UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

 

FORM N-CSR

 

 

 

CERTIFIED SHAREHOLDER REPORT OF REGISTERED MANAGEMENT

INVESTMENT COMPANIES

 

Investment Company Act File Number 811-06400

 

The Advisors’ Inner Circle Fund

(Exact name of registrant as specified in charter)

 

 

 

SEI Investments

One Freedom Valley Drive

Oaks, PA 19456

(Address of principal executive offices) (Zip code)

 

SEI Investments

One Freedom Valley Drive

Oaks, PA 19456

(Name and address of agent for service)

 

Registrant’s telephone number, including area code: (877) 446-3863

 

Date of fiscal year end: October 31, 2024

 

Date of reporting period: October 31, 2024

 

 

 

 

 

Item 1. Reports to Stockholders.

 

(a) A copy of the report transmitted to stockholders pursuant to Rule 30e-1 under the Investment Company Act of 1940, as amended (the “Act”) (17 CFR § 270.30e-1), is attached hereto.

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The Advisors' Inner Circle Fund

Image

LSV Global Managed Volatility Fund 

Institutional Class Shares - LSVFX

Annual Shareholder Report: October 31, 2024

This annual shareholder report contains important information about Institutional Class Shares of the LSV Global Managed Volatility Fund (the "Fund") for the period from November 1, 2023 to October 31, 2024. You can find additional information about the Fund at https://www.lsvasset.com/global-managed-volatility-fund/. You can also request this information by contacting us at 888-386-3578 

What were the Fund costs for the last year?

(based on a hypothetical $10,000 investment) 

Fund Name
Costs of a $10,000 investment
Costs paid as a percentage of a $10,000 investment
LSV Global Managed Volatility Fund, Institutional Class Shares
$84
0.75%

How did the Fund perform in the last year?

 

The global equity market as measured by the MSCI ACWI Index (Net) (USD) was up 32.79% for the twelve months ended October 31, 2024. The U.S. stock market continued to lead global equities, with the S&P 500 up 38.02% over the past year. The U.S. market's dominance in global indices increased further, with its weight in the MSCI ACWI Index (Net) (USD) rising to 64% as of October 31, 2024. Enthusiasm for fast-growing businesses, particularly in the technology sector, remained strong. While the market rewarded the mega-cap growth stocks in the period, smaller stocks and value-oriented stocks lagged behind. From a style perspective, value stocks (as measured by the MSCI Indices) underperformed growth—the MSCI AC World Value Index was up 28.19% while the MSCI AC World Growth Index was up 37.22% (both in USD). Lower volatility stocks also lagged during the period as the MSCI ACWI Minimum Volatility Index returned 21.88%. The LSV Global Value Equity Fund was up 26.81% for the period. From a sector perspective, Information Technology, Financials, and Communication Services stocks outperformed while the Energy, Consumer Staples, and Materials sectors lagged.

The LSV Global Managed Volatility Fund holds securities that are believed to have less volatility than the overall equity markets and high expected returns based on LSV’s quantitative alpha model. The portfolio decision making process is quantitative and stocks are ranked simultaneously on an array of variables in order to arrive at an overall expected return ranking for each stock in the universe. Next, stocks are ranked on an assortment of factors to estimate a risk score. The risk score is a function of beta, standard deviation and volatility of operating performance (cash flows and earnings).

The LSV Global Managed Volatility Fund, Institutional Class Shares, was up 24.97% for the period. The Fund’s deeper value bias detracted over the period as cheaper stocks on an earnings and cash flow basis did not keep pace with benchmark. Additionally, the lower volatility profile of the portfolio also detracted meaningfully. Performance attribution further indicates that both stock and sector selection detracted from portfolio relative returns for the period. Stock selection relative losses were primarily the result of the underperformance of deep value names within the Information Technology, Health Care and Financials sectors—holdings within the Semiconductors, Pharmaceuticals, and Health Care Services industries performed particularly poorly. From a sector perspective, relative losses were largely the result of our underweight position in the Information Technology sector as well as our overweight to Consumer Staples stocks. Top contributors included our overweight positions in Allison Transmission, Sprouts Farmers Market, Magyar Telekom, Dell, Kellanova and Bank of NY Mellon. Not owning Microsoft also added value. The main individual detractors included not owning NVIDIA, Meta, Broadcom and Taiwan Semiconductor. Overweight positions in CVS, Comcast, Molson Coors, and Total Energies also detracted.

The Fund is trading at 10.9x forward earnings compared to 19.4x for the MSCI ACWI Index (Net) (USD), 1.6x book value compared to 3.1x for the benchmark and 7.3x cash flow compared to 15.8x for the benchmark. The Fund is overweight the Consumer Staples and Health Care sectors while underweight Information Technology and Consumer Discretionary.

 

How did the Fund perform during the last 10 years?

Total Return Based on $100,000 Investment

Growth Chart
LSV Global Managed Volatility Fund, Institutional Class Shares - $188159
MSCI ACWI Index (Net) (USD) - $238076
Oct/14
$100000
$100000
Oct/15
$98319
$99967
Oct/16
$103457
$102014
Oct/17
$120312
$125684
Oct/18
$123364
$125033
Oct/19
$133096
$140777
Oct/20
$116589
$147658
Oct/21
$151463
$202701
Oct/22
$142610
$162247
Oct/23
$150565
$179286
Oct/24
$188159
$238076

The line graph represents historical performance of a hypothetical investment of $100,000 in the Fund during the last 10 years. Returns shown are total returns, which assume the reinvestment of dividends and capital gains. The table and graph presented above do not reflect the deduction of taxes a shareholder would pay on Fund distributions or the redemption of Fund shares. Past performance is not indicative of future performance.Call 888-386-3578 or visit https://www.lsvasset.com/global-managed-volatility-fund/ for current month-end performance.

 

 

Average Annual Total Returns as of October 31, 2024

Fund/Index Name
1 Year
5 Years
10 Years
LSV Global Managed Volatility Fund, Institutional Class Shares
24.97%
7.17%
6.53%
MSCI ACWI Index (Net) (USD)
32.79%
11.08%
9.06%

Key Fund Statistics as of October 31, 2024

Total Net Assets (000's)
Number of Holdings
Total Advisory Fees Paid (000's)
Portfolio Turnover Rate
$9,729
150
$-
18%

What did the Fund invest in?

Country WeightingsFootnote Reference*

Holdings Chart
Value
Value
Other Countries
9.5%
Repurchase Agreement
0.7%
Thailand
1.4%
Spain
1.4%
Taiwan
1.6%
Switzerland
1.7%
Singapore
1.8%
Canada
2.0%
South Korea
3.1%
United Kingdom
3.3%
China
3.5%
France
3.7%
Japan
6.6%
United States
59.0%
FootnoteDescription
Footnote*
Percentages are calculated based on total net assets.

Top Ten Holdings

Holding Name
Percentage of Total Net Assets
Comcast, Cl A
2.0%
Johnson & Johnson
2.0%
Bristol-Myers Squibb
1.9%
Gilead Sciences
1.7%
CVS Health
1.5%
Kroger
1.5%
International Business Machines
1.5%
Hartford Financial Services Group
1.5%
HP
1.5%
Amdocs
1.4%

Material Fund Changes

There were no material changes during the reporting period. 

Changes in and Disagreements with Accountants 

There were no changes in or disagreements with accountants during the reporting period.

Additional Information

For additional information about the Fund, including its prospectus, financial information, holdings, and proxy voting information, call or visit:

  • 888-386-3578 

  • https://www.lsvasset.com/global-managed-volatility-fund/ 

An image of a QR code that, when scanned, navigates the user to the following URL: https://confluence.com

Householding

Rule 30e-1 of the Investment Company Act of 1940 permits funds to transmit only one copy of a proxy statement, annual report or semi-annual report to shareholders (who need not be related) with the same residential, commercial or electronic address, provided that the shareholders have consented in writing and the reports are addressed either to each shareholder individually or to the shareholders as a group. This process is known as “householding” and is designed to reduce the duplicate copies of materials that shareholders receive and to lower printing and mailing costs for funds. Once implemented, if you would like to discontinue householding for your accounts, please call toll-free at 888-386-3578 to request individual copies of these documents. Once the Fund receives notice to stop householding, we will begin sending individual copies 30 days after receiving your request.

The Advisors' Inner Circle Fund

LSV Global Managed Volatility Fund / Institutional Class SharesLSVFX

Annual Shareholder Report: October 31, 2024

LSV-AR-TSR-2024-5

Image

The Advisors' Inner Circle Fund

Image

LSV Global Managed Volatility Fund 

Investor Class Shares - LVAFX

Annual Shareholder Report: October 31, 2024

This annual shareholder report contains important information about Investor Class Shares of the LSV Global Managed Volatility Fund (the "Fund") for the period from November 1, 2023 to October 31, 2024. You can find additional information about the Fund at https://www.lsvasset.com/global-managed-volatility-fund/. You can also request this information by contacting us at 888-386-3578 

What were the Fund costs for the last year?

(based on a hypothetical $10,000 investment) 

Fund Name
Costs of a $10,000 investment
Costs paid as a percentage of a $10,000 investment
LSV Global Managed Volatility Fund, Investor Class Shares
$112
1.00%

How did the Fund perform in the last year?

 

The global equity market as measured by the MSCI ACWI Index (Net) (USD) was up 32.79% for the twelve months ended October 31, 2024. The U.S. stock market continued to lead global equities, with the S&P 500 up 38.02% over the past year. The U.S. market's dominance in global indices increased further, with its weight in the MSCI ACWI Index (Net) (USD) rising to 64% as of October 31, 2024. Enthusiasm for fast-growing businesses, particularly in the technology sector, remained strong. While the market rewarded the mega-cap growth stocks in the period, smaller stocks and value-oriented stocks lagged behind. From a style perspective, value stocks (as measured by the MSCI Indices) underperformed growth—the MSCI AC World Value Index was up 28.19% while the MSCI AC World Growth Index was up 37.22% (both in USD). Lower volatility stocks also lagged during the period as the MSCI ACWI Minimum Volatility Index returned 21.88%. The LSV Global Value Equity Fund was up 26.81% for the period. From a sector perspective, Information Technology, Financials, and Communication Services stocks outperformed while the Energy, Consumer Staples, and Materials sectors lagged.

The LSV Global Managed Volatility Fund holds securities that are believed to have less volatility than the overall equity markets and high expected returns based on LSV’s quantitative alpha model. The portfolio decision making process is quantitative and stocks are ranked simultaneously on an array of variables in order to arrive at an overall expected return ranking for each stock in the universe. Next, stocks are ranked on an assortment of factors to estimate a risk score. The risk score is a function of beta, standard deviation and volatility of operating performance (cash flows and earnings).

The LSV Global Managed Volatility Fund, Investor Class Shares, was up 24.68% for the period. The Fund’s deeper value bias detracted over the period as cheaper stocks on an earnings and cash flow basis did not keep pace with benchmark. Additionally, the lower volatility profile of the portfolio also detracted meaningfully. Performance attribution further indicates that both stock and sector selection detracted from portfolio relative returns for the period. Stock selection relative losses were primarily the result of the underperformance of deep value names within the Information Technology, Health Care and Financials sectors—holdings within the Semiconductors, Pharmaceuticals, and Health Care Services industries performed particularly poorly. From a sector perspective, relative losses were largely the result of our underweight position in the Information Technology sector as well as our overweight to Consumer Staples stocks. Top contributors included our overweight positions in Allison Transmission, Sprouts Farmers Market, Magyar Telekom, Dell, Kellanova and Bank of NY Mellon. Not owning Microsoft also added value. The main individual detractors included not owning NVIDIA, Meta, Broadcom and Taiwan Semiconductor. Overweight positions in CVS, Comcast, Molson Coors, and Total Energies also detracted.

The Fund is trading at 10.9x forward earnings compared to 19.4x for the MSCI ACWI Index (Net) (USD), 1.6x book value compared to 3.1x for the benchmark and 7.3x cash flow compared to 15.8x for the benchmark. The Fund is overweight the Consumer Staples and Health Care sectors while underweight Information Technology and Consumer Discretionary.

 

How did the Fund perform during the last 10 years?

Total Return Based on $10,000 Investment

Growth Chart
LSV Global Managed Volatility Fund, Investor Class Shares - $18347
MSCI ACWI Index (Net) (USD) - $23808
Oct/14
$10000
$10000
Oct/15
$9804
$9997
Oct/16
$10291
$10201
Oct/17
$11938
$12568
Oct/18
$12209
$12503
Oct/19
$13136
$14078
Oct/20
$11481
$14766
Oct/21
$14888
$20270
Oct/22
$13974
$16225
Oct/23
$14715
$17929
Oct/24
$18347
$23808

The line graph represents historical performance of a hypothetical investment of $10,000 in the Fund during the last 10 years. Returns shown are total returns, which assume the reinvestment of dividends and capital gains. The table and graph presented above do not reflect the deduction of taxes a shareholder would pay on Fund distributions or the redemption of Fund shares. Past performance is not indicative of future performance.Call 888-386-3578 or visit https://www.lsvasset.com/global-managed-volatility-fund/ for current month-end performance.

 

 

Average Annual Total Returns as of October 31, 2024

Fund/Index Name
1 Year
5 Years
10 Years
LSV Global Managed Volatility Fund, Investor Class Shares
24.68%
6.91%
6.26%
MSCI ACWI Index (Net) (USD)
32.79%
11.08%
9.06%

Key Fund Statistics as of October 31, 2024

Total Net Assets (000's)
Number of Holdings
Total Advisory Fees Paid (000's)
Portfolio Turnover Rate
$9,729
150
$-
18%

What did the Fund invest in?

Country WeightingsFootnote Reference*

Holdings Chart
Value
Value
Other Countries
9.5%
Repurchase Agreement
0.7%
Thailand
1.4%
Spain
1.4%
Taiwan
1.6%
Switzerland
1.7%
Singapore
1.8%
Canada
2.0%
South Korea
3.1%
United Kingdom
3.3%
China
3.5%
France
3.7%
Japan
6.6%
United States
59.0%
FootnoteDescription
Footnote*
Percentages are calculated based on total net assets.

Top Ten Holdings

Holding Name
Percentage of Total Net Assets
Comcast, Cl A
2.0%
Johnson & Johnson
2.0%
Bristol-Myers Squibb
1.9%
Gilead Sciences
1.7%
CVS Health
1.5%
Kroger
1.5%
International Business Machines
1.5%
Hartford Financial Services Group
1.5%
HP
1.5%
Amdocs
1.4%

Material Fund Changes

There were no material changes during the reporting period. 

Changes in and Disagreements with Accountants 

There were no changes in or disagreements with accountants during the reporting period.

Additional Information

For additional information about the Fund, including its prospectus, financial information, holdings, and proxy voting information, call or visit:

  • 888-386-3578 

  • https://www.lsvasset.com/global-managed-volatility-fund/ 

An image of a QR code that, when scanned, navigates the user to the following URL: https://confluence.com

Householding

Rule 30e-1 of the Investment Company Act of 1940 permits funds to transmit only one copy of a proxy statement, annual report or semi-annual report to shareholders (who need not be related) with the same residential, commercial or electronic address, provided that the shareholders have consented in writing and the reports are addressed either to each shareholder individually or to the shareholders as a group. This process is known as “householding” and is designed to reduce the duplicate copies of materials that shareholders receive and to lower printing and mailing costs for funds. Once implemented, if you would like to discontinue householding for your accounts, please call toll-free at 888-386-3578 to request individual copies of these documents. Once the Fund receives notice to stop householding, we will begin sending individual copies 30 days after receiving your request.

The Advisors' Inner Circle Fund

LSV Global Managed Volatility Fund / Investor Class SharesLVAFX

Annual Shareholder Report: October 31, 2024

LSV-AR-TSR-2024-6

Image

 

 

 

(b) Not applicable.

 

Item 2. Code of Ethics.

 

The Registrant (also referred to as the “Trust”) has adopted a code of ethics that applies to the Registrant’s principal executive officer, principal financial officer, controller or principal accounting officer, and any person who performs a similar function. There have been no amendments to or waivers granted to this code of ethics during the period covered by this report.

 

Item 3. Audit Committee Financial Expert.

 

(a)(1) The Registrant’s board of trustees has determined that the Registrant has at least one audit committee financial expert serving on the audit committee.

 

(a)(2) The Registrant’s audit committee financial expert is Robert Mulhall. Mr. Mulhall is considered to be “independent”, as that term is defined in Form N-CSR Item 3(a)(2).

 

Item 4. Principal Accountant Fees and Services.

 

Fees billed by PricewaterhouseCoopers LLP (“PwC”) related to the Trust.

 

PwC billed the Trust aggregate fees for services rendered to the Trust for the last two fiscal years as follows:

 

  FYE October 31, 2024 FYE October 31, 2023
    All fees and services to the Trust that were pre-approved All fees and services to service affiliates that were pre-approved All other fees and services to service affiliates that did not require pre-approval All fees and services to the Trust that were pre-approved All fees and services to service affiliates that were pre-approved All other fees and services to service affiliates that did not require pre-approval
(a)

Audit Fees(1)

$91,274 None None $72,710 None None
(b)

Audit-Related Fees

None None None None None None
(c)

Tax Fees

None None None None None $115,395(2)
(d)

All Other Fees

None None None None None $47,411(3)

 

 

 

 

 

 

Fees billed by Ernst & Young LLP (“E&Y”) related to the Trust.

 

E&Y billed the Trust aggregate fees for services rendered to the Trust for the last two fiscal years as follows:

 

  FYE October 31, 2024 FYE October 31, 2023
    All fees and services to the Trust that were pre-approved All fees and services to service affiliates that were pre-approved All other fees and services to service affiliates that did not require pre-approval All fees and services to the Trust that were pre-approved All fees and services to service affiliates that were pre-approved All other fees and services to service affiliates that did not require pre-approval
(a)

Audit Fees(1)

$539,063 None None $550,800 None None
(b)

Audit-Related Fees

None None None None None None
(c)

Tax Fees

None None None None None None
(d)

All Other Fees

None None None None None None

 

 

Fees billed by Cohen & Co. (“Cohen”) related to the Trust.

 

Cohen billed the Trust aggregate fees for services rendered to the Trust for the last two fiscal years as follows:

 

  FYE October 31, 2024 FYE October 31, 2023
    All fees and services to the Trust that were pre-approved All fees and services to service affiliates that were pre-approved All other fees and services to service affiliates that did not require pre-approval All fees and services to the Trust that were pre-approved All fees and services to service affiliates that were pre-approved All other fees and services to service affiliates that did not require pre-approval
(a)

Audit Fees(1)

$43,700 None None $61,000 None None
(b)

Audit-Related Fees

None None None None None None
(c)

Tax Fees

None None None None None None
(d)

All Other Fees

None None None None None None

 

 

 

 

 

Notes:

 

(1) Audit fees include amounts related to the audit of the Trust’s annual financial statements and services normally provided by the accountant in connection with statutory and regulatory filings.

 

(2) Tax compliance services provided to service affiliates of the funds.

 

(3) Non-audit assurance engagements for service affiliates of the funds.

 

(e)(1) The Trust’s Audit Committee has adopted and the Board of Trustees has ratified an Audit and Non-Audit Services Pre-Approval Policy (the “Policy”), which sets forth the procedures and the conditions pursuant to which services proposed to be performed by the independent auditor of the Funds may be pre-approved.

 

The Policy provides that all requests or applications for proposed services to be provided by the independent auditor must be submitted to the Registrant’s Chief Financial Officer (“CFO”) and must include a detailed description of the services proposed to be rendered. The CFO will determine whether such services:

 

(1) require specific pre-approval;

 

(2) are included within the list of services that have received the general pre-approval of the Audit Committee pursuant to the Policy; or

 

(3) have been previously pre-approved in connection with the independent auditor’s annual engagement letter for the applicable year or otherwise. In any instance where services require pre-approval, the Audit Committee will consider whether such services are consistent with SEC’s rules and whether the provision of such services would impair the auditor’s independence.

 

Requests or applications to provide services that require specific pre-approval by the Audit Committee will be submitted to the Audit Committee by the CFO. The Audit Committee will be informed by the CFO on a quarterly basis of all services rendered by the independent auditor. The Audit Committee has delegated specific pre-approval authority to either the Audit Committee Chair or financial expert, provided that the estimated fee for any such proposed pre-approved service does not exceed $100,000 and any pre-approval decisions are reported to the Audit Committee at its next regularly-scheduled meeting.

 

Services that have received the general pre-approval of the Audit Committee are identified and described in the Policy. In addition, the Policy sets forth a maximum fee per engagement with respect to each identified service that has received general pre-approval.

 

All services to be provided by the independent auditor shall be provided pursuant to a signed written engagement letter with the Registrant, the investment adviser, or applicable control affiliate (except that matters as to which an engagement letter would be impractical because of timing issues or because the matter is small may not be the subject of an engagement letter) that sets forth both the services to be provided by the independent auditor and the total fees to be paid to the independent auditor for those services.

 

In addition, the Audit Committee has determined to take additional measures on an annual basis to meet the Audit Committee’s responsibility to oversee the work of the independent auditor and to assure the auditor's independence from the Registrant, such as (a) reviewing a formal written statement from the independent auditor delineating all relationships between the independent auditor and the Registrant, and (b) discussing with the independent auditor the independent auditor’s methods and procedures for ensuring independence.

 

 

 

 

 

(e)(2) Percentage of fees billed applicable to non-audit services pursuant to waiver of pre-approval requirement were as follows (PwC):

 

 

  2024 2023

Audit-Related Fees

None None
Tax Fees None None

All Other Fees

None None

 

(e)(2) Percentage of fees billed applicable to non-audit services pursuant to waiver of pre-approval requirement were as follows (E&Y):

 

  2024 2023

Audit-Related Fees

None None
Tax Fees None None

All Other Fees

None None

 

(e)(2) Percentage of fees billed applicable to non-audit services pursuant to waiver of pre-approval requirement were as follows (Cohen):

 

  2024 2023

Audit-Related Fees

None None
Tax Fees None None

All Other Fees

None None

 

(f) Not applicable.

 

(g) The aggregate non-audit fees and services billed by PwC for services rendered to the Registrant, and rendered to the Registrant’s investment adviser (not including any sub-adviser whose role is primarily portfolio management and is subcontracted with or overseen by another investment adviser), and any entity controlling, controlled by, or under common control with the adviser that provides ongoing services to the Registrant for the last two fiscal-years-ended October 31st were $0 and $162,806 for 2024 and 2023, respectively.

 

(g) The aggregate non-audit fees and services billed by E&Y for services rendered to the Registrant, and rendered to the Registrant’s investment adviser (not including any sub-adviser whose role is primarily portfolio management and is subcontracted with or overseen by another investment adviser), and any entity controlling, controlled by, or under common control with the adviser that provides ongoing services to the Registrant for the last two fiscal-years-ended October 31st were $0 and $0 for 2024 and 2023, respectively.

 

(g) The aggregate non-audit fees and services billed by Cohen for services rendered to the Registrant, and rendered to the Registrant’s investment adviser (not including any sub-adviser whose role is primarily portfolio management and is subcontracted with or overseen by another investment adviser), and any entity controlling, controlled by, or under common control with the adviser that provides ongoing services to the Registrant for the last two fiscal-years-ended October 31st were $0 and $0 for 2024 and 2023, respectively.

 

 

 

 

 

(h) During the past fiscal year, all non-audit services provided by the Registrant’s principal accountant to either the Registrant’s investment adviser or to any entity controlling, controlled by, or under common control with the Registrant’s investment adviser that provides ongoing services to the Registrant were pre-approved by the Audit Committee of Registrant’s Board of Trustees. Included in the Audit Committee’s pre-approval of these non-audit service were the review and consideration as to whether the provision of these non-audit services is compatible with maintaining the principal accountant’s independence.

 

(i) Not Applicable. The Registrant has not retained, for the preparation of the audit report on the financial statements included in the Form N-CSR, a registered public accounting firm that has a branch or office that is located in a foreign jurisdiction and that the Public Company Accounting Oversight Board (the “PCAOB”) has determined that the PCAOB is unable to inspect or investigate completely because of a position taken by an authority in the foreign jurisdiction.

 

(j) Not applicable. The Registrant is not a “foreign issuer,” as defined in 17 CFR § 240.3b-4.

 

Item 5. Audit Committee of Listed Registrants.

 

Not applicable to open-end management investment companies.

 

Item 6. Schedule of Investments.

 

(a) The Schedule of Investments is included as part of the Financial Statements and Other Information filed under Item 7 of this form.

 

(b) Not applicable.

 

 

 

Item 7. Financial Statements and Financial Highlights for Open-End Management Investment Companies.

 

Financial statements and financial highlights are filed herein.

 

THE ADVISORS' INNER CIRCLE FUND

 

 

Global Managed Volatility Fund

 

ANNUAL FINANCIALS AND OTHER INFORMATION

 

October 31, 2024

 

This information must be preceded or accompanied by a current prospectus. Investors should read the prospectus carefully before investing.

 

 

THE ADVISORS’ INNER CIRCLE FUNDLSV
Global Managed Volatility Fund
October 31, 2024

 

 

TABLE OF CONTENTS

 

 

 

Financial Statements (Form N-CSR Item 7)  
Schedule of Investments 1
Statement of Assets and Liabilities 5
Statement of Operations 6
Statements of Changes in Net Assets 7
Financial Highlights 8
Notes to Financial Statements 9
Report of Independent Registered Public Accounting Firm 16
Notice to Shareholders (Unaudited) 17

 

 

Schedule of Investments

 

October 31, 2024

  

LSV Global Managed Volatility Fund
   Shares   Value (000) 
U.S. Common Stock (59.0%)
Communication Services (6.8%)
AT&T   4,900   $110 
Comcast, Cl A   4,500    197 
Electronic Arts   600    91 
Fox   1,400    59 
T-Mobile US   400    89 
Verizon Communications   3,000    127 
         673 
           
Consumer Discretionary (2.4%)
AutoZone*   10    30 
eBay   1,900    109 
H&R Block   1,700    102 
         241 
           
Consumer Staples (7.8%)
Altria Group   2,200    120 
Archer-Daniels-Midland   800    44 
Bunge Global   600    50 
General Mills   1,300    88 
Kellanova   700    56 
Kraft Heinz   3,300    110 
Kroger   2,600    145 
Molson Coors Beverage, Cl B   2,500    137 
WK Kellogg   475    8 
         758 
           
Energy (2.1%)
Chevron   300    45 
ExxonMobil   900    105 
Kinder Morgan   2,200    54 
         204 
           
Financials (8.5%)
Bank of New York Mellon   1,500    113 
Berkshire Hathaway, Cl B*   80    36 
Employers Holdings   1,200    58 
FS KKR Capital   2,200    45 
Golub Capital BDC   3,200    48 
Hartford Financial Services Group   1,300    144 
MGIC Investment   3,200    81 
New Mountain Finance   3,500    40 
Oaktree Specialty Lending   1,600    26 
Old Republic International   3,000    105 
Unum Group   1,000    64 
Western Union   5,800    62 
         822 
           
Health Care (12.8%)
Bristol-Myers Squibb   3,400    190 
Cardinal Health   800    87 
CVS Health   2,600    147 
Exelixis*   900    30 
Gilead Sciences   1,900    169 
Incyte*   700    52 
LSV Global Managed Volatility Fund
   Shares   Value (000) 
Health Care (continued)
Jazz Pharmaceuticals*   900   $99 
Johnson & Johnson   1,200    191 
McKesson   100    50 
Merck   400    41 
Pfizer   1,600    45 
Prestige Consumer Healthcare*   500    37 
United Therapeutics*   300    112 
         1,250 
           
Industrials (4.3%)
Allison Transmission Holdings   1,100    117 
CSG Systems International   800    37 
Cummins   200    66 
Lockheed Martin   200    109 
Science Applications International   300    44 
Snap-on   150    50 
         423 
           
Information Technology (10.5%)
Amdocs   1,600    140 
Arrow Electronics*   800    95 
Avnet   900    49 
Cisco Systems   1,900    104 
Cognizant Technology Solutions, Cl A   600    45 
Dell Technologies, Cl C   300    37 
Gen Digital   2,600    76 
Hewlett Packard Enterprise   4,300    84 
HP   4,000    142 
International Business Machines   700    145 
Progress Software   800    51 
TD SYNNEX   400    46 
         1,014 
           
Materials (2.3%)
Berry Global Group   900    63 
Graphic Packaging Holding   1,700    48 
NewMarket   140    73 
Sonoco Products   500    26 
         210 
           
Utilities (1.5%)
Entergy   300    47 
Evergy   700    42 
National Fuel Gas   900    54 
         143 
           
TOTAL U.S. COMMON STOCK
(Cost $5,190)        5,738 

 

The accompanying notes are an integral part of the financial statements

1

 

Schedule of Investments

 

October 31, 2024

 

LSV Global Managed Volatility Fund
   Shares   Value (000) 
Foreign Common Stock (39.6%)
Australia (0.7%)
AGL Energy   10,200   $70 
           
Austria (0.7%)
ANDRITZ   500    30 
UNIQA Insurance Group   5,300    42 
         72 
           
Belgium (1.1%)
Ageas   1,000    53 
Colruyt Group NorthV   1,100    51 
         104 
           
Brazil (0.5%)
Telefonica Brasil   5,200    47 
           
Canada (2.0%)
Canadian Imperial Bank of Commerce   1,000    62 
Canadian Tire, Cl A   400    43 
Loblaw   400    51 
Stella-Jones   700    42 
         198 
           
China (3.5%)
Bank of China, Cl H   224,000    107 
Bank of Communications, Cl H   63,000    48 
China Shenhua Energy, Cl H   11,000    48 
CRRC   78,000    50 
People's Insurance Group of China, Cl H   92,000    46 
PetroChina, Cl H   52,000    39 
         338 
           
Denmark (0.4%)
Scandinavian Tobacco Group   2,400    36 
           
France (3.7%)
Bouygues   1,300    42 
Carrefour   2,800    44 
Cie Generale des Etablissements Michelin SCA   1,800    61 
Orange   4,300    47 
Sanofi   400    42 
Societe BIC   800    59 
TotalEnergies   1,000    63 
         358 
           
Germany (0.4%)
Deutsche Telekom   1,300    39 
LSV Global Managed Volatility Fund
   Shares   Value (000) 
Hungary (0.8%)
Magyar Telekom Telecommunications   24,100   $74 
           
Isarel (0.5%)
Check Point Software Technologies*   300    52 
           
Italy (0.5%)
Eni   3,100    47 
           
Japan (6.6%)
AEON REIT Investment‡   40    33 
Brother Industries   2,900    56 
Canon   3,000    98 
Citizen Watch   6,900    41 
Fukuoka REIT‡   40    37 
Honda Motor   8,000    80 
Japan Post Holdings   4,600    42 
Japan Post Insurance   1,900    31 
Japan Tobacco   1,600    45 
Mitsubishi Shokuhin   1,500    48 
Mizuho Financial Group   2,100    44 
NIPPON EXPRESS HOLDINGS INC   800    39 
Yamaguchi Financial Group   6,000    59 
        653 
           
Malaysia (1.2%)
AMMB Holdings   54,000    63 
RHB Bank   35,700    52 
        115 
           
Netherlands (1.3%)
Koninklijke Ahold Delhaize   1,300    43 
Shell   2,400    80 
        123 
           
Norway (0.5%)
Orkla   5,500    51 
           
Portugal (0.4%)
Navigator   10,100    39 
           
Russia (–%)
LUKOIL PJSC(A),(B)   1,300     
           
Singapore (1.8%)
DBS Group Holdings   1,780    52 
Jardine Cycle & Carriage   2,500    52 
United Overseas Bank   2,800    68 
        172 
           
South Korea (3.1%)
Industrial Bank of Korea   3,100    32 
Kia   400    26 

 

The accompanying notes are an integral part of the financial statements

2

 

Schedule of Investments

 

October 31, 2024

 

LSV Global Managed Volatility Fund
   Shares   Value (000) 
South Korea (continued)
KT   1,200   $38 
KT&G   500    40 
Samsung Card   1,200    35 
Samsung Fire & Marine Insurance   100    24 
SK Telecom   2,700    111 
         306 
           
Spain (1.4%)
Indra Sistemas   2,943    52 
Logista Integral   1,600    49 
Repsol   3,100    39 
         140 
           
Sweden (0.5%)
Swedbank   2,400    49 
           
Switzerland (1.7%)
Novartis   900    98 
Sandoz Group   360    16 
Valiant Holding   400    47 
         161 
           
Taiwan (1.6%)
Chicony Electronics   10,000    50 
Hon Hai Precision Industry   11,000    71 
Powertech Technology   8,000    31 
         152 
           
Thailand (1.4%)
Kiatnakin Phatra Bank   27,300    44 
Krung Thai Bank   145,600    88 
         132 
           
United Kingdom (3.3%)
BAE Systems   2,100    34 
British American Tobacco   1,300    45 
BT Group, Cl A   27,100    48 
Frasers Group*   3,800    38 
GSK   2,400    43 
Imperial Brands   1,900    58 
Tesco   12,200    54 
         320 
           
TOTAL FOREIGN COMMON STOCK
(Cost $3,448)        3,848 
           
Warrants (0.0%)*
Thailand (0.0%)
Kiatnakin Phatra Bank 01/03/2027*   2,275     
           
TOTAL WARRANTS
(Cost $–)         
LSV Global Managed Volatility Fund
   Face Amount (000)   Value (000) 
Repurchase Agreement (0.7%)
South Street Securities 4.500%, dated 10/31/2024, to be repurchased on 11/01/2024, repurchase price $67 (collateralized by various U.S. Treasury obligations, ranging in par value $0 - $65, 0.625% - 4.250%, 03/31/2025 - 02/15/2052; total market value $69)  $67   $67 
TOTAL REPURCHASE AGREEMENT
(Cost $67)        67 
           
Total Investments – 99.3%
(Cost $8,705)       $9,653 

 

Percentages are based on Net Assets of $9,729 (000).

 

*Non-income producing security.
Real Estate Investment Trust.
(A)Security is Fair Valued.
(B)Level 3 security in accordance with fair value hierarchy.

 

Cl — Class

PJSC — Public Joint Stock Company

REIT — Real Estate Investment Trust

 

The accompanying notes are an integral part of the financial statements

3

 

Schedule of Investments

 

October 31, 2024

 

The following is a summary of the level of inputs used as of October 31, 2024, in valuing the Fund's investments carried at value ($ 000):

 

Investments in Securities  Level 1   Level 2   Level 3(1)    Total 
Common Stock
United States  $5,738   $   $   $5,738 
Total Common Stock   5,738            5,738 
Foreign Common Stock
Australia       70        70 
Austria       72        72 
Belgium       104        104 
Brazil   47            47 
Canada   198            198 
China       338        338 
Denmark       36        36 
France       358        358 
Germany       39        39 
Hungary       74        74 
Isarel   52            52 
Italy       47        47 
Japan       653        653 
Malaysia       115        115 
Netherlands       123        123 
Norway       51        51 
Portugal       39        39 
Russia           ^   ^
Singapore       172        172 
South Korea       306        306 
Spain       140        140 
Sweden       49        49 
Switzerland       161        161 
Taiwan       152        152 
Thailand       132        132 
United Kingdom       320        320 
Total Foreign Common Stock   297    3,551    ^   3,848 
Total Warrants                
Total Repurchase Agreement       67        67 
Total Investments in Securities  $6,035   $3,618   $^  $9,653 

 

(1)A reconciliation of Level 3 investments and disclosures of significant unobservable inputs are presented when the Fund has a significant amount of Level 3 investments at the beginning and/or end of the period in relation to Net Assets. Management has concluded that Level 3 investments are not material in relation to Net Assets.
^Includes Securities in which the fair value is $0 or has been rounded to $0.

 

Amounts designated as "—" are $0 or have been rounded to $0.

 

For more information on valuation inputs, see Note 2 — Significant Accounting Policies in the Notes to Financial Statements.

 

 

The accompanying notes are an integral part of the financial statements

4

 

Statement of Assets and Liabilities (000)

 

October 31, 2024

 

   LSV Global Managed Volatility Fund 
Assets:     
Investments, at Value (Cost $8,705)  $9,653 
Foreign Currency, at Value (Cost $24)   24 
Dividends and Interest Receivable   21 
Receivable due from Investment Adviser   9 
Reclaims Receivable   14 
Prepaid Expenses   30 
Total Assets   9,751 
Liabilities:     
Payable for Custody Fees   10 
Payable due to Transfer Agent   6 
Payable for Printing Fees   5 
Payable due to Administrator    
Payable due to Trustees    
Payable due to Chief Compliance Officer    
Other Accrued Expenses   1 
Total Liabilities   22 
Net Assets  $9,729 
Net Assets Consist of:     
Paid-in Capital  $7,556 
Total Distributable Earnings   2,173 
Net Assets  $9,729 
Net Asset Value, Offering and Redemption Price Per Share — Institutional Class Shares ($9,562 ÷ 815,056 shares)(1)  $11.73 
Net Asset Value, Offering and Redemption Price Per Share — Investor Class Shares ($167 ÷ 14,175 shares)(1)  $11.80*

 

(1)Shares have not been rounded.
*Net Assets divided by Shares does not calculate to the stated NAV because Net Asset amounts are shown rounded.

 

Amounts designated as "—" are $0 or have been rounded to zero.

 

The accompanying notes are an integral part of the financial statements

5

 

Statement of Operations (000)

 

For the year ended October 31, 2024

 

   LSV Global Managed Volatility Fund 
Investment Income:     
Dividend Income  $412 
Interest Income   3 
Foreign Taxes Withheld   (44)
Total Investment Income   371 
Expenses:     
Investment Advisory Fees   65 
Administration Fees   6 
Chief Compliance Officer Fees   2 
Trustees' Fees   1 
Transfer Agent Fees   37 
Registration and Filing Fees   37 
Custodian Fees   27 
Professional Fees   2 
Printing Fees   1 
Insurance and Other Fees   13 
Total Expenses   191 
Less: Waiver of Investment Advisory Fees   (65)
Less: Reimbursement of Expenses from Investment Adviser   (42)
Less: Fees Paid Indirectly — (see Note 4)   (3)
Net Expenses   81 
Net Investment Income   290 
Net Realized Gain on Investments   1,041 
Net Realized Loss on Foreign Currency Transactions   (3)
Net Realized Gain   1,038 
Net Change in Unrealized Appreciation on Investments   1,182 
Net Change in Unrealized Appreciation on Foreign Currency Translation   1 
Net Unrealized Gain   1,183 
Net Realized and Unrealized Gain   2,221 
Net Increase in Net Assets Resulting from Operations  $2,511 

 

The accompanying notes are an integral part of the financial statements 

6

 

Statements of Changes in Net Assets (000)

 

For the year ended October 31,

 

   LSV Global Managed Volatility Fund
   2024   2023 
Operations:          
Net Investment Income  $290   $820 
Net Realized Gain   1,038    1,182 
Net Change in Unrealized Appreciation   1,183    677 
Net Increase in Net Assets Resulting from Operations   2,511    2,679 
Distributions          
Institutional Class Shares   (1,764)   (966)
Investor Class Shares   (28)   (5)
Total Distributions   (1,792)   (971)
Capital Share Transactions:          
Institutional Class Shares:          
Issued   709    1,142 
Reinvestment of Dividends and Distributions   1,764    966 
Redeemed   (5,251)   (24,656)
Net Decrease from Institutional Class Shares Transactions   (2,778)   (22,548)
Investor Class Shares:          
Issued   59    10 
Reinvestment of Dividends and Distributions   28    6 
Redeemed   (120)   (23)
Net Decrease from Investor Class Shares Transactions   (33)   (7)
Net Decrease in Net Assets Derived from Capital Share Transactions   (2,811)   (22,555)
Total Decrease in Net Assets   (2,092)   (20,847)
Net Assets:          
Beginning of Year   11,821    32,668 
End of Year  $9,729   $11,821 
Shares Transactions:          
Institutional Class:          
Issued   65    103 
Reinvestment of Dividends and Distributions   167    89 
Redeemed   (484)   (2,172)
Total Institutional Class Share Transactions   (252)   (1,980)
Investor Class:          
Issued   5    1 
Reinvestment of Dividends and Distributions   3    1 
Redeemed   (11)   (3)
Total Investor Class Share Transactions   (3)   (1)
Net Decrease in Shares Outstanding   (255)   (1,981)

 

The accompanying notes are an integral part of the financial statements 

7

 

Financial Highlights

 

For a share outstanding throughout each year ended October 31,

 

    Net Asset Value Beginning of Year   Net Investment Income(1)   Realized and Unrealized Gains (Losses)   Total from Operations   Dividends from Net Investment Income   Distributions from Realized Gains   Total Dividends and Distributions   Net Asset Value End of Year   Total Return†   Net Assets End of Year (000)   Ratio of Expenses to Average Net Assets   Ratio of Expenses to Average Net Assets (Excluding Waivers, Reimbursements and Fees Paid Indirectly)   Ratio of Net Investment Income to Average Net Assets   Portfolio Turnover Rate 
                                                          
LSV Global Managed Volatility Fund                                             
Institutional Class Shares 
2024   $10.90   $0.30   $2.17   $2.47   $(0.62)  $(1.02)  $(1.64)  $11.73    24.97%  $9,562    0.75%   1.76%   2.68%   18%
2023    10.66    0.35    0.24    0.59    (0.28)   (0.07)   (0.35)   10.90    5.58    11,632    0.75    1.14    3.15    19 
2022    11.68    0.35    (1.00)   (0.65)   (0.37)       (0.37)   10.66    (5.84)   32,476    0.75    1.25    3.13    15 
2021    9.22    0.29    2.43    2.72    (0.26)       (0.26)   11.68    29.91    17,249    0.75    1.37    2.66    20 
2020    11.36    0.26    (1.53)   (1.27)   (0.44)   (0.43)   (0.87)   9.22    (12.40)   14,915    0.75    1.39    2.68    24 
Investor Class Shares
2024   $10.95   $0.26   $2.20   $2.46   $(0.59)  $(1.02)  $(1.61)  $11.80    24.68%  $167    1.00%   2.01%   2.36%   18%
2023    10.70    0.31    0.25    0.56    (0.24)   (0.07)   (0.31)   10.95    5.30    189    1.00    1.48    2.80    19 
2022    11.73    0.33    (1.02)   (0.69)   (0.34)       (0.34)   10.70    (6.14)   192    1.00    1.49    2.95    15 
2021    9.24    0.30    2.41    2.71    (0.22)       (0.22)   11.73    29.67    134    1.00    1.59    2.70    20 
2020    11.38    0.24    (1.53)   (1.29)   (0.42)   (0.43)   (0.85)   9.24    (12.60)   111    1.00    1.63    2.43    24 

 

Total return is for the period indicated and has not been annualized. Total return would have been lower had the Adviser not waived a portion of its fee. Total returns shown do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares.

(1)Per share data calculated using average shares method.

 

Amounts designated as "—" are $0 or have been rounded to $0.

 

The accompanying notes are an integral part of the financial statements

8

 

Notes to Financial Statements

 

October 31, 2024

 

1. Organization:

 

The Advisors' Inner Circle Fund (the "Trust") is organized as a Massachusetts business trust under an Amended and Restated Agreement and Declaration of Trust dated February 18, 1997. The Trust is registered under the Investment Company Act of 1940, as amended, as an open-end management investment company with 26 funds. The financial statements herein are those of the LSV Global Managed Volatility Fund, a diversified Fund (the "Fund"). The Fund seeks long-term growth of capital by investing at least 40% of its assets in non-US companies. The financial statements of the remaining funds of the Trust are not presented herein, but are presented separately. The assets of each fund are segregated, and a shareholder's interest is limited to the fund in which shares are held.

 

2. Significant Accounting Policies:

 

The accompanying financial statements have been prepared in conformity with U.S. generally accepted accounting principles ("U.S. GAAP") and are presented in U.S. dollars which is the functional currency of the Fund. The Fund is an investment company and therefore applies the accounting and reporting guidance issued by the U.S. Financial Accounting Standards Board ("FASB") in Accounting Standards Codification ("ASC") Topic 946, Financial Services — Investment Companies. The following are significant accounting policies which are consistently followed in the preparation of the financial statements.

 

Use of Estimates — The preparation of financial statements requires management to make estimates and assumptions that affect the fair value of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of increases and decreases in net assets from operations during the reporting period. Actual results could differ from those estimates and such differences could be material.

 

Security Valuation — Securities listed on a securities exchange, market or automated quotation system for which quotations are readily available (except for securities traded on NASDAQ), including securities traded over the counter, are valued at the last quoted sale price on an exchange or market (foreign or domestic) on which they are traded on the valuation date (or at approximately 4:00 pm ET if a security's primary exchange is normally open at that time), or, if there is no such reported sale on the valuation date, at the most recent quoted bid price. For securities traded on NASDAQ, the NASDAQ Official Closing

Price will be used. The prices for foreign securities are reported in local currency and converted to U.S. dollars using currency exchange rates.

 

Securities for which market prices are not "readily available" are valued in accordance with fair value procedures (the "Fair Value Procedures") established by the Adviser and approved by the Trust's Board of Trustees (the "Board"). Pursuant to Rule 2a-5 under the 1940 Act, the Board has designated the Adviser as the "valuation designee" to determine the fair value of securities and other instruments for which no readily available market quotations are available. The Fair Value Procedures are implemented through a Fair Value Committee (the "Committee") of the Adviser.

 

Some of the more common reasons that may necessitate that a security be valued using Fair Value Procedures include: the security's trading has been halted or suspended; the security has been de-listed from a national exchange; the security's primary trading market is temporarily closed at a time when under normal conditions it would be open; the security has not been traded for an extended period of time; the security's primary pricing source is not able or willing to provide a price; or trading of the security is subject to local government-imposed restrictions. When a security is valued in accordance with the Fair Value Procedures, the Committee will determine the value after taking into consideration relevant information reasonably available to the Committee. As of October 31, 2024, the total market value of securities that were fair valued by the Committee were $0 (000) or 0.0% of Net Assets.

 

For securities that principally trade on a foreign market or exchange, a significant gap in time can exist between the time of a particular security's last trade and the time at which the Fund calculates its net asset value. The closing prices of such securities may no longer reflect their market value at the time the Fund calculates net asset value if an event that could materially affect the value of those securities (a "Significant Event") has occurred between the time of the security's last close and the time that the Fund calculates net asset value. A Significant Event may relate to a single issuer or to an entire market sector. If the adviser of the Fund becomes aware of a Significant Event that has occurred with respect to a security or group of securities after the closing of the exchange or market on which the security or securities principally trade, but before the time at which the Fund calculates net asset value, it may request that a Committee meeting be called. In addition, the Fund's administrator monitors price movements among certain selected indices, securities and/or baskets of securities that may be an indicator that the closing prices received earlier from foreign exchanges or markets may not reflect market value at the time the Fund calculates net asset value. If price movements in a monitored index or security exceed levels established by the administrator, the administrator notifies the adviser that such limits have been exceeded. In such event, the adviser makes the determination whether a Committee meeting should be called based on the information provided. 

 9

 

Notes to Financial Statements

 

October 31, 2024

  

The Fund uses Intercontinental Exchange Data Pricing & Reference Data, LLC ("ICE") as a third party fair valuation vendor when the fair value trigger is met. ICE provides a fair value for foreign securities in the Fund based on certain factors and methodologies (involving, generally, tracking valuation correlations between the U.S. market and each non-U.S. security) applied by ICE in the event that there is a movement in the U.S. market that exceeds a specific threshold established by the Committee. The Committee establishes a "confidence interval" which is used to determine the level of correlation between the value of a foreign security and movements in the U.S. market before a particular security is fair valued when the threshold is exceeded. In the event that the threshold established by the Committee is exceeded on a specific day, the Fund values its non-U.S. securities that exceed the applicable "confidence interval" based upon the fair values provided by ICE. In such event, it is not necessary to hold a Committee meeting. In the event that the Adviser believes that the fair values provided by ICE are not reliable, the Adviser contacts SEI Investments Global Fund Services (the "Administrator") and may request that a meeting of the Committee be held. As of October 31, 2024, the total market value of securities valued in accordance with Fair Value Procedures were $3,551 (000) or 36.5% of Net Assets. If a local market in which the Fund owns securities is closed for one or more days, the Fund shall value all securities held in that corresponding currency based on the fair value prices provided by ICE using the predetermined confidence interval discussed above.

 

In accordance with the authoritative guidance on fair value measurements and disclosure under U.S. GAAP, the Fund discloses fair value of its investments in a hierarchy that prioritizes the inputs to valuation techniques used to measure the fair value. The objective of a fair value measurement is to determine the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (an exit price). Accordingly, the fair value hierarchy gives the highest priority to quoted prices (unadjusted) in active markets for identical assets or liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3). The three levels of the fair value hierarchy are described below:

 

Level 1 — Unadjusted quoted prices in active markets for identical, unrestricted assets or

liabilities that the Fund has the ability to access at the measurement date;

 

Level 2 — Other significant observable inputs (includes quoted prices for similar securities, interest rates, prepayment speeds, credit risk, referenced indices, quoted prices in inactive markets, adjusted quoted prices in active markets, adjusted quoted prices on foreign equity securities that were adjusted in accordance with The Adviser's pricing procedures, etc.); and

 

Level 3 — Prices, inputs or proprietary modeling techniques which are both significant to the fair value measurement and unobservable (supported by little or no market activity).

 

Investments are classified within the level of the lowest significant input considered in determining fair value. Investments classified within Level 3 whose fair value measurement considers several inputs may include Level 1 or Level 2 inputs as components of the overall fair value measurement.

 

Federal Income Taxes — It is the Fund's intention to continue to qualify as a regulated investment company for Federal income tax purposes by complying with the appropriate provisions of Subchapter M of the Internal Revenue Code of 1986, as amended and to distribute substantially all of its income to shareholders. Accordingly, no provision for Federal income taxes has been made in the financial statements.

 

The Fund evaluates tax positions taken or expected to be taken in the course of preparing the Fund's tax returns to determine whether it is "more-likely-than-not" (i.e., greater than 50-percent) that each tax position will be sustained upon examination by a taxing authority based on the technical merits of the position. Tax positions not deemed to meet the more-likely-than-not threshold are recorded as a tax benefit or expense in the current year. The Fund did not record any tax provision in the current period. However, management's conclusions regarding tax positions taken may be subject to review and adjustment at a later date based on factors including, but not limited to, examination by tax authorities (i.e. the last three open tax year ends, as applicable), on-going analysis of and changes to tax laws, regulations and interpretations thereof.

 

As of and during the year ended October 31, 2024, the Fund did not have a liability for any unrecognized tax benefits. The Fund recognizes interest and penalties, if any, related to unrecognized tax benefits as income tax expense in the Statement of Operations. During the year ended October 31, 2024, the Fund did not incur any interest or penalties. 

 10

 

Notes to Financial Statements

 

October 31, 2024

 

Withholding taxes on foreign dividends, if any, have been provided for in accordance with the Funds' understanding of the applicable country's tax rules and rates. The Funds or their agent files withholding tax reclaims in certain jurisdictions to recover certain amounts previously withheld. The Funds may record a reclaim receivable based on collectability, which includes factors such as the jurisdiction's applicable laws, payment history and market convention. Professional fees paid to those that provide assistance in receiving the tax reclaims, which generally are contingent upon successful receipt of reclaimed amounts, are recorded in Professional Fees on the Statements of Operations once the amounts are due. The professional fees related to pursuing these tax reclaims are not subject to the Adviser's expense limitation agreement.

 

Security Transactions and Investment Income—Security transactions are accounted for on trade date for financial reporting purposes. Costs used in determining realized gains or losses on the sale of investment securities are based on the specific identification method. Dividend income is recorded on the ex-dividend date. Interest income is recognized on the accrual basis from settlement date. Certain dividends from foreign securities will be recorded as soon as the Fund is informed of the dividend if such information is obtained subsequent to the ex-dividend date.

 

Investments in Real Estate Investment Trusts (REIT) — With respect to the Fund, dividend income is recorded based on the income included in distributions received from the REIT investments using published REIT reclassifications including some management estimates when actual amounts are not available. Distributions received in excess of this estimated amount are recorded as a reduction of the cost of investments or reclassified to capital gains. The actual amounts of income, return of capital, and capital gains are only determined by each REIT after its fiscal year end, and may differ from the estimated amounts.

 

Repurchase Agreements — In connection with transactions involving repurchase agreements, a third party custodian bank takes possession of the underlying securities ("collateral"), the value of which exceeds the principal amount of the repurchase transaction, including accrued interest. Such collateral will be cash, debt securities issued or guaranteed by the U.S. Government, securities that at the time the repurchase agreement is entered into are rated in the highest category by a nationally recognized statistical rating organization ("NRSRO") or unrated category by an NRSRO, as determined by the Adviser. Provisions of

the repurchase agreements and procedures adopted by the Board require that the market value of the collateral, including accrued interest thereon, is sufficient in the event of default by the counterparty. In the event of default on the obligation to repurchase, the Fund has the right to liquidate the collateral and apply the proceeds in satisfaction of the obligation. In the event of default or bankruptcy by the counterparty to the agreement, realization and/or retention of the collateral or proceeds may be subject to legal proceedings.

 

Repurchase agreements are entered into by the Fund under Master Repurchase Agreements ("MRA") which permit the Fund, under certain circumstances including an event of default (such as bankruptcy or insolvency), to offset payables and/or receivables under the MRA with collateral held and/or posted to the counterparty and create one single net payment due to or from the Fund.

 

At October 31, 2024, the open repurchase agreements by counterparty which is subject to a MRA on a net payment basis is as follows (000):

 

Counterparty 

Repurchase

Agreement

  

Fair

Value of

Non-Cash

Collateral

Received(1)

  

Cash

Collateral

Received(1)

   Net Amount(2) 
South Street Securities  $67   $67   $0   $0 

(1)The amount of collateral reflected in the table does not include any over-collateralization received by the Fund.
(2)Net amount represents the net amount receivable due from the counterparty in the event of default.

 

Foreign Currency Translation— The books and records of the Fund are maintained in U.S. dollars. Investment securities and other assets and liabilities denominated in a foreign currency are translated into U.S. dollars on the date of valuation. The Fund does not isolate that portion of realized or unrealized gains and losses resulting from changes in the foreign exchange rate from fluctuations arising from changes in the market prices of the securities. These gains and losses are included in net realized and unrealized gains and losses on investments on the Statement of Operations. Net realized and unrealized gains and losses on foreign currency transactions represent net foreign exchange gains or losses from foreign currency exchange contracts, disposition of foreign currencies, currency gains or losses realized between trade and settlement dates on securities transactions and the difference between the amount of the investment income and foreign withholding taxes recorded on the Fund's books and the U.S. dollar equivalent amounts actually received or paid. 

 11

 

Notes to Financial Statements

 

October 31, 2024

 

Expenses— Expenses that are directly related to the Fund are charged to the Fund. Other operating expenses of the Trust are prorated to the Fund based on the number of funds and/or average daily net assets.

 

Classes— Class specific expenses are borne by that class of shares. Income, realized and unrealized gains and losses and non-class specific expenses are allocated to the respective class on the basis of average daily net assets.

 

Dividends and Distributions to Shareholders—Dividends from net investment income, if any, are declared and paid to shareholders annually. Any net realized capital gains are distributed to shareholders at least annually.

 

3.Transactions with Affiliates:

 

Certain officers of the Trust are also employees of SEI Investments Global Funds Services (the "Administrator"), a wholly owned subsidiary of SEI Investments Company and/or SEI Investments Distribution Co. (the "Distributor"). Such officers are paid no fees by the Trust for serving as officers of the Trust other than the Chief Compliance Officer ("CCO") as described below.

 

A portion of the services provided by the CCO and his staff, whom are employees of the Administrator, are paid for by the Trust as incurred. The services include regulatory oversight of the Trust's Advisors and service providers as required by SEC regulations. The CCO's services have been approved by and reviewed by the Board.

 

4.Administration, Distribution, Shareholder Servicing, Transfer Agent and Custodian Agreements:

 

The Fund, along with other series of the Trust advised by LSV Asset Management (the "Adviser"), and the Administrator are parties to an Administration Agreement, under which the Administrator provides administrative services to the Fund. For these services, the Administrator is paid an asset based fee, subject to certain minimums, which will vary depending on the number of share classes and the average daily net assets of the Fund. For the year ended October 31, 2024, the Fund incurred $6,385 for these services.

 

The Fund has adopted a distribution plan under Rule 12b-1 under the 1940 Act for Investor Class Shares that allows the Fund to pay distribution and service fees for the sale and distribution of its shares, and for services provided to shareholders. The maximum annual distribution fee for Investor Class Shares of the Fund is 0.25% annually of the average daily net assets. For the year ended October 31, 2024, the Fund incurred $436 of distribution fees.

SS&C Global Investor & Distribution Solutions, Inc. serves as transfer agent and dividend disbursing agent for the Fund under the transfer agency agreement with the Trust. During the year ended October 31, 2024, the Fund earned $2,833 in cash management credits which were used to offset transfer agent expenses. This amount is labeled as "Fees Paid Indirectly" on the Statement of Operations.

 

U.S. Bank, N.A. acts as custodian (the "Custodian") for the Fund. The Custodian plays no role in determining the investment policies of the Fund or which securities are to be purchased and sold by the Fund.

 

5.Investment Advisory Agreement:

 

The Trust and the Adviser are parties to an Investment Advisory Agreement, under which the Adviser receives an annual fee equal to 0.60% of the Fund's average daily net assets. The Adviser has contractually agreed to waive its fee (excluding interest, taxes, brokerage commissions, acquired fund fees and expenses, and extraordinary expenses) in order to limit the Fund's total operating expenses after fee waivers and/or expense reimbursements to a maximum of 0.75% and 1.00% of the Fund's Institutional Class and Investor Class Shares' average daily net assets, respectively, through February 28, 2025. Refer to waiver of investment advisory fees on the Statement of Operations for fees waived for the year ended October 31, 2024.

 

6.Investment Transactions:

 

The cost of security purchases and the proceeds from security sales, other than short-term investments, for the year ended October 31, 2024, were as follows (000):

 

Purchases   $1,937 
Sales   $6,255 

 

7.Federal Tax Information:

 

The amount and character of income and capital gain distributions to be paid, if any, are determined in accordance with Federal income tax regulations, which may differ from U.S. GAAP. As a result, net investment income (loss) and net realized gain (loss) on investment transactions for a reporting period may differ significantly from distributions during such period. These book/tax differences may be temporary or permanent. To the extent these differences are permanent in nature, they are charged or credited to distributable earnings or paid-in capital, as appropriate, in the period that the differences arise.

 

The permanent differences primarily consist of foreign currency translations, investments in passive foreign investment companies (PFICs) and reclassification of long term capital gain distribution on REITs. There are no permanent differences that are credited or charged to Paid-in Capital and Distributable Earnings (Accumulated Losses) as of October 31, 2024.

 12

 

Notes to Financial Statements

 

October 31, 2024

 

The tax character of dividends and distributions paid during the years ended October 31, 2024 and 2023 was as follows (000):

 

    Ordinary Income   Long-Term Capital Gain   Total 
2024   $942   $850   $1,792 
2023    775    196    971 

 

As of October 31, 2024, the components of distributable earnings (accumulated losses) on a tax basis were as follows (000):

 

Undistributed Ordinary Income  $338 
Undistributed Long-Term Capital Gain   912 
Other Temporary Differences   (3)
Unrealized Appreciation   926 
Total Distributable Earnings  $2,173 

 

Capital loss carryforward rules allow for a Registered Investment Company ("RIC") to carry forward capital losses indefinitely and to retain the character of capital loss carryforwards as short-term or long-term. The Fund had no capital loss carryforwards at October 31, 2024. During the year ended October 31, 2024, $0 (000) of capital loss carryforwards were utilized to offset capital gains.

 

The total cost of securities for Federal income tax purposes and the aggregate gross unrealized appreciation and depreciation on investments held by the Fund at October 31, 2024, were as follows (000):

 

    Aggregated   Aggregated     
    Gross   Gross   Net 
Federal   Unrealized   Unrealized   Unrealized 
Tax Cost   Appreciation   Depreciation   Appreciation 
$8,725   $1,496   $(570)  $926 

 

For Federal income tax purposes, the difference between Federal tax cost and book cost primarily relates to wash sales and investments in passive foreign investment companies (PFICs).

 

8.Concentration of Risks:

 

Since the Fund purchases equity securities, the Fund is subject to the risk that stock prices will fall over short or extended periods of time. Historically, the equity markets have moved in cycles, and the value of the Fund's equity securities may fluctuate drastically from day-to-day. Individual companies may report poor results or be negatively affected by industry and/or economic trends and developments. The prices of securities issued by such companies may suffer a decline in response. These factors contribute to price volatility, which is the principal risk of investing in the Fund.

 

Although the Fund seeks to manage volatility within its portfolio, there is no guarantee that the Fund will be

successful. Securities in the Fund's portfolio may be subject to price volatility, and the Fund's share price may not be any less volatile than the market as a whole and could be more volatile. The Adviser's determinations/expectations regarding volatility may be incorrect or inaccurate, which may also adversely affect the Fund's actual volatility. The Fund also may underperform other funds with similar investment objectives and strategies. The Fund may provide protection in volatile markets by potentially curbing or mitigating the risk of loss in declining equity markets, but the Fund's opportunity to achieve returns when the equity markets are rising may also be limited. In general, the greater the protection against downside loss, the lesser the Fund's opportunity to participate in the returns generated by rising equity markets; however, there is no guarantee that the Fund will be successful in protecting the value of its portfolio in down markets.

 

Investing in foreign companies, including direct investments and through Depositary Receipts, poses additional risks since political and economic events unique to a country or region will affect those markets and their issuers. These risks will not necessarily affect the U.S. economy or similar issuers located in the United States. In addition, investments in foreign companies are generally denominated in a foreign currency, the value of which may be influenced by currency exchange rates and exchange control regulations. Changes in the value of a currency compared to the U.S. dollar may affect (positively or negatively) the value of the Fund's investments. These currency movements may occur separately from, and in response to, events that do not otherwise affect the value of the security in the issuer's home country. Securities of foreign companies may not be registered with the U.S. Securities and Exchange Commission (the "SEC") and foreign companies are generally not subject to the regulatory controls imposed on U.S. issuers and, as a consequence, there is generally less publicly available information about foreign securities than is available about domestic securities. Income from foreign securities owned by the Fund may be reduced by a withholding tax at the source, which tax would reduce income received from the securities comprising the portfolio. Foreign securities may also be more difficult to value than securities of U.S. issuers. While Depositary Receipts provide an alternative to directly purchasing the underlying foreign securities in their respective national markets and currencies, investments in Depositary Receipts continue to be subject to many of the risks associated with investing directly in foreign securities.

 

Investments in emerging markets securities are considered speculative and subject to heightened risks in addition to the general risks of investing in foreign securities. Unlike more established markets, emerging markets may have governments that are less stable, markets that are less liquid and economies that are less developed. In addition, the securities markets of emerging market countries may consist of companies with smaller market capitalizations and may suffer periods of relative illiquidity; significant price volatility; restrictions on foreign investment; and possible restrictions on repatriation of investment income and capital. Furthermore, foreign investors may be required to register the proceeds of sales, and future economic or political crises could lead to price controls, forced mergers, expropriation or confiscatory taxation, seizure, nationalization or creation of government monopolies. 

 13

 

Notes to Financial Statements

 

October 31, 2024

  

Russia's military invasion of Ukraine in February 2022, the resulting responses by the United States and other countries, and the potential for wider conflict have had, and could continue to have, severe adverse effects on regional and global economies and could further increase volatility and uncertainty in the financial markets. The United States and other countries have imposed broad-ranging economic sanctions on Russia and certain Russian individuals, banking entities and corporations as a response to its invasion of Ukraine.

 

The United States and other countries have also imposed economic sanctions on Belarus and may impose sanctions on other countries that provide military or economic support to Russia. These sanctions, as well as any other economic consequences related to the invasion, such as additional sanctions, boycotts or changes in consumer or purchaser preferences or cyberattacks on governments, companies or individuals, may further decrease the value and liquidity of certain Russian securities and securities of issuers in other countries that are subject to economic sanctions related to the invasion. To the extent that a Fund has exposure to Russian investments or investments in countries affected by the invasion, the Fund's ability to price, buy, sell, receive or deliver such investments may be impaired. In addition, any exposure that a Fund may have to counterparties in Russia or in countries affected by the invasion could negatively impact the Fund's investments. The extent and duration of military actions and the repercussions of such actions (including any retaliatory actions or countermeasures that may be taken by those subject to sanctions) are impossible to predict. These events have resulted in, and could continue to result in, significant market disruptions, including in certain industries or sectors such as the oil and natural gas markets, and may further strain global supply chains and negatively affect inflation and global growth. These and any related events could significantly impact a Fund's performance and the value of an investment in a Fund beyond any direct exposure a Fund may have to

Russian issuers or issuers in other countries affected by the invasion.

 

As a result of the Fund's investments in securities or other investments denominated in, and/or receiving revenues in, foreign currencies, the Fund will be subject to currency risk. Currency risk is the risk that foreign currencies will decline in value relative to the U.S. dollar, in which case, the dollar value of an investment in the Fund would be adversely affected.

 

Markets for securities in which the Fund invests may decline significantly in response to adverse issuer, political, regulatory, market, economic or other developments that may cause broad changes in market value, public perceptions concerning these developments, and adverse investor sentiment or publicity. Similarly, the impact of any epidemic, pandemic or natural disaster, or widespread fear that such events may occur, could negatively affect the global economy, as well as the economies of individual countries, the financial performance of individual companies and sectors, and the markets in general in significant and unforeseen ways. Any such impact could adversely affect the prices and liquidity of the securities and other instruments in which the Fund invests, which in turn could negatively impact the Fund's performance and cause losses on your investment in the Fund.

 

The medium- and smaller-capitalization companies in which the Fund may invest may be more vulnerable to adverse business or economic events than larger, more established companies. In particular, investments in these medium- and small-sized companies may pose additional risks, including liquidity risk, because these companies tend to have limited product lines, markets and financial resources, and may depend upon a relatively small management group. Therefore, medium-and small-capitalization stocks may be more volatile than those of larger companies. These securities may be traded over-the-counter or listed on an exchange.

 

Since the Fund pursues a "value style" of investing, if the Adviser's assessment of market conditions, or a company's value or prospects for exceeding earnings expectations is wrong, the Fund could suffer losses or produce poor performance relative to other funds. In addition, "value stocks" can continue to be undervalued by the market for long periods of time.

 

9.Concentration of Shareholders:

 

At October 31, 2024, 93% of total shares outstanding for the Institutional Class Shares were held by four record shareholders owning 10% or greater of the aggregate total shares outstanding. At October 31, 2024, 94% of total shares outstanding for the Investor Class Shares were held by two record shareholders owning 10% or greater of the aggregate total shares outstanding. These were comprised mostly of omnibus accounts which were held on behalf of various individual shareholders. 

 14

 

Notes to Financial Statements

 

October 31, 2024

 

10.Indemnifications:

 

In the normal course of business, the Fund enters into contracts that provide general indemnifications. The Fund's maximum exposure under these arrangements is dependent on future claims that may be made against the Fund and, therefore, cannot be estimated; however, based on experience, the risk of loss from such claims is considered remote.

 

11.New Accounting Pronouncement:

 

In November 2023, the Financial Accounting Standards Board issued Accounting Standards Update No. 2023-07 ("ASU 2023-07"), Segment Reporting ("Topic 280"). ASU 2023-07 clarifies the guidance in Topic 280, which requires public entities to provide disclosures of significant segment expenses and other segment items. The guidance requires public entities to provide in interim periods all disclosures about a reportable segment's profit or loss and assets that are currently required annually and also applies to public entities with a single reportable segment. Entities are permitted to disclose more than one measure of a segment's profit or loss if such measures are used by the Chief Operating Decision Maker to allocate resources and assess performance, as long as at least one of those measures is determined in a way that is most consistent with the measurement principles used to measure the corresponding amounts in the consolidated financial statements. The amendments in ASU 2023-07 are effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024. Early adoption is permitted. Management is currently evaluating the implications, if any, of the additional requirements and their impact on a Fund's financial statements.

 

12.Subsequent Events:

 

The Fund has evaluated the need for additional disclosures and/or adjustments resulting from subsequent events through the date the financial statements were issued. Based on this evaluation, no additional disclosures or adjustments were required to the financial statements. 

 15

 

Report of Independent Registered Public Accounting Firm

 

To the Board of Trustees of The Advisors' Inner Circle Fund and the Shareholders of LSV Global Managed Volatility Fund

 

Opinion on the Financial Statements

 

We have audited the accompanying statement of assets and liabilities of LSV Global Managed Volatility Fund (the "Fund") (one of the funds constituting The Advisors' Inner Circle Fund (the "Trust")), including the schedule of investments, as of October 31, 2024, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, the financial highlights for each of the five years in the period then ended and the related notes (collectively referred to as the "financial statements"). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund (one of the funds constituting The Advisors' Inner Circle Fund) at October 31, 2024, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and its financial highlights for each of the five years in the period then ended, in conformity with U.S. generally accepted accounting principles.

 

Basis for Opinion

 

These financial statements are the responsibility of the Trust's management. Our responsibility is to express an opinion on the Fund's financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) ("PCAOB") and are required to be independent with respect to the Trust in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

 

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Trust is not required to have, nor were we engaged to perform, an audit of the Trust's internal control over financial reporting. As part of our audits, we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Trust's internal control over financial reporting. Accordingly, we express no such opinion.

 

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our procedures included confirmation of securities owned as of October 31, 2024, by correspondence with the custodian and others. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.

 

 

We have served as the auditor of one or more LSV Asset Management investment companies since 2005.

 

Philadelphia, Pennsylvania

December 23, 2024

 16

 

NOTICE TO SHAREHOLDERS

OF

LSV GLOBAL MANAGED VOLATILITY FUND

(Unaudited)

 

For shareholders that do not have an October 31, 2024 tax year end, this notice is for informational purposes only. For shareholders with an October 31, 2024 tax year end, please consult your tax advisor as to the pertinence of this notice. For the fiscal year ended October 31, 2024, the Fund is designating the following items with regard to distributions paid during the year.

 

Long-Term Capital Gain Distribution Ordinary Income Distributions Total Distributions Qualifying For Corporate Dividends Receivable Deduction (1) Qualifying Dividend Income (2) U.S. Government Interest (3) Interest Related Dividends(4) Short-Term Capital Gain Dividends (5) Qualifying Business Income (6)
47.45% 52.55% 100.00% 50.00% 93.90% 0.00% 0.00% 100.00% 0.39%

 

(1)Qualifying dividends represent dividends which qualify for the corporate dividends received deduction and is reflected as a percentage of ordinary income distributions (the total of short-term capital gain and net investment income distributions).

 

(2)The percentage in this column represents the amount of "Qualifying Dividend Income" as created by the Jobs and Growth Tax Relief Reconciliation Act of 2003 and is reflected as a percentage of ordinary income distributions (the total of short-term capital gain and net investment income distributions). It is the intention of the aforementioned Fund to designate the maximum amount permitted by the law.

  

(3)"U.S. Government Interest" represents the amount of interest that was derived from direct U.S. Government obligations and distributed during the fiscal year. This amount is reflected as a percentage of ordinary income distributions. Generally, interest from direct U.S. Government obligations is exempt from state income tax. However, for shareholders of the Advisors' Inner Circle Fund-LSV Global Managed Volatility Fund who are residents of California, Connecticut and New York, the statutory threshold requirements were not satisfied to permit exemption of these amounts from state income.

 

(4)The percentage in this column represents the amount of "Interest Related Dividend" is reflected as a percentage of ordinary income distribution. Interest related dividends is exempted from U.S. withholding tax when paid to foreign investors.

 

(5)The percentage in this column represents the amount of "Short-Term Capital Gain Dividends" is reflected as a percentage of short-term capital gain distribution that is exempted from U.S. withholding tax when paid to foreign investors.

 

(6)The percentage of this column represents that amount of ordinary dividend income that qualified for 20% Business Income Deduction.

 

The information reported herein may differ from the information and distributions taxable to the shareholders for the calendar year ending December 31, 2024. Complete information will be computed and reported in conjunction with your 2024 Form 1099-DIV. 

 17

 

Notes 

 

 

Notes 

 

 

Notes 

 

 

 

 

 

Item 8. Changes in and Disagreements with Accountants for Open-End Management Investment Companies.

 

There were no changes in or disagreements with accountants on accounting and financial disclosure during the period covered by the report.

 

Item 9. Proxy Disclosures for Open-End Management Investment Companies.

 

There were no matters submitted to a vote of shareholders during the period covered by this report.

 

Item 10. Remuneration Paid to Directors, Officers, and Others of Open-End Management Investment Companies.

 

No remuneration was paid by the company during the period covered by the report to any Officers of the Trust, other than as disclosed as part of the financial statements included above in Item 7.

 

Item 11. Statement Regarding Basis for Approval of Investment Advisory Contract.

 

The disclosure regarding the Approval of Advisory Agreement, if applicable, is included as part of the financial statements included above in Item 7.

 

Item 12. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies.

 

Not applicable to open-end management investment companies.

 

 

 

 

 

Item 13. Portfolio Managers of Closed-End Management Investment Companies.

 

Not applicable to open-end management investment companies.

 

Item 14. Purchases of Equity Securities by Closed-End Management Company and Affiliated Purchasers.

 

Not applicable to open-end management investment companies.

 

Item 15. Submission of Matters to a Vote of Security Holders.

 

There have been no changes to the procedures by which shareholders may recommend nominees to the Registrant’s Board of Trustees during the period covered by this report.

 

Item 16. Controls and Procedures.

 

(a) The Registrant's principal executive and principal financial officers, or persons performing similar functions, have concluded that the Registrant's disclosure controls and procedures, as defined in Rule 30a-3(c) under the Act (17 CFR § 270.30a-3(c)), as of a date within 90 days of the filing date of the report, are effective based on the evaluation of these controls and procedures required by Rule 30a-3(b) under the Act (17 CFR § 270.30a-3(b)) and Rule 13a-15(b) or Rule 15d-15(b) under the Securities Exchange Act of 1934, as amended (17 CFR § 240.13a-15(b) or § 240.15d-15(b)).

 

(b) There has been no change in the Registrant's internal control over financial reporting (as defined in Rule 30a-3(d) under the Act (17 CFR § 270.30a-3(d)) that occurred during the period covered by this report that has materially affected, or is reasonably likely to materially affect, the Registrant's internal control over financial reporting.

 

Item 17. Disclosure of Securities Lending Activities for Closed-End Management Investment Companies.

 

Not applicable to open-end management investment companies.

 

Item 18. Recovery of Erroneously Awarded Compensation.

 

(a) Not applicable.

 

(b) Not applicable.

 

Item 19. Exhibits.

 

(a)(1) Code of Ethics attached hereto.

 

(a)(2) Not applicable.

 

(a)(3) A separate certification for the principal executive officer and the principal financial officer of the Registrant, as required by Rule 30a-2(a) under the Act (17 CFR § 270.30a-2(a)), are filed herewith.

 

(a)(4) Not applicable.

 

(b) Officer certifications, as required by Rule 30a-2(b) under the Act (17 CFR § 270.30a-2(b)), also accompany this filing as exhibits.

 

 

 

 

 

SIGNATURES

 

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

 

(Registrant) The Advisors’ Inner Circle Fund  
     
By (Signature and Title) /s/ Michael Beattie  
  Michael Beattie  
  Principal Executive Officer  

Date: January 6, 2025

 

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

 

By (Signature and Title) /s/ Michael Beattie  
  Michael Beattie  
  Principal Executive Officer  

Date: January 6, 2025

 

By (Signature and Title) /s/ Andrew Metzger  
  Andrew Metzger  
  Principal Financial Officer  

Date: January 6, 2025