53 5.30 %†† $ 10 1.73 %† .97 %† N/A N/A   96 %††
2017(m)   10.53 .07 (a) .36   .43   .04 .04    10.92   4.11 †† 8 1.07 1.29 N/A   N/A    61 ††
 
EQUITY INCOME FUND(l)                            
2012 $14.99 $ .38 $1.29 $1.67 $.30 $ — $ .30 $16.36 11.20 % $ 74 .87 % 2.37 % N/A N/A   39 %
2013 16.36 .36 4.55 4.91 .38 .38 20.89 30.53 99 .82 1.97 N/A N/A   31
2014 20.89 .35 1.28 1.63 .36 .87 1.23 21.29 8.26 110 .81 1.76 N/A N/A   25
2015 21.29 .40 (a) (.58 ) (.18 ) .35 .75 1.10 20.01 (1.03 ) 107 .81 1.97 N/A N/A   24
2016 20.01 .42 (a) 2.03 2.45 .40 .70 1.10 21.36 13.28 117 .81 2.09 N/A N/A   20
2017(m)   21.36 .22 (a) .98   1.20   .42 .51 .93    21.63    5.70 †† 122 .80 2.08 N/A   N/A   8 ††
 
FUND FOR INCOME(k)                            
2012 $ 6.42 $ .41 $  .42 $ .83 $.44 $.44 $ 6.81 13.51 % $ 84 .88 % 6.11 % N/A N/A   61 %
2013 6.81 .36 .09 .45 .42 .42 6.84 6.88 95 .88 5.37 N/A N/A   56
2014 6.84 .34 (.28 ) .06 .37 .37 6.53 .79 99 .85 4.88 N/A N/A   41
2015 6.53 .30 (a) (.40 ) (.10 ) .36 .36 6.07 (1.85 ) 95 .86 4.86 N/A N/A   45
2016 6.07 .30 (a) .34 .64 .35 .35 6.36 11.12 101 .89 4.85 N/A N/A   56
2017(m)   6.36 .14 (a) .11   .25   .33 .33   6.28   4.01 †† 105 .88 4.65 N/A   N/A   32 ††
 
GOVERNMENT FUND                            
2012 $10.53 $ .20 $  — $ .20 $.31 $.31 $10.42 1.95 % $ 32 .75 % 2.10 % .90 % 1.95 % 46 %
2013 10.42 .18 (.43 ) (.25 ) .27 .27 9.90 (2.47 ) 30 .76 1.76 .91 1.61   118
2014 9.90 .18 .13 .31 .26 .26 9.95 3.14 31 .74 1.82 .89 1.67   103
2015 9.95 .16 (a) (.15 ) .01 .23 .23 9.73 .04 30 .75 1.62 .90 1.47   87
2016 9.73 .14 (a) (.09 ) .05 .21 .21 9.57 .48 29 .75 1.38 .90 1.23   95
2017(m)   9.57 .07 (a) .03   .10   .18 .18   9.49   1.11 †† 29 .75 1.58 .90 1.43 19 ††

 

152 153

 



Financial Highlights (continued)
FIRST INVESTORS LIFE SERIES FUNDS

                                         
        P E R S H A R E D A T A                  R A T I O S / S U P P L E M E N T A L  D A T A          
          Less Distributions               Ratio to Average Net  
    Investment Operations   from         Ratio to Average   Assets Before Expenses  
                      Net Assets** Waived or Assumed  
  Net Asset Net Net Realized         Net Asset             Net  
  Value,  Investment   and Unrealized Total from Net Net   Value,   Net Assets Expenses   Net    Investment    Portfolio
  Beginning Income    Gain (Loss) on Investment Investment    Realized Total End Total   End of Period Before Fee  Investment   Income   Turnover
    of Period (Loss)   Investments     Operations     Income   Gains Distributions   of Period    Return*   (in millions) Credits***    Income (Loss)   Expenses***   (Loss)   Rate  
 
GOVERNMENT CASH MANAGEMENT FUND(e)                        
2012 $ 1.00 $ — $ — $ 1.00 .00 % $ 12 .12 %(b) .00 % .99 % (.87 )% N/A
2013 1.00 1.00 .00 11 .10 (b) .00 .99 (.89 ) N/A
2014 1.00 1.00 .00 10 .08 (b) .00 .99 (.91 ) N/A
2015 1.00 (a) 1.00 .00 14 .13 (b) .00 1.09 (.96 ) N/A
2016 1.00 (a) 1.00 .00       10 .38 (b) .00 1.15 (.78 ) N/A
2017(m)   1.00 (a)     .00 (c) .00   1.00   .04 †† 10 .60 (b)  .07 1.32 (.65 )† N/A  
 
GROWTH & INCOME FUND                            
2012 $28.56 $ .61 $  4.35 $ 4.96 $.44 $ — $.44 $33.08 17.45 % $357 .80 % 1.87 % N/A N/A 21 %
2013 33.08 .53 11.89 12.42 .61 .61 44.89 38.06 474 .79   1.34 N/A N/A 23
2014 44.89 .54 2.82 3.36 .53 .29 .82 47.43 7.65 493 .78   1.18 N/A N/A 21
2015 47.43 .60 (a) (1.87 ) (1.27 ) .55 2.50 3.05 43.11 (3.12 ) 457 .78   1.33 N/A N/A 23
2016 43.11 .69 (a) 3.08 3.77 .61 2.09 2.70 44.18 9.88 475 .79   1.67 N/A N/A 21
2017(m)   44.18 .34 (a)  2.78   3.12   .71    1.77 2.48   44.82    7.21 †† 497 .78 1.56 N/A   N/A   8 ††
 
INTERNATIONAL FUND                            
2012 $16.44 $ .28 $  3.12 $ 3.40 $.27 $.27 $19.57 20.85 % $122 .94 %  1.53 % N/A N/A 41 %
2013 19.57 .24 1.08 1.32 .27 .27 20.62 6.77 128 .92   1.21 N/A N/A 35
2014 20.62 .23 .26 .49 .23 .23 20.88 2.39 131 .92   1.10 N/A N/A 28
2015 20.88 .26 (a) .47 .73 .23 .23 21.38 3.49 134 .87   1.22 N/A N/A 27
2016 21.38 .27 (a) (1.17 ) (.90 ) .26 .26 20.22 (4.20 ) 124 .87   1.28 N/A N/A 37
2017(m)   20.22 .17 (a)  4.27   4.44   .25   .25    24.41    22.15 †† 148 .82   1.55 N/A   N/A   16 ††
 
INVESTMENT GRADE FUND                          
2012 $10.86 $ .43 $   .76 $ 1.19 $.48 $.48 $11.57 11.23 % $ 57 .70 % 3.73 % .85 % 3.58 % 28 %
2013 11.57 .42 (.51 ) (.09 ) .45 .45 11.03 (.80 ) 59 .70   3.49 .85 3.34 39
2014 11.03 .42 .21 .63 .46 .46 11.20 5.86 63 .69   2.78 .84 2.63 45
2015 11.20 .34 (a) (.37 ) (.03 ) .47 .47 10.70 (.35 ) 62 .68   3.12 .83 2.97 37
2016 10.70 .33 (a) .15 .48 .45 .45 10.73 4.65 64 .68   3.02 .83 2.87 40
2017(m)   10.73 .15 (a)  .13   .28   .42   .42   10.59    2.69 †† 66 .68 2.98 .83 2.83 †  28 ††
 
LIMITED DURATION HIGH QUALITY BOND FUND                        
2014(h) $10.00 $(.13 ) $ (.13 ) $ (.26 ) $ — $ — $ 9.74 (2.60 )%†† $ 3 5.82 %†  (4.25 )%† 5.97 %† (4.40 )% 11 %††
2015 9.74 .01 (a) (.06 ) (.05 ) 9.69 (.51 ) 6 1.44   .11 1.59 (.04 ) 94
2016 9.69 (.03 )(a) .09 .06 .09 .09 9.66 .64 8 1.06   (.34 ) 1.21 (.49 ) 78
2017(m)   9.66 .04 (a)  .06   .10   .17   .17   9.59   1.05 †† 7 1.01 .84 †  1.16 .69 49 ††

 

154 155

 



Financial Highlights (continued)
FIRST INVESTORS LIFE SERIES FUNDS

                                       
        P E R  S H A R E  D A T A             R A T I O S  S U P P L E M E N T A L  D A T A          
          Less Distributions              Ratio to Average Net    
    Investment Operations from         Ratio to Average    Assets Before Expenses    
                      Net Asset **    Waived or Assumed    
  Net Asset Net Net Realized         Net Asset                
  Value,  Investment   and Unrealized  Total from   Net    Net   Value,   Net Assets Expenses   Net   Net Portfolio
  Beginning Income   Gain (Loss) on Investment   Investment   Realized Total End Total End of Period Before Fee  Investment   Investment Turnover
    of Period (Loss)   Investments   Operations    Income   Gains  Distributions    of Period     Return*   (in millions) Credits***     Income (Loss)   Expenses***     Income   Rate  
 
OPPORTUNITY FUND                            
2012(i) $10.00 $(.05 ) $ .11 $ .06 $ — $ — $ — $10.06 .60 %††   $ 1 16.84 %†  (13.27 )%†    N/A N/A 0 %††
2013 10.06 (.04 ) 4.06 4.02 14.08 39.96 14 2.28   (.79 ) N/A N/A 32
2014 14.08 .03 .78 .81 .01 .01 14.88 5.73 27 1.01   .31 N/A N/A 31
2015 14.88 .08 (a) (.20 ) (.12 ) .03 .03 14.73 (.81 ) 40 .89   .53 N/A N/A 45
2016 14.73 .12 (a) 1.09 1.21 .07 .07 15.87 8.26 53 .87   .83 N/A N/A 31
2017(m) 15.87 .06 (a) 1.29 1.35   .11 .11   17.11   8.53 †† 62 .83 .71 N/A   N/A   18 ††
 
REAL ESTATE FUND                          
2015(g) $10.00 $ .09 (a) $ .06 $ .15 $ — $ — $ — $10.15 1.50 %†† $ 5 2.27 %† 1.40 %† N/A N/A 17 %††
2016 10.15 .18 (a) .48 .66 .07 .06 .13 10.68 6.57 8 1.34   1.72 N/A N/A 39
2017(m) 10.68 .30 (a) (.39 ) (.09 ) .15   .23 .38   10.21   (.97 )††  6 1.13 5.84 N/A   N/A   24 ††
 
SELECT GROWTH FUND                          
2012 $ 8.46 $ .05 $1.08 $1.13 $.01 $ — $ .01 $ 9.58 13.30 % $ 24 .87 % .61 % N/A N/A 52 %
2013 9.58 .04 3.12 3.16 .05 .05 12.69 33.15 35 .85   .43 N/A N/A 64
2014 12.69 .05 1.66 1.71 .05 .01 .06 14.34 13.53 44 .83   .43 N/A N/A 37
2015 14.34 .09 (a) .38 .47 .05 .78 .83 13.98 3.21 48 .83   .65 N/A N/A 43
2016 13.98 .08 (a) .36 .44 .09 .96 1.05 13.37 4.04 52 .83   .61 N/A N/A 64
2017(m) 13.37 .03 (a) 1.69   1.72   .08   1.45 1.53   13.56   13.47 ††   60 .82 .42 N/A   N/A   33 ††
 
SPECIAL SITUATIONS FUND(j)                          
2012 $31.94 $ .34 $2.88 $3.22 $.20 $3.39 $3.59 $31.57 10.01 % $160 .81 % 1.07 % N/A N/A 61 %
2013 31.57 .19 9.11 9.30 .34 1.56 1.90 38.97 30.88 201 .82   .53 N/A N/A 108
2014 38.97 .22 1.82 2.04 .18 6.61 6.79 34.22 6.30 209 .80   .66 N/A N/A 41
2015 34.22 .18 (a) (.27 )   (.09 ) .22 1.51 1.73 32.40 (.52 ) 202 .80   .52 N/A N/A 46
2016 32.40 .33 (a) 4.28 4.61 .18 2.19 2.37 34.64 16.10 224 .81   1.06 N/A N/A 31
2017(m) 34.64 .13 (a)  2.22   2.35   .33   .44 .77   36.22   6.87 †† 236 .80 .76 N/A   N/A   15 ††

 

156 157

 



Financial Highlights (continued)
FIRST INVESTORS LIFE SERIES FUNDS

                                     
        P E R  S H A R E  D A T A             R A T I O S / S U P P L E M E N T A L  D A T A        
            Less Distributions             Ratio to Average Net  
    Investment Operations   from         Ratio to Average Assets Before Expenses  
                        Net Asset ** Waived or Assumed  
  Net Asset Net   Net Realized         Net Asset              
  Value, Investment  and Unrealized Total from Net Net   Value,   Net Assets Expenses Net   Net Portfolio
    Beginning Income    Gain (Loss) on Investment   Investment Realized Total End Total End of Period Before Fee Investment   Investment Turnover
          of Period (Loss)   Investments   Operations   Income   Gains Distributions   of Period   Return*   (in millions) Credits***    Income (Loss)   Expenses***   Income Rate
 
TOTAL RETURN FUND                            
2012(i) $10.00 $(.05 )  $ (.02 )  $ (.07 ) $ — $ — $ 9.93 (.70 )%†† $ 1 16.99 %† (14.84 )%†   N/A N/A 64 %†† 
2013 9.93   1.69 1.69 11.62 17.02 13 1.93 .16 N/A N/A 14
2014 11.62 .09   .60 .69 .01 .01 12.30 5.97 29 .96 .96 N/A N/A 53
2015 12.30 .15 (a) (.34 ) (.19 ) .13 .13 11.98 (1.61 ) 37 .89 1.20 N/A N/A 39
2016 11.98 .18 (a) .59 .77 .17 .17 12.58 6.62 40 .89 1.45 N/A N/A 67
2017(m) 12.58 .09 (a) .52   .61   .21   .21   12.98   4.88 †† 44 .86 1.31 N/A   N/A 24 ††

 

* The effect of fees and charges incurred at the separate account level are not reflected in these
performance figures.
**  Net of expenses waived or assumed by the investment adviser (Note 4).
*** The ratios do not include a reduction of expenses from cash balances maintained with the Bank of
New York Mellon or from brokerage service arrangements (Note 1G).
Annualized
†† Not annualized
(a) Based on average shares during the period.
(b) For each of the periods shown, FIMCO voluntarily waived advisory fees to limit the Fund’s overall
expense ratio to .60% and waived additional advisory fees and assumed other expenses to prevent a
negative yield on the Funds’ shares (Note 4).
(c) Due to rounding, amount is less than .005 per share.
(d) For the period May 2, 2016 (commencement of operations) to December 31, 2016.
(e) Prior to October 3, 2016, known as Cash Management Fund.
(f) For the period November 2, 2015 (commencement of operations) to December 31, 2015.
(g) For the period May 1, 2015 (commencement of operations) to December 31, 2015.
(h) For the period July 1, 2014 (commencement of operations) to December 31, 2014.
(i) For the period December 17, 2012 (commencement of operations) to December 31, 2012.
(j) Prior to December 17, 2012, known as Discovery Fund.
(k) Prior to December 17, 2012, known as High Yield Fund.
(l) Prior to September 4, 2012, known as Value Fund.
(m) For the period January 1, 2017 to June 30, 2017.

 

  See notes to financial statements  
158   159

 



Report of Independent Registered Public
Accounting Firm

To the Shareholders and Board of Trustees of
First Investors Life Series Funds

We have audited the accompanying statements of assets and liabilities, including the portfolios of investments, of Balanced Income Fund, Covered Call Strategy Fund, Equity Income Fund, Fund For Income, Government Fund, Government Cash Management Fund, Growth & Income Fund, International Fund, Investment Grade Fund, Limited Duration High Quality Bond Fund, Opportunity Fund, Real Estate Fund, Select Growth Fund, Special Situations Fund and Total Return Fund (each a series of First Investors Life Series Funds), as of June 30, 2017, the related statements of operations, the statements of changes in net assets, and the financial highlights for each of the periods indicated thereon. These financial statements and financial highlights are the responsibility of the Life Series Funds’ management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Funds are not required to have, nor were we engaged to perform, an audit of the Funds’ internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Funds’ internal control over financial reporting. Accordingly, we express no such opinion. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. Our procedures included confirmation of securities owned as of June 30, 2017, by correspondence with the custodian and brokers. Where brokers and agent banks have not replied to our confirmation requests, we have carried out other appropriate auditing procedures. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

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In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of the Balanced Income Fund, Covered Call Strategy Fund, Equity Income Fund, Fund For Income, Government Fund, Government Cash Management Fund, Growth & Income Fund, International Fund, Investment Grade Fund, Limited Duration High Quality Bond Fund, Opportunity Fund, Real Estate Fund, Select Growth Fund, Special Situations Fund and Total Return Fund, as of June 30, 2017, and the results of their operations, changes in their net assets, and their financial highlights for the periods presented, in conformity with accounting principles generally accepted in the United States of America.

Tait, Weller & Baker LLP

 

Philadelphia, Pennsylvania
August 28, 2017

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Annual Consideration of the Investment Advisory Agreements and the Sub-Advisory Agreements with Muzinich & Co., Inc., Smith Group Asset Management, LP, Vontobel Asset Management, Inc. and Ziegler Capital Management, LLC

The First Investors Life Series Funds’ (the “Trust”) investment advisory agreements with the Trust’s investment adviser and, as applicable, sub-advisers, on behalf of each of the Trust’s funds, can remain in effect after an initial term of no greater than two years only if they are renewed at least annually thereafter (i) by the vote of the Trustees or by a vote of the shareholders of each fund and (ii) by the vote of a majority of the Trustees who are not parties to the advisory agreement (and sub-advisory agreements, as applicable) or “interested persons” of any party thereto (the “Independent Trustees”), cast in person at a meeting called specifically for the purpose of voting on such approval.

The Board of Trustees (the “Board”) has four regularly scheduled and two informal meetings each year and takes into account throughout the year matters bearing on the approval of the advisory agreement (and sub-advisory agreements, as applicable). In particular, the Board and its standing committees also consider at each meeting at least certain of the factors that are relevant to the annual renewal of each fund’s advisory agreement (and sub-advisory agreements, as applicable), including investment performance, sub-adviser updates and reviews, reports with respect to brokerage and portfolio transactions, use of soft dollars for research products and services, portfolio turnover rates, compliance monitoring, and the services and support provided to each fund and its shareholders. In addition, the Board meets with representatives of each sub-adviser in person at least once per year.

On April 18, 2017 (the “April Meeting”), the Independent Trustees met in person with senior management personnel of Foresters Investment Management Company, Inc. (“FIMCO”), the Trust’s investment adviser, Trust counsel, independent legal counsel to the Independent Trustees (“Independent Legal Counsel”) and others to give preliminary consideration to information bearing on the continuation of the advisory agreement (and sub-advisory agreement, as applicable) with respect to each fund. The primary purpose of the April Meeting was to ensure that the Independent Trustees had ample opportunity to consider matters they deemed relevant in determining whether to continue the advisory agreement (or sub-advisory agreements, as applicable), and to request any additional information they considered reasonably necessary to their deliberations. The Independent Trustees also met in executive session with Independent Legal Counsel on April 18, 2017, immediately prior to the April Meeting, to consider the continuation of the advisory agreement (or sub-advisory agreements, as applicable) outside the presence of management. As part

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of the April Meeting, the Independent Trustees asked FIMCO to respond to certain additional questions prior to the contract approval meeting of the Board to be held on May 18, 2017 (the “May Meeting”). In addition, Independent Legal Counsel, in conjunction with the Board, and personnel from FIMCO reviewed each sub-adviser’s response in connection with the request for information with respect to the applicable sub-advisory agreements and requested follow-up information or clarifications from each sub-adviser, as applicable, which was provided prior to the May Meeting.

At the May Meeting, the Board, including a majority of the Independent Trustees, approved the renewal of the investment advisory agreement (the “Advisory Agreement”) between FIMCO and each of the following funds (each a “Fund” and collectively the “Funds”): Balanced Income Fund, Covered Call Strategy Fund, Equity Income Fund, Fund For Income, Government Fund, Government Cash Management Fund, Growth & Income Fund, International Fund, Investment Grade Fund, Limited Duration High Quality Bond Fund, Opportunity Fund, Real Estate Fund, Select Growth Fund, Special Situations Fund and Total Return Fund. In addition, at the May Meeting, the Board, including a majority of the Independent Trustees, approved the renewal of the sub-advisory agreements (each a “Sub-Advisory Agreement” and collectively the “Sub-Advisory Agreements”) with: (1) Muzinich & Co., Inc. (“Muzinich”) with respect to the Fund For Income; (2) Smith Group Asset Management, LP (“Smith Group”) with respect to the Select Growth Fund; (3) Vontobel Asset Management, Inc. (“Vontobel”) with respect to the International Fund; and (4) Ziegler Capital Management, LLC (“Ziegler”) with respect to the Covered Call Strategy Fund. The Fund For Income, Select Growth Fund, International Fund and Covered Call Strategy Fund are collectively referred to as the “Sub-Advised Funds.”

In reaching its decisions to approve the continuation of the Advisory Agreement for each Fund and the Sub-Advisory Agreements for the Sub-Advised Funds, the Board considered information furnished and discussed throughout the year at regularly scheduled Board and Committee meetings as well as a wide range of information provided specifically in relation to the renewal of the Advisory Agreement and Sub-Advisory Agreements for the April Meeting and May Meeting. Information furnished at Board and/or Committee meetings throughout the year included FIMCO’s analysis of each Fund’s investment performance and the performance of the sub-advisers to the respective Sub-Advised Funds, presentations given by representatives of FIMCO, Muzinich, Smith Group, Vontobel and Ziegler and various reports on compliance and other services provided by FIMCO.

In preparation for the April Meeting and/or May Meeting, the Independent Trustees requested and received information compiled by Broadridge Financial Solutions, Inc. (formerly, Lipper, Inc.) (hereinafter, “Broadridge”), an independent provider

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of investment company data, that included, among other things, the investment performance over various time periods and the fees and expenses of each Fund as compared to a comparable group of funds as determined by Broadridge (“Peer Group”). The Board also considered that FIMCO charges different fee rates to various mutual funds that have similar investment mandates and FIMCO’s explanation for these differences.

Additionally, in response to specific requests from the Independent Trustees in connection with the April Meeting and/or May Meeting, FIMCO furnished, and the Board considered, information concerning various aspects of its operations, including: (1) the nature, extent and quality of services provided by FIMCO to the Funds, including investment advisory and administrative services to the Funds and, as applicable, services in connection with selecting, overseeing and evaluating the sub-advisers; (2) the actual management fees paid by each Fund to FIMCO; (3) the costs of providing services to each Fund and the profitability of FIMCO from the relationship with each Fund; and (4) any “fall out” or ancillary benefits accruing to FIMCO as a result of the relationship with each Fund. FIMCO also provided, and the Board considered, an analysis of the overall profitability of the First Investors mutual fund business that included various entities affiliated with FIMCO as well as comparative profitability information based on analysis performed by FIMCO of the financial statements of certain publicly-traded mutual fund asset managers. The Board also considered FIMCO’s and each sub-adviser’s personnel and methods, including the education, experience of key personnel, and the number of their advisory and analytical personnel; general information regarding the compensation of FIMCO’s and each sub-adviser’s advisory personnel; FIMCO’s and each sub-adviser’s investment management process; FIMCO’s and each sub-adviser’s compliance program; the time and attention of FIMCO’s and each sub-adviser’s personnel devoted to the management of the Funds; FIMCO and each sub-adviser’s cybersecurity practices and related controls and business continuity plans; and material pending, threatened or settled litigation involving FIMCO and each sub-adviser, and any ongoing or completed audits, investigations or examinations by the Securities and Exchange Commission. The Board also considered information provided by FIMCO on management’s initiatives for increasing Fund assets and new product development, which included enhanced sales and marketing efforts (including increasing the size of the sales force); continuing efforts as deemed practicable to reduce expenses and improve performance of the Funds; and improving the efficiency of back-office operations and services (including a major initiative to process new business electronically). In addition to evaluating, among other considerations, the written information provided by FIMCO, the Board also evaluated the answers to questions posed by the Board to representatives of FIMCO.

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In addition, in response to specific requests from the Independent Trustees in connection with the April Meeting and/or May Meeting, Muzinich, Smith Group, Vontobel and Ziegler furnished, and the Board reviewed, information concerning various aspects of their respective operations, including: (1) the nature, extent and quality of services provided by Muzinich, Smith Group, Vontobel and Ziegler to the applicable Sub-Advised Funds; (2) the sub-advisory fee rates charged by Muzinich, Smith Group, Vontobel and Ziegler and a comparison of those fee rates to the fee rates of Muzinich, Smith Group, Vontobel and Ziegler for providing advisory services to other investment companies or accounts or compared to their standard fee schedule, as applicable, with an investment mandate similar to the applicable Sub-Advised Funds; (3) profitability and/or financial information provided by Muzinich, Smith Group, Vontobel and Ziegler; and (4) any “fall out” or ancillary benefits accruing to Muzinich, Smith Group, Vontobel and Ziegler as a result of the relationship with each applicable Sub-Advised Fund. The Board also considered FIMCO’s representations that it found the sub-adviser responses to the information request in connection with the renewal of the Sub-Advisory Agreements to be satisfactory and raising no issues of general concern.

In considering the information and materials described above, the Independent Trustees took into account management style, investment strategies and prevailing market conditions. Moreover, the Independent Trustees received assistance from and met separately with Independent Legal Counsel during both the April Meeting and May Meeting and were provided with a written description of their statutory responsibilities and the legal standards that are applicable to approvals of advisory agreements (and sub-advisory agreements, as applicable). Although the Advisory Agreement for all of the Funds and the Sub-Advisory Agreements for the Sub-Advised Funds were considered at the same Board meeting, the Independent Trustees addressed each Fund separately during the April Meeting and May Meeting.

Based on all of the information presented, the Board, including a majority of its Independent Trustees, determined on a Fund-by-Fund basis that the fees charged under the Advisory Agreement and each Sub-Advisory Agreement are reasonable in relation to the services that are provided under each Agreement. The Board did not identify any single factor as being of paramount importance in reaching its conclusions and determinations with respect to the continuance of the Advisory Agreement for each Fund and Sub-Advisory Agreements and different Trustees may have given different weight to different factors. Although not meant to be all-inclusive, the following describes some of the factors that were considered by the Board in deciding to approve the continuance of the Advisory Agreement for each Fund and Sub-Advisory Agreements with Muzinich, Smith Group, Vontobel and Ziegler.

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Nature, Extent and Quality of Services

In examining the nature, extent and quality of the services provided by FIMCO, the Board recognized that FIMCO is dedicated to providing investment management services exclusively to the Funds and the other funds in the First Investors fund complex and that, unlike many other mutual fund managers, FIMCO is not in the business of providing management services to hedge funds, pension funds or private accounts. In this connection, the Board was advised that certain key FIMCO personnel provide separately managed account services to a FIMCO-affiliated investment adviser, but that these personnel spend most of their time serving their FIMCO clients. As a result, the Board considered that FIMCO’s personnel devote substantially all of their time to serving the funds in the First Investors fund complex.

The Board noted that FIMCO has undertaken extensive responsibilities as manager of the Funds, including: (1) the provision of investment advice to the Funds; (2) implementing policies and procedures designed to ensure compliance with each Fund’s investment objectives and policies; (3) the review of brokerage arrangements; (4) oversight of general portfolio compliance with applicable laws; (5) the provision of certain administrative services to the Funds, including fund accounting; (6) the implementation of Board directives as they relate to the Funds; and (7) evaluating and monitoring any sub-advisers on an ongoing basis, including, but not limited to, monitoring each sub-adviser’s investment performance, evaluating each sub-adviser’s compliance program on an annual basis and monitoring investments for compliance purposes, including monitoring each sub-adviser’s soft dollar practices (as applicable), portfolio allocation and best execution. The Board also noted that FIMCO provided the same sorts of administrative and other services, except for direct management of the portfolio, for the Sub-Advised Funds as it does for the other funds that do not employ a sub-adviser. The Board noted that FIMCO provides not only advisory services, but historically also has provided certain administrative personnel and services that many other advisers do not provide without imposition of separate fees. The Board also noted the steps that FIMCO has taken to encourage strong performance, including the manner in which portfolio managers and analysts are compensated based on Fund performance. In addition, the Board considered information regarding the overall financial strength of FIMCO and its affiliates and the resources and staffing in place with respect to the services provided to the Funds.

The Board considered the nature, extent and quality of the investment management services provided by Muzinich, Smith Group, Vontobel and Ziegler to the applicable Sub-Advised Funds. The Board considered Muzinich’s, Smith Group’s, Vontobel’s and Ziegler’s investment management process in managing the applicable Sub-Advised Funds and the experience and capability of their respective personnel

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responsible for the portfolio management of the applicable Sub-Advised Funds. The Board also considered information regarding the resources and staffing in place with respect to the services provided by each sub-adviser. Additionally, with respect to the Sub-Advised Funds, the Board considered the differences in fees paid by each Sub-Advised Fund to FIMCO and the fees paid by FIMCO to each sub-adviser, as well as representations by FIMCO that these fee differentials are warranted by its ongoing services and assumption of risks.

Based on the information considered, the Board concluded that the nature, extent and quality of the services provided to each Fund by FIMCO and the applicable Sub-Advised Funds by Muzinich, Smith Group, Vontobel and Ziegler were appropriate and consistent with the terms of the Advisory Agreement and Sub-Advisory Agreements, as applicable, and supported approval of the Advisory Agreement and each Sub-Advisory Agreement.

Investment Performance

The Board placed significant emphasis on the investment performance of each of the Funds. While consideration was given to performance reports and discussions held at prior Board or Committee meetings, as applicable, particular attention was given to the performance information compiled by Broadridge. In particular, the Board reviewed the performance of each Fund over the most recent calendar year (“1-year period”) and the annualized performance over the most recent three calendar year period (“3-year period”) and five calendar year period (“5-year period”). In addition, the Board considered the performance information provided by FIMCO for each Fund through April 30, 2017. The Board also reviewed the annual yield of the Balanced Income Fund, Fund For Income, Government Fund, Government Cash Management Fund, Investment Grade Fund and Limited Duration High Quality Bond Fund over the past five years (or shorter period as applicable). With regard to the performance and yield information, the Board considered the performance and yield of each Fund on a percentile and quintile basis as compared to its Peer Group. For purposes of the performance data provided, the first quintile is defined as 20% of the funds in the applicable Peer Group with the highest performance or yield and the fifth quintile is defined as 20% of the funds in the applicable Peer Group with the lowest performance or yield. The Board also considered FIMCO’s representations that it monitors to ensure portfolio managers invest in a manner consistent with the mandate for the Fund or Funds they manage.

On a Fund-by-Fund basis, the performance reports indicated, and the Board noted, that each Fund, except for the Covered Call Strategy Fund (which did not have a full year of performance yet), Fund For Income, Government Fund, Government Cash Management Fund, Limited Duration High Quality Bond Fund and Opportunity

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Board Considerations of Advisory Contracts and Fees (continued)
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Fund fell within one of the top three quintiles for at least one of the performance periods provided by Broadridge. In particular, the Board noted that: (i) the Balanced Income Fund fell within the first quintile for the 1-year period (the only period for which information was provided due to the short operating history of the Fund); (ii) the Equity Income Fund fell within fourth quintile, third quintile and fourth quintile for the 1-year period, 3-year period and 5-year period, respectively; (iii) the Growth & Income Fund fell within fourth quintile, fourth quintile and third quintile for the 1-year period, 3-year period and 5-year period, respectively; (iv) the International Fund fell within fifth quintile, first quintile and fourth quintile for the 1-year period, 3-year period and 5-year period, respectively; (v) the Investment Grade Fund fell within third quintile for the 1-year and 3-year periods and the second quintile for the 5-year period; (vi) the Real Estate Fund fell within the third quintile for the 1-year period (the only period for which information was provided due to the short operating history of the Fund); (vii) the Select Growth Fund fell within second quintile, first quintile and third quintile for the 1-year period, 3-year period and 5-year period, respectively; (viii) the Special Situations Fund fell within third quintile for the 3-year period and the fifth quintile for the 1-year and 5-year periods; and (ix) the Total Return Fund fell within the second quintile and third quintile for the 1-year period and 3-year period, respectively (the only periods for which information was provided due to the relatively short operating history of the Fund). With respect to the Government Fund, the Board noted that the Fund’s performance fell within the fifth quintile, fourth quintile and fifth quintile for the 1-year period, 3-year period and 5-year period, respectively. However, the Board considered that FIMCO changed the portfolio manager on the Fund at the end of 2012 and considered management’s explanation for the various periods of underperformance. With respect to the Fund For Income and Government Cash Management Fund, the Board noted that each Fund’s performance fell within the fourth quintile for the 1-year, 3-year and 5-year periods. With respect to the Opportunity Fund, the Board noted that the Fund’s performance fell within the fifth quintile for the 1-year period and 3-year period, respectively (the only periods for which information was provided due to the relatively short operating history of the Fund). The Board also considered management’s special performance report and explanation for the various periods of underperformance of the Opportunity Fund. The Board noted that the Limited Duration High Quality Bond Fund’s performance was in the fifth quintile for the 1-year period, which was the only period reported due to the short operating history of the Fund. The Board also noted that the Covered Call Strategy Fund had not yet completed a full year of operating history and therefore no performance information was provided by Broadridge.

The Board also reviewed the yields of the Balanced Income Fund, Fund For Income, Government Fund, Government Cash Management Fund, Investment Grade Fund

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and Limited Duration High Quality Bond Fund and noted that the yield for the Fund For Income, Government Fund and Investment Grade Fund fell within the top three quintiles for each of the past five calendar years and that the yield for the Government Cash Management Fund fell within the top three quintiles for four out of the past five calendar years. The Board noted that the yield for the Balanced Income Fund was outside of the top three quintiles for the past calendar year, which is the only period for which information was provided due to the short operating history of the Fund. The Board also noted that the yield for the Limited Duration High Quality Bond Fund was in the top three quintiles for one of the past two calendar years, which are the only periods for which information was provided due to the short operating history of the Fund. The Trustees also considered that, in the current market and interest-rate environment, comparative information regarding performance and fees of money market funds such as the Government Cash Management Fund is of relatively limited utility. Additionally, the Board considered FIMCO’s representation that it believes that the Funds use a more conservative investment style than many of their peers.

Based on the information considered, the Board concluded that the investment performance of each Fund was either (a) acceptable or better, or (b) subject to reasonable steps to monitor or address certain periods of underperformance.

Fund Expenses, Costs of Services, Economies of Scale and Related Benefits

Management Fees and Expenses. The Board also gave substantial consideration to the fees payable under each Fund’s Advisory Agreement as well as under the Sub-Advisory Agreements for the Sub-Advised Funds.

The Board reviewed the information compiled by Broadridge comparing each Fund’s contractual management fee rate (at common asset levels) and actual management fee rate (which included the effect of any fee waivers) as a percentage of average net assets to other funds in its Peer Group. In this regard, the Board considered the contractual and actual management fees of each Fund on a quintile basis as compared to its Peer Group and noted the relative position of each Fund within the Peer Group. The Board also considered that FIMCO provides not only advisory services but also certain administrative personnel to the Funds under each Fund’s Advisory Agreement and that many other advisers do not provide such administrative personnel under their advisory agreements and that FIMCO also provides certain administrative services without the imposition of a separate fee. The Board also considered that FIMCO informed the Board that it intends to: (i) extend, on a voluntary basis, the existing total expense cap limitation for the Government Cash Management Fund until May 31, 2018; and (ii) extend, on a voluntary basis, the existing management fee caps for the Balanced Income Fund, Government Fund, Investment Grade Fund

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and Limited Duration High Quality Bond Fund, respectively, until May 31, 2018. The Board also considered that, with respect to the Government Cash Management Fund, FIMCO was waiving all of its management fees and reimbursing a portion of other expenses to avoid a negative return for shareholders due to the historically low interest rate environment.

In particular, the Board noted that: (i) the Balanced Income Fund’s contractual and actual management fees were in the third and fourth quintiles, respectively, of its Peer Group; (ii) the Covered Call Strategy Fund’s contractual and actual management fees were in the first and third quintiles, respectively, of its Peer Group; (iii) the Equity Income Fund’s contractual and actual management fees were in the third and fourth quintiles, respectively, of its Peer Group; (iv) the Fund For Income’s contractual and actual management fees were in the fifth quintile of its Peer Group; (v) the Government Fund’s contractual and actual management fees were in the fifth quintile of its Peer Group; (vi) the Government Cash Management Fund’s contractual and actual management fees were in the fifth and first quintiles, respectively, of its Peer Group; (vii) the Growth & Income Fund’s contractual and actual management fees were in the third quintile of its Peer Group; (viii) the International Fund’s contractual and actual management fees were in the second quintile of its Peer Group; (ix) the Investment Grade Fund’s contractual and actual management fees were in the fifth quintile of its Peer Group; (x) the Limited Duration High Quality Bond Fund’s contractual and actual management fees were in the fifth quintile of its Peer Group; (xi) the Opportunity Fund’s contractual and actual management fees were in the second and third quintiles, respectively, of its Peer Group; (xii) the Real Estate Fund’s contractual and actual management fees were in the third quintile of its Peer Group; (xiii) the Select Growth Fund’s contractual and actual management fees were in the third and fourth quintiles, respectively, of its Peer Group; (xiv) the Special Situations Fund’s contractual and actual management fees were in the second quintile of its Peer Group; and (xv) the Total Return Fund’s contractual and actual management fees were in the fourth and fifth quintiles, respectively, of its Peer Group.

The Board also reviewed the information compiled by Broadridge comparing each Fund’s total expense ratio, taking into account FIMCO’s expense waivers (as applicable), and the ratio of the sum of actual management and other non-management fees (i.e., fees other than management fees) to other funds in its Peer Group, including on a quintile basis. In particular, the Board noted that: (i) the total expense ratio for each Fund except the Government Cash Management Fund, Growth & Income Fund, International Fund, Opportunity Fund and Special Situations Fund was not in the top three quintiles of their respective Peer Groups; and (ii) the ratio of the sum of actual management and other non-management fees for each Fund except the Government Cash Management Fund, Growth & Income Fund, International Fund, Opportunity

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Fund and Special Situations Fund was not in the top three quintiles of their respective Peer Groups. In considering the level of the total expense ratio and the ratio of the sum of actual management and other non-management fees, the Board took into account management’s explanation that Broadridge expense comparisons do not take into account the size of a fund complex, and as a result, in certain cases the First Investors funds are compared to funds in complexes that are much larger than First Investors. The Board also noted that Broadridge’s customized expense groups tend to be fairly small in number and the funds included in the Peer Group generally change from year to year, thereby introducing an element of randomness that affects comparative results each year. While recognizing the limitations inherent in Broadridge’s methodology, the Board believed that the data provided by Broadridge was a generally appropriate measure of comparative expenses.

In considering the sub-advisory fee rates charged by and costs and profitability of Muzinich, Smith Group, Vontobel and Ziegler with regard to the respective Sub-Advised Funds, the Board noted that FIMCO pays Muzinich, Smith Group, Vontobel or Ziegler, as the case may be, a sub-advisory fee from its own advisory fee rather than each Fund paying Muzinich, Smith Group, Vontobel or Ziegler a fee directly. The Board also considered arrangements pursuant to which Muzinich, Smith Group and Vontobel (but not the Sub-Advised Funds) each pays a portion of its sub-advisory fee to a solicitor that introduced each such subadviser to FIMCO. Muzinich, Smith Group, Vontobel and Ziegler provided, and the Board reviewed, information comparing the fees charged by Muzinich, Smith Group, Vontobel and Ziegler for services to the respective Sub-Advised Funds versus the fee rates of Muzinich, Smith Group, Vontobel and Ziegler for providing advisory services to other comparable investment companies or accounts or compared to their standard fee schedule, as applicable. Based on a review of this information, the Board noted that the fees charged by Muzinich, Smith Group, Vontobel and Ziegler for services to each applicable Sub-Advised Fund appeared competitive to the fees Muzinich, Smith Group, Vontobel and Ziegler charge to their other comparable investment companies or accounts or compared to their standard fee schedule, as applicable.

The foregoing comparisons assisted the Trustees by providing them with a basis for evaluating each Fund’s management fee and expense ratio on a relative basis and the Board concluded that each Fund’s management fees appeared reasonable in relation to the services and benefits provided to each Fund.

Profitability. The Board reviewed the materials it received from FIMCO regarding its revenues and costs in providing investment management and certain administrative services to the Funds. In particular, the Board considered the analysis of FIMCO’s profitability with respect to each Fund, calculated for the year ended December 31,

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Board Considerations of Advisory Contracts and Fees (continued)
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2016, as well as overall profitability information relating to the past five calendar years. The Board also considered the information provided by FIMCO comparing the profitability of certain publicly-traded mutual fund asset managers as analyzed by FIMCO based on publicly available financial statements and noted FIMCO’s analysis that its profit margin is significantly lower than the average of, and lower overall than any of, such publicly-traded managers. In reviewing the profitability information, the Board also considered the “fall-out” or ancillary benefits that may accrue to FIMCO as a result of its relationship with the Funds, which are discussed below. Based on the information provided, the Board also noted that FIMCO operates the Government Cash Management Fund at a loss. The Board acknowledged that, as a business matter, FIMCO was entitled to earn reasonable profits for its services to the Funds and concluded that the level of profitability to FIMCO of its contractual arrangements with each Fund did not appear so high as to call into question the appropriateness of the fees paid to FIMCO by any Fund or otherwise to preclude the proposed continuation of the Advisory Agreement for any of the Funds. The Board also considered the profitability and/or financial information provided by Muzinich, Smith Group, Vontobel and Ziegler.

Economies of Scale. With respect to whether economies of scale are realized by FIMCO and the extent to which any economies of scale are reflected in the level of management fee rates charged, the Board considered that the Advisory Agreement fee schedule for each Fund includes breakpoints to account for management economies of scale as each Fund’s assets increase.

“Fall Out” or Ancillary Benefits. The Board considered the “fall-out” or ancillary benefits that may accrue to FIMCO, Muzinich, Smith Group, Vontobel and Ziegler as a result of their relationship with the Funds. In that regard, the Board considered the fact that FIMCO and each sub-adviser (except Muzinich and Ziegler) may receive research from broker-dealers that execute brokerage transactions for the funds in the First Investors fund complex. However, the Board noted that FIMCO and the sub-advisers must select brokers based on each Fund’s requirements for seeking best execution.

* * *

 

In summary, based on all relevant information and factors, none of which was individually determinative of the outcome, the Board, including a majority of the Independent Trustees, approved the renewal of the Advisory Agreement and each Sub-Advisory Agreement.

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FIRST INVESTORS LIFE SERIES FUNDS
Trustees and Officers

Trustees
 
Susan E. Artmann
 
Mary J. Barneby
 
Charles R. Barton, III
 
Arthur M. Scutro, Jr.
 
Mark R. Ward
 
 
Officers
 
Clark D. Wagner
President
 
Marc S. Milgram
Chief Compliance Officer
 
Joseph I. Benedek
Treasurer
 
Mark S. Spencer
Assistant Treasurer
 
Mary C. Carty
Secretary
 
Carol Lerner Brown
Assistant Secretary

 

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Shareholder Information    
 
Investment Adviser Custodian
Foresters Investment Management The Bank of New York Mellon
Company, Inc. 225 Liberty Street
40 Wall Street New York, NY 10286
New York, NY 10005  
 
Subadviser Transfer Agent
(Covered Call Strategy Fund) Foresters Investor Services, Inc.
Ziegler Capital Management, LLC Raritan Plaza I – 8th Floor
70 W. Madison Street Edison, NJ 08837-3620
Chicago, IL 60602  
 
Subadviser Independent Registered
(Fund For Income) Public Accounting Firm
Muzinich & Co., Inc. Tait, Weller & Baker LLP
450 Park Avenue 1818 Market Street
New York, NY 10022 Philadelphia, PA 19103
 
Subadviser Legal Counsel
(International Fund) K&L Gates LLP
Vontobel Asset Management, Inc. 1601 K Street, N.W.
1540 Broadway Washington, D.C. 20006
New York, NY 10036  
 
Subadviser  
(Select Growth Fund)  
Smith Asset Management Group, L.P.  
100 Crescent Court  
Dallas, TX 75201  

 

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A description of the policies and procedures that the Funds use to vote proxies relating to a portfolio’s securities is available, without charge, upon request by calling toll free 1-800-423-4026 or can be viewed online or downloaded from the EDGAR database on the U.S. Securities and Exchange Commission’s (“SEC”) internet website at http://www. sec. gov. In addition, information regarding how the Funds voted proxies relating to portfolio securities during the most recent 12-month period ended June 30, is available, without charge, upon request in writing or by calling 1-800-423-4026 and on the SEC’s internet website at http://www. sec. gov.

The Funds file their complete schedule of portfolio holdings with the SEC on Form N-Q for the first and third quarters of each fiscal year. The Funds’ Form N-Q is available on the SEC’s website at http://www. sec. gov; and may also be reviewed and copied at the SEC’s Public Reference Room in Washington D.C. Information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330. The schedule of portfolio holdings is available, without charge, upon request in writing or by calling 1-800-423-4026.

175

 



NOTES

 

 

 

 

 

 

 

 

 

 

 

 

176

 



NOTES

 

 

 

 

 

 

 

 

 

 

 

177

 






Item 2. Code of Ethics

Not applicable for semi-annual report

Item 3. Audit Committee Financial Expert

Not applicable for semi-annual report

Item 4. Principal Accountant Fees and Services

Not applicable for semi-annual report

Item 5. Audit Committee of Listed Registrants

Not applicable

Item 6. Schedule of Investments

(a) Schedule is included as part of the report to shareholders filed under Item 1 of this Form.

(b) Not applicable

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

Not applicable to open-end investment companies

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

Not applicable to open-end investment companies

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

Not applicable to open-end investment companies



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

There were no material changes to the procedure by which shareholders may recommend nominees to the Registrant's Board of Trustees.

Item 11. Controls and Procedures

(a) The Registrant's Principal Executive Officer and Principal Financial Officer have concluded that the Registrant's disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940, as amended) are effective, based on their evaluation of these disclosure controls and procedures as of a date within 90 days of the filing date of this report.

(b) There were no changes in the Registrant's internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940 as amended) 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. Exhibits

(a)(1) Code of Ethics - Not applicable for semi-annual report

(a)(2) Certifications pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 - Filed herewith

(b) Certifications pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 - Filed herewith



SIGNATURES

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

First Investors Life Series Funds

By  /s/  Clark D. Wagner 
  Clark D. Wagner 
  President and Principal Executive Officer 
 
Date:  August 28, 2017 

 

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

 

By  /s/  Clark D. Wagner 
  Clark D. Wagner 
  President and Principal Executive Officer 
 
By  /s/  Joseph I. Benedek 
  Joseph I. Benedek 
  Treasurer and Principal Financial Officer 
 
Date:  August 28, 2017