N-CSRS 1 hft_hf-ncsrs.htm HENNESSY FUNDS SEMIANNUAL REPORTS 4-30-14 hft_hf-ncsrs.htm




UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549


FORM N-CSR

CERTIFIED SHAREHOLDER REPORT OF REGISTERED
MANAGEMENT INVESTMENT COMPANIES




Investment Company Act file number (811-07168)



Hennessy Funds Trust
(Exact name of registrant as specified in charter)



7250 Redwood Blvd., Suite 200
Novato, CA 94945
(Address of principal executive offices) (Zip code)



Neil J. Hennessy
7250 Redwood Blvd., Suite 200
Novato, CA 94945
(Name and address of agent for service)



800-966-4354
Registrant’s telephone number, including area code



Date of fiscal year end: October 31, 2014



Date of reporting period:  April 30, 2014

 
 
 

 

Item 1. Reports to Stockholders.


 
 
 

 

SEMI-ANNUAL REPORT

APRIL 30, 2014


 



 

HENNESSY CORNERSTONE
GROWTH FUND
 
Investor Class HFCGX
Institutional Class HICGX


 

hennessyfunds.com | 1-800-966-4354


 
 
 

 

















(This Page Intentionally Left Blank.)
 


















 
 
 

 

Contents
 
 
Letter to Shareholders
2
Performance Overview
4
Financial Statements
 
Schedule of Investments
7
Statement of Assets and Liabilities
12
Statement of Operations
13
Statements of Changes in Net Assets
15
Financial Highlights
16
Notes to the Financial Statements
20
Expense Example
28
Proxy Voting
30
Quarterly Filings on Form N-Q
30
Householding
30
Board Approval of Investment Advisory Agreement
31



 
 
 
 
 
 

 
HENNESSY FUNDS                                                                                                        1-800-966-4354
 
 

 
 
 
June 2014
 
Dear Shareholder:
 
 
The financial markets have provided strong returns over the past six-months ended April 30, 2014, with the Dow Jones Industrial Average (DJIA) and S&P 500 both returning approximately 8% during the period.  The current valuation metrics of the major indices are solid; for example, the DJIA currently has a price-to-earnings ratio of 15x and a price-to-sales ratio of 1.75x.  The DJIA also has a dividend yield of 2.2%, which is nearly as high as that of a 10-Year U.S. Treasury, which is currently yielding 2.6%.  Investing in high-yielding, high-quality DJIA stocks have the potential to not only provide an income stream but also for stock price appreciation as well.  Fixed income investing has run its course, in my opinion, and many individuals are currently benefiting from the return to investing in equities that possess strong fundamentals.
 
U.S. corporations continue to drive shareholder value by making acquisitions, initiating and raising dividends, investing in internal infrastructure, and buying back stock.  However, lately I have begun to see a shift in those business strategies.  The easier-to-execute acquisitions seem to be a thing of the past, and firms now have to be even more creative to execute accretive deals.  I also believe that while firms may continue to initiate dividends, fewer firms will raise their dividends and fewer firms will participate in stock buyback programs going forward.  So what will these cash-rich companies do with their capital if they are not raising dividends or buying back stock? I believe we will see companies begin to initiate capital expenditure programs.
 
Due to the continuing uncertainty from a lack of clear policies on taxes, healthcare, and regulations, I have observed that corporations would rather wait for clarity from our government leaders and defer any significant changes to their current business models.  Up until this point, there has been no real cost for firms to defer spending their capital as they wait for anticipated guidance on policies that directly affect their businesses.  But, this economic handcuffing from all of this uncertainty has gone on long enough.  I believe there will now be firms who want to improve their margins and will begin spending money to expand their sales, and may even begin to hire.  Once a competitor begins to move in this way, then the cost to defer becomes real for companies.  This movement to expansion may well be a catalyst to propel the financial markets.   I do believe this will be a slow shift, but one that will keep the economy improving, and should, in my opinion, help to generate reasonable market returns over the next few years.
 
With almost $3 trillion in cash sitting on the sidelines, this strategic shift by companies to begin spending their idle capital should help the economic recovery in the U.S.  But that is only one part of the equation.  Washington politics still play a role in how strong that recovery will be.  The national political landscape will change in the next few years, and the future generation of elected officials will be faced with what I believe are fictitious unemployment figures (6.3% reported, when over 20 million Americans are looking for more work or a better job), a sluggish economy, and global competition in business.  The next regime needs to provide real clarity on the issues that face all Americans and American corporations: taxation, regulation, and how to pay for our new healthcare system.  I also believe that our government needs to regard business as a noble profession and to implement common sense and logic in their policy making instead of politics as usual.  As Confucius is quoted as saying, “Life is really simple, but we insist on making it complicated.”
 

 

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I am confident that even with all the hurdles facing corporate America, companies continue to provide good value for their shareholders, and I believe that means the financial markets are in good shape and should remain strong moving forward, I also believe that the next few months may be volatile.  Fads come and go, and the current buzz on the Street is around investing in social media stocks.  I believe that chasing hot products has contributed and will continue to contribute to the volatility of the markets this year.  After over 35 years in the business, I still firmly believe the best way to position your portfolio is by investing in good companies over the long term, rather than trying to buy the next hot idea at exactly the right time.  At Hennessy Funds, hunches and fads have no place in our investment process, and we understand that successful investing comes from time in the market, not timing the market.
 
We remain focused on investing based on proven fundamentals, and we are committed to managing money for the sole benefit of our shareholders.  If you have any questions or want to speak with us directly, please don’t hesitate to call us at (800) 966-4354.
 
Best regards,
 

 
Neil J. Hennessy
President and Chief Investment Officer

 
 
Past performance does not guarantee future results.
 
Mutual fund investing involves risk.  Principal loss is possible.
 
Opinions expressed are those of Neil Hennessy and are subject to change, are not guaranteed and should not be considered investment advice.
 
The Dow Jones Industrial Average and S&P 500 are unmanaged indices commonly used to measure the performance of U.S. stocks.  One cannot invest directly in an index.
 
Price-to-sales ratio and price-to-earnings ratio are tools for calculating relative valuation.  Price-to-sales ratio is calculated by dividing the market price by revenue per share.  Price-to-earnings ratio is the market price per share divided by earnings per share.
 


HENNESSY FUNDS                                                                                                        1-800-966-4354
 
3

 

Performance Overview (Unaudited)
 
 
The opinions expressed in the following commentary reflect those of the Portfolio Managers as of the date written. Any such opinions are subject to change based on market or other conditions and are not guaranteed. These opinions may not be relied upon as investment advice. Investment decisions for the Fund are based on several factors, and may not be relied upon as an indication of trading intent on behalf of the Fund. Security positions can and do change.
 
AVERAGE ANNUAL TOTAL RETURN PERIODS ENDED APRIL 30, 2014*
 
 
Six
One
Five
Ten
 
Months(1)
Year
Years
Years
Hennessy Cornerstone Growth Fund –
       
  Investor Class (HFCGX)
9.65%
23.99%
16.43%
5.34%
Hennessy Cornerstone Growth Fund –
       
  Institutional Class (HICGX)(2)
9.85%
24.36%
16.81%
5.55%
Russell 2000® Index
3.08%
20.50%
19.84%
8.67%
S&P 500 Index
8.36%
20.44%
19.14%
7.67%
 
Expense ratios: 1.29% (Investor Class); Gross 1.11%, Net 0.98%(3) (Institutional Class)
 
Performance data quoted represents past performance; past performance does not guarantee future results. The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost.  Current performance of the Fund may be lower or higher than the performance quoted. Performance data current to the most recent month end may be obtained by visiting hennessyfunds.com.
 
The expense ratios presented are from the most recent prospectus.
 
(1)
Periods less than one year are not annualized.
(2)
The inception date of the Institutional Class shares is March 3, 2008. Performance shown prior to the inception of the Institutional Class shares reflects the performance of the Investor Class shares and includes expenses that are not applicable to and are higher than those of the Institutional Class shares.
(3)
With regard to Institutional Class shares, the Fund’s investment advisor has contractually agreed to waive a portion of its expenses indefinitely.
 
 
PERFORMANCE NARRATIVE
 
Portfolio Manager, Neil Hennessy, and Co-Portfolio Manager, Brian Peery
 
Over the previous six months, how did the Fund perform and what factors contributed to this performance?
 
For the six-month period ended April 30, 2014, the Investor Class of the Hennessy Cornerstone Growth Fund returned 9.65%, outperforming the Russell 2000® Index, the S&P 500 Index, and the Morningstar Small Blend Category Average, which returned 3.08%, 8.36%, and 4.48% for the same period, respectively.
 
We are pleased with the overall performance of the Fund during the previous six months versus its benchmarks.  The Fund’s relative outperformance was driven partly by allocation and performance in seven of the ten sectors in which the Fund was invested, but the primary driver of the Fund’s performance was underlying stock selection.  The biggest contribution to the Fund’s outperformance versus its benchmarks was in the Industrial sector, where the Fund’s overweighting and stock selection amounted to roughly half of the
 

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4

 

outperformance relative to the Russell 2000® Index.  The largest detractor to the Fund’s performance was its cash holdings, which are targeted at less than 5% of the Fund’s total net assets and which averaged just under 2.5% for the six-month period.
 
Additional Portfolio Manager commentary and related investment outlook:
 
If you have watched the financial news or opened the investing section of a newspaper lately, you have probably heard or read about two things: the Russell 2000® Index has dropped below its 200-day moving average (bad) and high multiple stocks have dropped fairly precipitously (really bad if you own them).  By adhering to our strict investment methodology, we have been largely able to sidestep the recent downturn in sectors like social media and biotechnology.  By employing a strict price-to-sales ratio limit of 1.5, we invest in what we deem to be reasonably valued companies rather than those stocks whose price is predicated on expected future growth.  This growth at a reasonable price approach has served us well, and we believe wholeheartedly in utilizing this methodology when investing.  We anticipate investors will continue to migrate out of high risk, high multiple stocks and into stocks that will potentially do well as the economy expands.
 
During the six-month period ended April 30, 2014 the performance of the Fund was quite strong, yet the overall markets have generally been filled with uncertainty and mild upheaval, much like in previous months.  We believe, however, that the economy has been progressing nicely and that there is even better news on the horizon.
 
Consumer spending, which is a large driver of Gross Domestic Product (approximately 70% of GDP) was and continues to be muted.  The Christmas season proved to be a difficult time for a number of retailers as consumers opted to constrain spending.  Not long after the holidays, the East Coast experienced particularly bad weather, and the consumer chose to defer purchases rather than battle the weather.  The end result of the weather related issues, at least as far as the stock market was concerned, was a temporary lowering in the expectations for company earnings.
 
Today, although there are still lingering weather related issues, including the West Coast and Midwest droughts, the forecast for spending looks much more promising.  Although we expect to see some moderation going forward, consumer spending ended the quarter on a high note, and we firmly believe it will increase as the year progresses.  We also expect that not only will company earnings improve, but more importantly, revenues should start to improve with the overall strength of the economy.
 
In fact, we are seeing positive signs in both revenue growth and the all-important corporate capital expenditures levels.  Over the last six months, we have seen a slight disconnect between earnings and revenues, with earnings showing healthy gains, largely due to cost containment, while revenue growth lagged.  With few cost cuts seemingly left to be made, companies appear to be starting to utilize their healthy balance sheets to focus on organic growth, which we expect will drive corporate spending higher.  In fact, we anticipate the U.S. economy should expand nicely over the next 12 to 18 months and that the markets should benefit from this flow of capital.  While excess cash has largely been directed toward acquisitions, increasing dividends, and/or stock buybacks recently, we believe this shift in corporate spending has the potential to reward shareholders over the longer term.
 
We are confident that there are opportunities in the Small-Cap and Mid-Cap space, especially in some of the more cyclical sectors.  We believe the cyclical companies, which are those companies most sensitive to economic growth, should do well as the economy continues to improve.  The Fund is currently overweight cyclical stocks versus its benchmarks and will remain so until its portfolio is rebalanced later this year.
 

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
5

 



The Russell 2000® Index is an unmanaged index commonly used to measure the performance of U.S. small-cap stocks.  The S&P 500 is an index commonly used to measure the performance of U.S. stocks.  You cannot invest directly in an index.  Performance data for an index does not reflect any deductions for fees, expenses or taxes.  The Fund invests in small- and medium-capitalization companies, which may have limited liquidity and greater price volatility than large-capitalization companies.  Investments in foreign securities involve greater volatility and political, economic and currency risk and differences in accounting methods.  Fund holdings and sector allocations are subject to change.  Please refer to the Schedule of Investments included in this report for additional portfolio information.
 
Price-to-sales ratio is a tool for calculating a stock’s valuation relative to other companies.  It is calculated by dividing a stock’s current price by its revenue per share.
 
Each Morningstar category average represents a universe of funds with similar investment objectives.  ©Morningstar, Inc.  All Rights Reserved.  The information contained herein: 1) is proprietary to Morningstar; 2) may not be copied or distributed and 3) is not warranted to be accurate, complete or timely.  Neither Morningstar nor its content providers are responsible for any damages or losses arising from any use of this information.  Past performance does not guarantee future results.
 
 
 
 
 

 

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6

 

Schedule of Investments
 


 
HENNESSY CORNERSTONE GROWTH FUND
 
As of April 30, 2014 (Unaudited)
(% of Net Assets)
 


 

 
 
TOP TEN HOLDINGS (EXCLUDING CASH/CASH EQUIVALENTS)
% NET ASSETS
 
Universal Insurance Holdings, Inc.
2.36%
 
Green Plains Renewable Energy, Inc.
2.33%
 
Exterran Holdings, Inc.
2.31%
 
Alaska Air Group, Inc.
2.28%
 
Delta Air Lines, Inc.
2.26%
 
Aceto Corp.
2.23%
 
Southwest Airlines Co.
2.19%
 
United Rentals, Inc.
2.18%
 
Targa Resources Corp.
2.16%
 
Tyson Foods, Inc., Class A
2.16%

 
 

 
Note:  For presentation purposes, the Fund has grouped some of the industry categories.  For purposes of categorizing securities for compliance with Section 8(b)(1) of the Investment Company Act of 1940, the Fund uses more specific industry classifications.


HENNESSY FUNDS                                                                                                        1-800-966-4354
 
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COMMON STOCKS – 95.59%
 
Number
         
% of
 
     
of Shares
   
Value
   
Net Assets
 
 
Consumer Discretionary – 24.92%
                 
 
Advance Auto Parts, Inc.
    37,200     $ 4,511,988       1.85 %
 
Carmike Cinemas, Inc. (a)
    164,227       4,870,973       2.00 %
 
Core-Mark Holding Co., Inc.
    60,972       4,910,685       2.01 %
 
G-III Apparel Group, Ltd. (a)
    69,900       5,016,723       2.05 %
 
Jack in the Box, Inc. (a)
    89,400       4,786,476       1.96 %
 
Jarden Corp. (a)
    78,700       4,497,705       1.84 %
 
La-Z-Boy, Inc.
    171,800       4,162,714       1.71 %
 
MDC Partners, Inc. (b)
    187,197       4,571,350       1.87 %
 
New York Times Co.
    326,300       5,246,904       2.15 %
 
Papa Johns International, Inc.
    97,200       4,263,192       1.75 %
 
The Goodyear Tire & Rubber Co.
    174,400       4,394,880       1.80 %
 
Tuesday Morning Corp. (a)
    333,911       4,668,076       1.91 %
 
Visteon Corp. (a)
    56,700       4,922,127       2.02 %
                60,823,793       24.92 %
                           
 
Consumer Staples – 2.16%
                       
 
Tyson Foods, Inc., Class A
    125,400       5,263,038       2.16 %
                           
 
Energy – 8.78%
                       
 
Exterran Holdings, Inc.
    131,100       5,639,922       2.31 %
 
Green Plains Renewable Energy, Inc.
    190,200       5,686,980       2.33 %
 
Matrix Service Co. (a)
    156,327       4,841,447       1.98 %
 
Targa Resources Corp.
    48,800       5,269,912       2.16 %
                21,438,261       8.78 %
                           
 
Financials – 7.84%
                       
 
BGC Partners, Inc.
    671,273       4,813,028       1.97 %
 
CNO Financial Group, Inc.
    257,600       4,443,600       1.82 %
 
LPL Financial Holdings, Inc.
    87,100       4,124,185       1.69 %
 
Universal Insurance Holdings, Inc.
    393,500       5,756,905       2.36 %
                19,137,718       7.84 %
                           
 
Health Care – 5.75%
                       
 
Alere, Inc. (a)
    133,000       4,442,200       1.82 %
 
CIGNA Corp.
    61,700       4,938,468       2.02 %
 
MWI Veterinary Supply, Inc. (a)
    29,700       4,652,208       1.91 %
                14,032,876       5.75 %

 
The accompanying notes are an integral part of these financial statements.

HENNESSYFUNDS.COM
 
8

 
 
 
COMMON STOCKS
 
Number
         
% of
 
     
of Shares
   
Value
   
Net Assets
 
 
Industrials – 36.36%
                 
 
Aceto Corp.
    248,784     $ 5,443,394       2.23 %
 
Alaska Air Group, Inc.
    59,100       5,560,128       2.28 %
 
Curtiss Wright Corp.
    73,800       4,718,772       1.93 %
 
Delta Air Lines, Inc.
    149,900       5,520,817       2.26 %
 
Engility Holdings, Inc. (a)
    115,346       5,033,700       2.06 %
 
Huntington Ingalls Industries, Inc.
    49,300       5,077,900       2.08 %
 
John Bean Technologies Corp.
    159,786       4,632,196       1.90 %
 
L-3 Communications Holdings, Inc.
    41,600       4,799,392       1.97 %
 
Lennox International, Inc.
    53,200       4,459,756       1.83 %
 
Lockheed Martin Corp.
    29,400       4,825,716       1.98 %
 
Northrop Grumman Corp.
    39,500       4,799,645       1.97 %
 
Orbital Sciences Corp. (a)
    171,896       5,053,742       2.07 %
 
Primoris Services Corp.
    143,000       4,001,140       1.64 %
 
Raytheon Co.
    49,300       4,707,164       1.93 %
 
Southwest Airlines Co.
    221,600       5,356,072       2.19 %
 
The Manitowoc Co., Inc.
    163,300       5,189,674       2.12 %
 
United Continental Holdings, Inc. (a)
    104,200       4,258,654       1.74 %
 
United Rentals, Inc. (a)
    56,800       5,329,544       2.18 %
                88,767,406       36.36 %
                           
 
Information Technology – 5.81%
                       
 
CSG Systems International, Inc.
    175,000       4,613,000       1.89 %
 
Hewlett-Packard Co.
    157,500       5,206,950       2.13 %
 
Super Micro Computer, Inc. (a)
    214,900       4,375,364       1.79 %
                14,195,314       5.81 %
                           
 
Materials – 3.97%
                       
 
AK Steel Holding Corp. (a)
    686,000       4,802,000       1.97 %
 
PolyOne Corp.
    130,600       4,893,582       2.00 %
                9,695,582       3.97 %
 
Total Common Stocks
                       
 
  (Cost $207,900,555)
            233,353,988       95.59 %
                           
 
RIGHTS – 0.00%
                       
 
Forest Laboratories, Inc. (a)(c)
    5,500       5,225       0.00 %
                           
 
Total Rights
                       
 
  (Cost $0)
            5,225       0.00 %

 
The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
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PARTNERSHIPS – 2.07%
 
Number
         
% of
 
     
of Shares
   
Value
   
Net Assets
 
 
Energy – 2.07%
                 
 
NGL Energy Partners LP
    130,579     $ 5,049,490       2.07 %
                           
 
Total Partnerships
                       
 
  (Cost $4,581,811)
            5,049,490       2.07 %
                           
 
SHORT-TERM INVESTMENTS – 1.69%
                       
                           
 
Money Market Funds – 1.69%
                       
 
Fidelity Government Portfolio –
                       
 
  Institutional Class, 0.01% (d)
    4,116,133       4,116,133       1.69 %
                           
 
Total Money Market Funds
                       
 
  (Cost $4,116,133)
            4,116,133       1.69 %
                           
 
Total Short-Term Investments
                       
 
  (Cost $4,116,133)
            4,116,133       1.69 %
                           
 
Total Investments
                       
 
  (Cost $216,598,499) – 99.35%
            242,524,836       99.35 %
                           
 
Other Assets in
                       
 
  Excess of Liabilities – 0.65%
            1,593,578       0.65 %
 
TOTAL NET ASSETS – 100.00%
          $ 244,118,414       100.00 %
 
Percentages are stated as a percent of net assets.

(a)
Non-income producing security.
(b)
U.S. traded security of a foreign corporation.
(c)
Security is fair valued in good faith.
(d)
The rate listed is the fund’s 7-day yield as of April 30, 2014.

 
 
 
 
The accompanying notes are an integral part of these financial statements.

HENNESSYFUNDS.COM
 
10

 

Summary of Fair Value Exposure at April 30, 2014
 
The following is a summary of the inputs used to value the Fund’s net assets as of April 30, 2014 (See Note 3 in the accompanying notes to the financial statements):
 
Common Stock
 
Level 1
   
Level 2
   
Level 3
   
Total
 
Consumer Discretionary
  $ 60,823,793     $     $     $ 60,823,793  
Consumer Staples
    5,263,038                   5,263,038  
Energy
    21,438,261                   21,438,261  
Financials
    19,137,718                   19,137,718  
Health Care
    14,032,876                   14,032,876  
Industrials
    88,767,406                   88,767,406  
Information Technology
    14,195,314                   14,195,314  
Materials
    9,695,582                   9,695,582  
Total Common Stock
  $ 233,353,988     $     $     $ 233,353,988  
Rights
  $     $     $ 5,225 *   $ 5,225  
Partnerships
                               
Energy
  $ 5,049,490     $     $     $ 5,049,490  
Total Partnerships
  $ 5,049,490     $     $     $ 5,049,490  
Short-Term Investments
                               
Money Market Funds
  $ 4,116,133     $     $     $ 4,116,133  
Total Short-Term Investments
  $ 4,116,133     $     $     $ 4,116,133  
Total Investments
  $ 242,519,611     $     $ 5,225     $ 242,524,836  

Transfers between levels are recognized at the end of the reporting period. During the six-month period ended April 30, 2014, the Fund recognized no transfers between levels.
 
*  Acquired in merger.

 
Level 3 Reconciliation Disclosure
 
Following is a reconciliation of Level 3 assets for which significant unobservable inputs were used to determine fair value.
 
   
Rights
 
Balance as of October 31, 2013
  $ 5,225  
Accrued discounts/premiums
     
Realized gain (loss)
     
Change in unrealized appreciation (depreciation)
     
Purchases
     
(Sales)
     
Transfer in and/or out of Level 3
     
Balance as of April 30, 2014
  $ 5,225  
         
Net in unrealized appreciation/depreciation during
       
  the year for Level 3 investments held at April 30, 2014
  $ 5,225  


The Level 3 investments as of April 30, 2014 represented 0.00% of net assets and did not warrant a disclosure of significant unobservable valuation inputs.­
 


The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
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Financial Statements
 
Statement of Assets and Liabilities as of April 30, 2014 (Unaudited)
 
ASSETS:
     
Investments in securities, at value (cost $216,598,499)
  $ 242,524,836  
Dividends and interest receivable
    69,324  
Receivable for fund shares sold
    32,450  
Receivable for securities sold
    5,068,745  
Prepaid expenses and other assets
    25,591  
Total Assets
    247,720,946  
         
LIABILITIES:
       
Payable for securities purchased
    3,074,984  
Payable for fund shares redeemed
    179,482  
Payable to advisor
    148,829  
Payable to administrator
    73,009  
Payable to auditor
    16,816  
Accrued service fees
    17,979  
Accrued interest payable
    157  
Accrued trustees fees
    4,992  
Accrued expenses and other payables
    86,284  
Total Liabilities
    3,602,532  
NET ASSETS
  $ 244,118,414  
         
NET ASSETS CONSIST OF:
       
Capital stock
  $ 369,887,091  
Accumulated net investment loss
    (805,254 )
Accumulated net realized loss on investments
    (150,889,760 )
Unrealized net appreciation on investments
    25,926,337  
Total Net Assets
  $ 244,118,414  
         
NET ASSETS
       
Investor Class:
       
Shares authorized (no par value)
 
Unlimited
 
Net assets applicable to outstanding Investor Class shares
    218,161,707  
Shares issued and outstanding
    12,713,439  
Net asset value, offering price and redemption price per share
  $ 17.16  
         
Institutional Class:
       
Shares authorized (no par value)
 
Unlimited
 
Net assets applicable to outstanding Institutional Class shares
    25,956,707  
Shares issued and outstanding
    1,482,282  
Net asset value, offering price and redemption price per share
  $ 17.51  
 

 
The accompanying notes are an integral part of these financial statements.

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Financial Statements
 
Statement of Operations Six Months Ended April 30, 2014 (Unaudited)
 
INVESTMENT INCOME:
     
Dividend income(1)
  $ 1,372,887  
Interest income
    270  
Total investment income
    1,373,157  
         
EXPENSES:
       
Investment advisory fees
    921,011  
Administration, fund accounting, custody and transfer agent fees
    248,922  
Sub-transfer agent expenses – Investor Class (See Note 5)
    162,743  
Sub-transfer agent expenses – Institutional Class (See Note 5)
    14,430  
Service fees – Investor Class (See Note 5)
    111,343  
Reports to shareholders
    22,399  
Federal and state registration fees
    18,893  
Audit fees
    12,793  
Compliance expense
    10,655  
Trustees’  fees and expenses
    8,380  
Legal fees
    2,480  
Other expenses
    12,623  
Total expenses before waiver
    1,546,672  
Administration expense waiver (See Note 5)
    (18,467 )
Net expenses
    1,528,205  
NET INVESTMENT LOSS
  $ (155,048 )
         
REALIZED AND UNREALIZED GAINS (LOSSES):
       
Net realized gain on investments
  $ 42,943,746  
Change in unrealized appreciation on investments
    (19,552,664 )
Net gain on investments
    23,391,082  
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS
  $ 23,236,034  












(1) Net of foreign taxes withheld of $5,114.
 
 
The accompanying notes are an integral part of these financial statements.

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Financial Statements
 
Statements of Changes in Net Assets
 
   
Six Months Ended
       
   
April 30, 2014
   
Year Ended
 
   
(Unaudited)
   
October 31, 2013
 
OPERATIONS:
           
Net investment loss
  $ (155,048 )   $ (632,613 )
Net realized gain on securities
    42,943,746       51,423,472  
Change in unrealized appreciation (depreciation)
               
  on securities
    (19,552,664 )     16,444,675  
Net increase in net assets resulting from operations
    23,236,034       67,235,534  
                 
CAPITAL SHARE TRANSACTIONS:
               
Proceeds from shares subscribed – Investor Class
    4,670,245       41,940,983  
Proceeds from shares subscribed – Institutional Class
    593,350       3,016,344  
Cost of shares redeemed – Investor Class
    (28,092,327 )(1)     (147,291,804 )
Cost of shares redeemed – Institutional Class
    (3,345,198 )(1)     (20,555,666 )
Net decrease in net assets derived
               
  from capital share transactions
    (26,173,930 )     (122,890,143 )
TOTAL DECREASE IN NET ASSETS
    (2,937,896 )     (55,654,609 )
                 
NET ASSETS:
               
Beginning of period
    247,056,310       302,710,919  
End of period
  $ 244,118,414     $ 247,056,310  
Undistributed net investment loss, end of period
  $ (805,254 )   $ (650,206 )
                 
CHANGES IN SHARES OUTSTANDING:
               
Shares sold – Investor Class
    279,052       3,204,921  
Shares sold – Institutional Class
    34,811       216,262  
Shares redeemed – Investor Class
    (1,678,889 )     (10,550,825 )
Shares redeemed – Institutional Class
    (197,699 )     (1,522,417 )
Net decrease in shares outstanding
    (1,562,725 )     (8,652,059 )

 

 

 

 

 

 

 
(1)
Net of redemption fees of $34 and $46 for the Investor Class and Institutional Class shares, respectively, related to redemption fees imposed by the FBR Small Cap Fund (which was reorganized into the Fund) during a prior year but not received until the six-month period ended April 30, 2014.

 
The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
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Financial Highlights
 
Hennessy Cornerstone Growth Fund
 
For an Investor Class share outstanding throughout each period

   
Six Months Ended
 
   
April 30, 2014
 
   
(Unaudited)
 
PER SHARE DATA:
     
Net asset value, beginning of period
  $ 15.65  
         
Income from investment operations:
       
Net investment loss
    (0.02 )
Net realized and unrealized gains (losses) on securities
    1.53  
Total from investment operations
    1.51  
Net asset value, end of period
  $ 17.16  
         
TOTAL RETURN
    9.65 %(1)
         
SUPPLEMENTAL DATA AND RATIOS:
       
Net assets, end of period (millions)
  $ 218.16  
Ratio of expenses to average net assets
    1.26 %(2)
Ratio of net investment loss to average net assets
    (0.08 )%(2)
Portfolio turnover rate(3)
    82 %(1)




















(1)
Not annualized.
(2)
Annualized.
(3)
Portfolio turnover is calculated on the basis of the Fund as a whole.

 
The accompanying notes are an integral part of these financial statements.

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Year Ended October 31,
 
2013
   
2012
   
2011
   
2010
   
2009
 
                           
$ 12.38     $ 9.97     $ 10.28     $ 8.81     $ 8.80  
                                     
                                     
  (0.11 )     (0.07 )     (0.08 )     (0.10 )     (0.04 )
  3.38       2.48       (0.23 )     1.57       0.05  
  3.27       2.41       (0.31 )     1.47       0.01  
$ 15.65     $ 12.38     $ 9.97     $ 10.28     $ 8.81  
                                     
  26.41 %     24.17 %     (3.02 )%     16.69 %     0.11 %
                                     
                                     
$ 220.83     $ 265.60     $ 184.40     $ 207.11     $ 228.96  
  1.29 %     1.34 %     1.33 %     1.34 %     1.36 %
  (0.26 )%     (0.66 )%     (0.78 )%     (0.89 )%     (0.42 )%
  105 %     90 %     106 %     103 %     108 %




The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
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Financial Highlights
 
Hennessy Cornerstone Growth Fund
 
For an Institutional Class share outstanding throughout each period

   
Six Months Ended
 
   
April 30, 2014
 
   
(Unaudited)
 
PER SHARE DATA:
     
Net asset value, beginning of period
  $ 15.94  
         
Income from investment operations:
       
Net investment income (loss)
    0.03  
Net realized and unrealized gains (losses) on securities
    1.54  
Total from investment operations
    1.57  
Net asset value, end of period
  $ 17.51  
         
TOTAL RETURN
    9.85 %(1)
         
SUPPLEMENTAL DATA AND RATIOS:
       
Net assets, end of period (millions)
  $ 25.96  
Ratio of expenses to average net assets:
       
Before expense reimbursement
    1.12 %(2)
After expense reimbursement
    0.98 %(2)
Ratio of net investment income (loss) to average net assets:
       
Before expense reimbursement
    (0.02 )%(2)
After expense reimbursement
    0.12 %(2)
Portfolio turnover rate(3)
    82 %(1)
















(1)
Not annualized.
(2)
Annualized.
(3)
Portfolio turnover is calculated on the basis of the Fund as a whole.

 
The accompanying notes are an integral part of these financial statements.

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Year Ended October 31,
 
2013
   
2012
   
2011
   
2010
   
2009
 
                           
$ 12.57     $ 10.09     $ 10.37     $ 8.86     $ 8.82  
                                     
                                     
  0.01       (0.04 )     (0.05 )     (0.07 )      
  3.36       2.52       (0.23 )     1.58       0.04  
  3.37       2.48       (0.28 )     1.51       0.04  
$ 15.94     $ 12.57     $ 10.09     $ 10.37     $ 8.86  
                                     
  26.81 %     24.58 %     (2.70 )%     17.04 %     0.45 %
                                     
                                     
$ 26.23     $ 37.11     $ 2.53     $ 3.12     $ 4.68  
                                     
  1.11 %     1.11 %     1.09 %     1.09 %     1.11 %
  0.98 %     0.98 %     0.98 %     0.98 %     0.98 %
                                     
  (0.01 )%     (0.51 )%     (0.55 )%     (0.64 )%     (0.17 )%
  0.12 %     (0.38 )%     (0.44 )%     (0.53 )%     (0.04 )%
  105 %     90 %     106 %     103 %     108 %

 

 
The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
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Notes to the Financial Statements
April 30, 2014 (Unaudited)

 
1).  ORGANIZATION
 
The Hennessy Cornerstone Growth Fund (the “Fund”) is a series of Hennessy Funds Trust (the “Trust”), which was organized as a Delaware statutory trust on September 17, 1992.  The Fund is an open-end management investment company registered under the Investment Company Act of 1940, as amended.  The Fund is a successor to a fund with the same name (the “Predecessor Fund”) that was a series of Hennessy Mutual Funds, Inc., a Maryland corporation, pursuant to a reorganization that took place after the close of business on February 28, 2014.  Prior to February 28, 2014, the Fund had no investment operations.  As a result of the reorganization, holders of the Investor Class shares of the Predecessor Fund received Investor Class shares of the Fund (the Investor Class shares of the Fund are the successor to the accounting and performance information of the Predecessor Fund), and holders of the Institutional Class shares of the Predecessor Fund received Institutional Class shares of the Fund (the Institutional Class shares of the Fund are the successor to the accounting and performance information of the Predecessor Fund).  The investment objective of the Fund is long-term growth of capital.  The Fund is a diversified fund.
 
The Fund offers Investor Class and Institutional Class shares.  Prior to October 26, 2012, the Investor Class shares were known as Original Class shares. Each class of shares differs principally in its respective administration, 12b-1 distribution and service fees, shareholder servicing, and transfer agent expenses and sales charges, if any.  Each class has identical rights to earnings, assets, and voting privileges, except for class-specific expenses and exclusive rights to vote on matters affecting only individual classes.
 
 
2).  SIGNIFICANT ACCOUNTING POLICIES
 
The following is a summary of significant accounting policies consistently followed by the Fund in the preparation of the financial statements. These policies are in conformity with U.S. generally accepted accounting principles (“GAAP”).
 
a).
Investment Valuation – All investments in securities are recorded at their estimated fair value, as described in Note 3.
 
b).
Federal Income Taxes – Provision for Federal income taxes or excise taxes has not been made since the Fund has elected to be taxed as a “regulated investment company” and intends to distribute substantially all of its taxable income to its shareholders and otherwise comply with the provisions of the Internal Revenue Code of 1986, as amended, applicable to regulated investment companies. Net investment income or loss and realized gains and losses for federal income tax purposes may differ from that reported on the financial statements because of temporary book and tax basis differences. Temporary differences are primarily the result of the treatment of wash sales for tax reporting purposes. Distributions from net realized gains for book purposes may include short-term capital gains, which are included as ordinary income to shareholders for tax purposes.
 
c).
Income and Expenses – Dividend income is recognized on the ex-dividend date or as soon as information is available to the Fund. Interest income, which includes the amortization of premium and accretion of discount, is recognized on an accrual basis. The Fund is charged for those expenses that are directly attributable to the portfolio,
 

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such as advisory, administration, and certain shareholder service fees. Income, expenses (other than expenses attributable to a specific class), and realized and unrealized gains or losses on investments are allocated to each class of shares based on its respective net assets.
 
d).
Distributions to Shareholders – Dividends from net investment income for the Fund, if any, are declared and paid out annually, usually in November or December.  Distributions of net realized capital gains, if any, are declared and paid annually, usually in November or December.
 
e).
Security Transactions – Investment and shareholder transactions are recorded on the trade date. The Fund determines the gain or loss realized from the investment transactions by comparing the original cost of the security lot sold with the net sale proceeds. Discounts and premiums on securities purchased are accreted/amortized over the life of the respective security.
 
f).
Use of Estimates – The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported change in net assets during the reporting period. Actual results could differ from those estimates.
 
g).
Share Valuation – The net asset value (“NAV”) per share of the Fund is calculated by dividing the sum of the value of the securities held by the Fund, plus cash or other assets, minus all liabilities (including estimated accrued expenses) by the total number of shares outstanding for the Fund, rounded to the nearest cent. The Fund’s shares will not be priced on days the New York Stock Exchange is closed for trading. The offering and redemption price per share for the Fund is equal to the Fund’s net asset value per share.
 
h).
Foreign Currency – Values of investments denominated in foreign currencies, if any, are converted into U.S. dollars using the spot market rate of exchange at the time of valuation.  Purchases and sales of investments and income are translated into U.S. dollars using the spot market rate of exchange prevailing on the respective dates of such transactions.  The Fund does not isolate the portion of the results of operations resulting from fluctuations in foreign exchange rates on investments from fluctuations resulting from changes in the market prices of securities held.  Such fluctuations are included with the net realized and unrealized gain or loss on investments.  Foreign investments present additional risks due to currency fluctuations, economic and political factors, lower liquidity, government regulations, differences in accounting standards, and other factors.
 
i).
Forward Contracts – The Fund may enter into forward currency contracts to reduce its exposure to changes in foreign currency exchange rates on its foreign holdings and to lock in the U.S. dollar cost of firm purchase and sale commitments for securities denominated in foreign currencies.  A forward currency contract is a commitment to purchase or sell a foreign currency at a future date at a negotiated forward rate.  The gain or loss arising from the difference between the U.S. dollar cost of the original contract and the value of the foreign currency in U.S. dollars upon closing of such contract is included in net realized gain or loss from foreign currency transactions.  During the six months ended April 30, 2014, the Fund did not enter into any forward contracts.
 
j).
Repurchase Agreements – The Fund may enter into repurchase agreements with member banks or security dealers of the Federal Reserve Board whom the investment advisor deems creditworthy. The repurchase price generally equals the price paid by the Fund plus interest negotiated on the basis of current short-term rates.
 

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Securities pledged as collateral for repurchase agreements are held by the custodian bank until the respective agreements mature. Provisions of the repurchase agreements ensure that the market value of the collateral, including accrued interest thereon, is sufficient in the event of default of the counterparty. If the counterparty defaults and the value of the collateral declines or if the counterparty enters an insolvency proceeding, realization of the collateral by the Fund may be delayed or limited.
 
k).
Accounting for Uncertainty in Income Taxes – The Fund has adopted accounting policies regarding recognition and measurement of tax positions taken or expected to be taken on a tax return.  The Fund has reviewed all open tax years in major jurisdictions and concluded that there is no impact on the Fund’s net assets and no tax liability resulting from unrecognized tax benefits relating to uncertain income tax positions taken or expected to be taken on a tax return.  The Fund’s major tax jurisdictions are U.S. Federal and Delaware.  As of April 30, 2014, open Federal and state tax years for the Fund include the tax years ended October 31, 2011 through 2013.
 
l).
Derivatives – The Fund may invest in, or enter into, derivatives, such as options, futures contracts, options on futures contracts, and swaps, for a variety of reasons, including to hedge certain risks, to provide a substitute for purchasing or selling particular securities, or to increase potential income gain.  Derivatives may provide a cheaper, quicker, or more specifically focused way for a Fund to invest than “traditional” securities would.  The main purpose of utilizing these derivative instruments is for hedging purposes.
 
 
The Fund has adopted the financial accounting reporting rules as required by the Derivatives and Hedging Topic of the Financial Accounting Standards Board Accounting Standards Codification. Under such rules, the Fund is required to include enhanced disclosure that enables investors to understand how and why an entity uses derivatives, how derivatives are accounted for, and how derivatives instruments affect an entity’s results of operations and financial position. During the six months ended April 30, 2014, the Fund did not hold any derivative instruments.
 
m).
Events Subsequent to the Fiscal Period End – The Fund has adopted financial reporting rules regarding subsequent events that require an entity to recognize in the financial statements the effects of all subsequent events that provide additional evidence about conditions that existed at the date of the balance sheet.  Management has evaluated the Fund’s related events and transactions that occurred subsequent to April 30, 2014 through the date of issuance of the Fund’s financial statements.  There were no events or transactions that occurred during this period that materially impacted the amounts or disclosures in the Fund’s financial statements.
 
3).  SECURITIES VALUATION
 
The Fund has adopted authoritative fair valuation accounting standards that establish an authoritative definition of fair value and set out a hierarchy for measuring fair value.  These standards require additional disclosures about the various inputs and valuation techniques used to develop the measurements of fair value and a discussion in changes in valuation techniques and related inputs during the period.  These inputs are summarized in the three broad levels listed below:
 
 
Level 1 –
Quoted unadjusted prices for identical instruments in active markets to which the Fund has access at the date of measurement.
 

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Level 2 –
Quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; and model-derived valuations in which all significant inputs and significant value drivers are observable in active markets.  Level 2 inputs are those in markets for which there are few transactions, the prices are not current, the prices are fair value adjusted due to post-market close subsequent events (foreign markets), little public information exists, or instances where prices vary substantially over time or among brokered market makers.  These inputs may also include interest rates, prepayment speeds, credit risk curves, default rates, and similar data.
 
 
Level 3 –
Model-derived valuations in which one or more significant inputs or significant value drivers are unobservable.  Unobservable inputs are those inputs that reflect the Fund’s own assumptions about what market participants would use to price the asset or liability based on the best available information.
 
Following is a description of the valuation techniques applied to the Fund’s major categories of assets and liabilities measured at fair value on a recurring basis.
 
Equity Securities – Equity securities, including common stocks, preferred stocks, foreign issued common stocks, exchange traded funds, closed-end mutual funds, and real estate investment trusts, that are traded on a securities exchange for which a last-quoted sales price is readily available will be valued at the last sales price as reported by the primary exchange on which the securities are listed.  Securities listed on The NASDAQ Stock Market (“NASDAQ”) will be valued at the NASDAQ Official Closing Price, which may differ from the last sales price reported.  Securities traded on a securities exchange for which a last-quoted sales price is not readily available will be valued at the mean between the bid and ask prices.  To the extent these securities are actively traded and valuation adjustments are not applied, they are classified in Level 1 of the fair value hierarchy.
 
Investment Companies – Investments in investment companies (e.g., mutual funds and exchange traded funds) are generally priced at the ending NAV provided by the Fund’s service agent and will be classified in Level 1 of the fair value hierarchy.
 
Debt Securities – Debt securities, including corporate bonds, asset-backed securities, mortgage-backed securities, municipal bonds, U.S. Treasuries, and U.S. government agency issues, are valued at market on the basis of valuations furnished by an independent pricing service that utilizes both dealer-supplied valuations and formula-based techniques.  The pricing service may consider recently executed transactions in securities of the issuer or comparable issuers, market price quotations (where observable), bond spreads, and fundamental data relating to the issuer.  In addition, the model may incorporate market observable data such as reported sales of similar securities, broker quotes, yields, bids, offers, and reference data.  Certain securities are valued principally using dealer quotations.  These securities are generally classified in Level 2 of the fair value hierarchy.
 
Short-Term Securities – Short-term equity investments, including money market funds, are valued in the manner specified above.  Short-term debt investments are valued at amortized cost, if their original maturity was 60 days or less, or by amortizing the values as of the 61st day prior to maturity, if their original term to maturity exceeded 60 days.  Short-term securities are generally classified in Level 1 or Level 2 of the fair market hierarchy depending on the inputs used and market activity levels for specific securities.
 
The Board of Trustees of the Fund (the “Board”) has adopted fair value pricing procedures that are followed when a price for a security is not readily available or if a
 

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significant event has occurred that indicates the closing price of a security no longer represents the true value of that security.  Fair value pricing determinations are made in good faith in accordance with these procedures. There are numerous criteria that will be given consideration in determining a fair value of a security. Some of these criteria are trading volume of security and markets, the value of other like securities, and news events with direct bearing to security or market. Fair value pricing results in an estimated price that reasonably reflects the current market conditions in order to rate the portfolio holdings such that shareholder transactions receive a fair net asset value.  Depending on the relative significance of the valuation inputs, these securities may be classified in either Level 2 or Level 3 of the fair value hierarchy.
 
Fair valuing of foreign securities may be determined with the assistance of a pricing service using correlations between the movement of prices of such securities and indices of domestic securities and other appropriate indicators, such as closing market prices of relevant American Depositary Receipts or futures contracts.  The effect of using fair value pricing is that the Fund’s NAV will reflect the affected portfolio securities’ value as determined in the judgment of the Board or its designee instead of being determined by the market.  Using a fair value pricing methodology to price foreign securities may result in a value that is different from a foreign security’s most recent closing price and from the prices used by other investment companies to calculate their net asset values and are generally considered Level 2 prices in the fair valuation hierarchy.  Because the Fund may invest in foreign securities, the value of the Fund’s portfolio securities may change on days when you will not be able to purchase or redeem your shares.
 
The Board has delegated day-to-day valuation matters to a Valuation Committee comprised of one or more representatives from Hennessy Advisors, Inc., the Fund’s investment advisor.  The function of the Valuation Committee is to value securities where current and reliable market quotations are not readily available.  All actions taken by the Valuation Committee are reviewed by the Board.
 
The Fund has performed an analysis of all existing investments to determine the significance and character of all inputs to their fair value determination.  Various inputs are used in determining the value of the Fund’s investments.  The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.  Details related to the fair valuation hierarchy of the Fund’s securities as of April 30, 2014 are included in the Fund’s Schedule of Investments.
 
 
4).  INVESTMENT TRANSACTIONS
 
Purchases and sales of investment securities (excluding government and short-term investments) for the Fund during the six months ended April 30, 2014 were $201,983,346 and $231,661,329, respectively.
 
There were no purchases or sales/maturities of long-term U.S. Government Securities for the Fund during the six months ended April 30, 2014.
 
 
5).  INVESTMENT MANAGEMENT FEE AND OTHER TRANSACTIONS WITH AFFILIATES
 
Hennessy Advisors, Inc. (the “Advisor”) is the investment advisor of the Fund. The Advisor provides the Fund with investment management services under an Investment Advisory Agreement. The Advisor furnishes all investment advice, office space, facilities, and provides most of the personnel needed by the Fund. As compensation for its services, the Advisor is entitled to a monthly fee from the Fund. The fee is based upon the average daily net assets of the Fund at the annual rate of 0.74%.  The net investment advisory fees payable for the Fund as of April 30, 2014 were $148,829.
 

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The Advisor has agreed to waive its fees and absorb expenses to the extent that the total annual operating expenses (excluding all Federal, state and local taxes, interest, brokerage commissions, acquired fund fees and expenses and other costs incurred in connection with the purchase and sale of securities and extraordinary items) exceed 0.98% of the Fund’s net assets for the Institutional Class shares of the Fund.  The expense limitation agreement for the Institutional Class shares can only be terminated by the Board.
 
For a period of three years after the year in which the Advisor waives or reimburses expenses, the Advisor may seek reimbursement from the Fund to the extent that total annual fund operating expenses are less than the expense limitation in effect at the time of the reimbursement.  During the three years ended October 31, 2013, no Advisor fees were waived and therefore no expenses are subject to potential recovery.
 
The Board has approved a Shareholder Servicing Agreement for the Investor Class shares of the Fund, which was instituted to compensate the Advisor for the non-investment management services it provides to the Fund. The Shareholder Servicing Agreement provides for a monthly fee paid to the Advisor at an annual rate of 0.10% of the average daily net assets of the Fund attributable to Investor Class shares. Shareholder servicing fees payable for the Fund as of April 30, 2014 were $17,979.
 
The Fund has entered into agreements with various brokers, dealers, and financial intermediaries in connection with the sale of shares of the Fund.  The agreements provide for periodic payments by the Fund to the brokers, dealers, and financial intermediaries for providing certain shareholder maintenance services (sub-transfer agent expenses).  These shareholder services include the pre-processing and quality control of new accounts, shareholder correspondence, answering customer inquiries regarding account status, and facilitating shareholder telephone transactions. Fees paid by the Fund to various brokers, dealers, and financial intermediaries for the six months ended April 30, 2014 were $177,173.
 
U.S. Bancorp Fund Services, LLC (“USBFS”) provides the Fund with administrative, fund accounting, and transfer agent services, including all regulatory reporting, and necessary office equipment and personnel.  As administrator, USBFS prepares various federal and state regulatory filings, reports, and returns for the Fund; prepares reports and materials to be supplied to the Board; monitors the activities of the Fund’s custodian, transfer agent, and accountants; and coordinates the preparation and payment of the Fund’s expenses and reviews the Fund’s expense accruals. Fees paid to USBFS for the six months ended April 30, 2014 were $230,455.
 
USBFS has voluntarily waived all or a portion of its fees allocated to the Institutional Class shares of the Fund.  The administration fees voluntarily waived by USBFS during the six months ended April 30, 2014 were $18,467.
 
U.S. Bank, N.A., an affiliate of USBFS, serves as the Fund’s custodian.  Quasar Distributors, LLC acts as the Fund’s principal underwriter in a continuous public offering of the Fund’s shares.  Quasar Distributors, LLC is an affiliate of USBFS and U.S. Bank, N.A.
 
 
6).  LINE OF CREDIT
 
The Fund has a line of credit with the other funds in the Hennessy Funds family of funds (the “Hennessy Funds”) in the amount of the lesser of (i) $100,000,000 or (ii) 33.33% of each Hennessy Fund’s net assets, or 30% for the Hennessy Gas Utility Index Fund and 10% for the Hennessy Balanced Fund, intended to provide short-term financing, if necessary, subject to certain restrictions, in connection with shareholder redemptions. The
 

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
25

 

credit facility is with the Hennessy Funds’ custodian bank, U.S. Bank, N.A.  Borrowings under this arrangement bear interest at the bank’s prime rate. During the six months ended April 30, 2014, the Fund did not have any borrowings outstanding under the line of credit.
 
 
7).  FEDERAL TAX INFORMATION
 
As of October 31, 2013, the Fund’s most recent fiscal year end, the components of accumulated earnings (losses) for income tax purposes for the Fund were as follows:
 
 
Cost of investments for tax purposes
  $ 201,929,450  
 
Gross tax unrealized appreciation
  $ 49,734,271  
 
Gross tax unrealized depreciation
    (4,414,906 )
 
Net tax unrealized appreciation/depreciation
  $ 45,319,365  
 
Undistributed ordinary income
  $  
 
Undistributed long-term capital gains
     
 
Total distributable earnings
  $  
 
Other accumulated gain (loss)
  $ (194,324,076 )
 
Total accumulated gain (loss)
  $ (149,004,711 )
 
The difference between book-basis and tax-basis unrealized appreciation is attributable primarily to capital loss carry overs, wash sales, and partnership adjustments.
 
At October 31, 2013, the Fund’s most recent fiscal year end, the Fund had capital loss carryforwards that expire as follows:
 
 
$  10,518,607
10/31/16
 
$183,155,263
10/31/17
 
During the year ended October 31, 2013, the Fund’s most recent fiscal year end, the capital loss carry forwards utilized for the Fund were $50,322,514.
 
Capital losses sustained in the year ended October 31, 2012 and in future taxable years will not expire and may be carried over by the Fund without limitation; however, they will retain the character of the original loss. Furthermore, any losses incurred during those taxable years will be required to be utilized prior to the losses incurred in the pre-enactment taxable years. As a result of this ordering rule, pre-enactment capital loss carryforwards may be more likely to expire unused. Under pre-enactment law, capital losses could be carried forward for eight years, and carried forward as short-term capital losses, irrespective of the character of the original loss.
 
At October 31, 2013, the Fund deferred, on a tax basis, a post-December late year ordinary loss deferral of $(650,206) and the Fund did not defer, on a tax basis, any post-December loss deferrals.
 
The Fund did not pay any distributions during fiscal year 2014 (year-to-date) or fiscal year 2013.
 
 
8.)  AGREEMENT AND PLAN OF REORGANIZATION
 
On December 11, 2013, the Board approved an Agreement and Plan of Reorganization (the “Agreement”), of the Hennessy Cornerstone Growth Fund (the “New Fund”), pursuant to which the New Fund would be a successor to the corresponding series of the same name of Hennessy Mutual Funds, Inc., a Maryland corporation (the “Predecessor Fund”).  The Agreement provided for the transfer of assets of the Predecessor Fund to the New Fund and the assumption of the liabilities of the Predecessor Fund by the New
 

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Fund.  The New Fund had the same investment objective and substantially similar principal investment strategies as the Predecessor Fund.  The reorganization was effective as of the close of business on February 28, 2014.  The following table illustrates the specifics of the reorganization:
 
   
Shares of the New Fund
     
 
Predecessor Fund
Issued to Shareholders of
New Fund
Combined
Tax Status
 
Net Assets
the Predecessor Fund
Net Assets
Net Assets
of Transfer
 
$252,177,309(1)
14,754,804
$252,177,309
$252,177,309
Non-taxable
 
 
(1)
Included accumulated realized losses and unrealized appreciation in the amounts of $(152,482,828) and $24,938,411, respectively.

 
 
 
 
 
 

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
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Expense Example (Unaudited)
April 30, 2014

 
As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments, reinvested dividends, or other distributions; redemption fees; and exchange fees; and (2) ongoing costs, including management fees; service fees; and other Fund 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 Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period from November 1, 2013 through April 30, 2014.
 
 
Actual Expenses
The first line of the table below under the “Investor Class” and “Institutional Class” headings provides information about actual account values and actual expenses. Although the Fund charges no sales loads or transaction fees, you will be assessed fees for outgoing wire transfers, returned checks and stop payment orders at prevailing rates charged by U.S. Bancorp Fund Services, LLC, the Fund’s transfer agent.  If you request that a redemption be made by wire transfer, currently a $15.00 fee is charged by the Fund’s transfer agent. IRA accounts will be charged a $15.00 annual maintenance fee. The example below includes, but is not limited to, management fees, shareholder servicing fees, fund accounting, custody, and transfer agent fees.  However, the example below does not include portfolio trading commissions and related expenses, and other extraordinary expenses as determined under generally accepted accounting principles.  You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line of the table under the “Investor Class” and “Institutional Class” headings in the column entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.
 
 
Hypothetical Example for Comparison Purposes
The second line of the table below under the “Investor Class” and “Institutional Class” headings provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratios 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 your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads), or exchange fees. Therefore, the second line of the table under the “Investor Class” and “Institutional Class” headings 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.
 
 

HENNESSYFUNDS.COM
 
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Expenses Paid
 
Beginning
Ending
During Period(1)
 
Account Value
Account Value
November 1, 2013 –
 
November 1, 2013
April 30, 2014
April 30, 2014
Investor Class
     
       
Actual
$1,000.00
$1,096.50
$6.55
       
Hypothetical (5% return
     
  before expenses)
$1,000.00
$1,018.55
$6.31
       
Institutional Class
     
       
Actual
$1,000.00
$1,098.50
$5.10
       
Hypothetical (5% return
     
  before expenses)
$1,000.00
$1,019.93
$4.91

(1)
Expenses are equal to the Fund’s annualized expense ratio of 1.26% for Investor Class shares or 0.98% for Institutional Class shares, as applicable, multiplied by the average account value over the period, multiplied by 181/365 days (to reflect one-half year period).
 
 
 
 
 

 

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
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Proxy Voting
 
A description of the policies and procedures the Fund uses to determine how to vote proxies relating to portfolio securities is available without charge: (1) by calling 1-800-966-4354; (2) on the Hennessy Funds’ website at hennessyfunds.com; or (3) on the U.S. Securities and Exchange Commission’s (the “SEC”) website at www.sec.gov. The Fund’s proxy voting record is available on both the Hennessy Funds’ website at hennessyfunds.com and the SEC’s website at www.sec.gov no later than August 31 for the prior 12 months ending June 30.
 
 
Quarterly Filings on Form N-Q
 
The Fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. The Fund’s Forms N-Q are available on the SEC’s website at www.sec.gov. The Fund’s Forms N-Q may be reviewed and copied at the SEC’s Public Reference Room in Washington, DC and information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330.  Information included in the Fund’s Forms N-Q will also be available upon request by calling 1-800-966-4354.
 
 
Householding
 
To help keep the Fund’s costs as low as possible, we generally deliver a single copy of most financial reports and prospectuses to shareholders who share an address, even if the accounts are registered under different names. This process, known as “householding,” does not apply to account statements. You may, of course, request an individual copy of a prospectus or financial report at any time. If you would like to receive separate mailings, please call the Administrator at 1-800-261-6950 or 1-414-765-4124 and we will begin individual delivery within 30 days of your request. If your account is held through a financial institution or other intermediary, please contact them directly to request individual delivery.
 


HENNESSYFUNDS.COM
 
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Board Approval of Investment Advisory
Agreement
 
At its meeting on December 4, 2013, the Board of Trustees of the Fund (the “Board”) unanimously approved the investment advisory agreement of the Fund for an initial period of two years.
 
The Board reviewed a number of documents, including a memorandum provided by outside legal counsel that described the fiduciary duties of the Board with respect to approving the investment advisory agreement and the relevant factors for consideration, the Advisor’s most recent Form 10-K, a copy of the advisory agreement, a fund fact sheet, and peer expense and performance comparisons.  The Board considered and discussed numerous factors, including the following:
 
 
The Board considered the services identified below that are provided by the Advisor:
 
   
The Advisor acts as portfolio manager for the Fund. In this capacity, the Advisor manages the composition of the portfolio of the Fund, including the purchase, retention, and disposition of portfolio securities in accordance with the Fund’s investment objectives, policies, and restrictions.  The Advisor holds a perpetual, royalty-free, exclusive license to the formula used for the Fund.
 
   
The Advisor oversees distribution of the Fund through third-party broker/dealers and independent financial institutions such as Charles Schwab, Inc., Fidelity, TD Waterhouse, and Pershing. The Advisor participates in “no transaction fee” (“NTF”) programs with these companies on behalf of the Fund, which allows customers to purchase the Fund through third-party distribution channels without paying a transaction fee. The Advisor compensates a number of these third-party providers of NTF programs out of its own revenues and not those of the Fund.
 
   
The Advisor oversees service providers that support the Fund in providing fund accounting, fund administration, fund distribution, transfer agency, and custodial services.
 
 
The Board considered that the advisory services to be provided by the Advisor are services required for the operation of the Fund.
 
 
The Board considered the nature and quality of the advisory services offered by the Advisor to the Fund.
 
 
The Board considered that the terms of the advisory agreement are fair and reasonable.
 
 
The Board compared the performance of the Fund to benchmark indices over various periods of time and concluded that the positive performance of the Fund warranted the approval of the advisory agreement.
 
 
The Board reviewed the Fund’s expense ratio and comparable expense ratios for funds comparable to the Fund. The Board used data from Morningstar showing funds similar in asset size and investment objective to the Fund and determined that the expense ratio of the Fund falls within the range of the ratios of other comparable funds and concluded that the expenses of the Fund were reasonable.
 
 
The Board considered the fees charged by the Advisor to those of funds similar in asset size and investment objective to the Fund and concluded the advisory fee of the Fund was reasonable and warranted approval of the advisory agreement.
 

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
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The Board considered the profitability of the Advisor with respect to the Fund and concluded the profits were reasonable and not excessive when compared to profitability guidelines set forth in relevant court cases.
 
 
The Board considered the high level of professionalism and knowledge of the Advisor’s employees, along with an extremely low level of turnover of the employees of the Advisor, and concluded that this was beneficial to the Fund and its shareholders, as it ensures that the Fund is operated efficiently.
 
All of the factors above were considered separately by the Board, including the Trustees who are not “interested persons” (as defined in the Investment Company Act of 1940, as amended) of the Fund (the “Independent Trustees”) meeting in an executive session. The factors were viewed in their totality by the Board, with no single factor being the principal or determinative factor in the Board’s determination of whether to approve the advisory agreement. Based on the factors discussed above, the Board, including all of the Independent Trustees, recommended approval of the advisory agreement.
 

 
 
 
 
 
 

HENNESSYFUNDS.COM
 
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For information, questions or assistance, please call
 
The Hennessy Funds
 
1-800-966-4354 or 1-415-899-1555
 


INVESTMENT ADVISOR
Hennessy Advisors, Inc.
7250 Redwood Blvd., Suite 200
Novato, California 94945

ADMINISTRATOR,
TRANSFER AGENT,
DIVIDEND PAYING AGENT &
SHAREHOLDER SERVICING AGENT
U.S. Bancorp Fund Services, LLC
P.O. Box 701
Milwaukee, Wisconsin 53201-0701

CUSTODIAN
U.S. Bank N.A.
Custody Operations
1555 North River Center Dr., Suite 302
Milwaukee, Wisconsin 53212

TRUSTEES
Neil J. Hennessy
Robert T. Doyle
J. Dennis DeSousa
Gerald P. Richardson

COUNSEL
Foley & Lardner LLP
777 East Wisconsin Avenue
Milwaukee, Wisconsin 53202-5306

INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM
KPMG LLP
777 East Wisconsin Avenue
Milwaukee, Wisconsin 53202-5306

DISTRIBUTOR
Quasar Distributors, LLC
615 East Michigan Street
Milwaukee, Wisconsin 53202



 


hennessyfunds.com | 1-800-966-4354

 
This report has been prepared for shareholders and may be distributed to
others only if preceded or accompanied by a current prospectus.


 
 
 

 
 
 

 
SEMI-ANNUAL REPORT

APRIL 30, 2014

 



 

HENNESSY FOCUS FUND
 
Investor Class HFCSX
Institutional Class HFCIX

 
 
 

hennessyfunds.com | 1-800-966-4354


 
 
 

 
















(This Page Intentionally Left Blank.)
 


















 
 
 

 

Contents
 
 
Letter to Shareholders
2
Performance Overview
4
Financial Statements
 
Schedule of Investments
7
Statement of Assets and Liabilities
11
Statement of Operations
12
Statements of Changes in Net Assets
13
Financial Highlights
14
Notes to the Financial Statements
18
Expense Example
25
Proxy Voting
27
Quarterly Filings on Form N-Q
27
Householding
27
Board Approval of Investment Advisory Agreements
28


 
 
 
 
 
 

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
 

 
 
 
June 2014
 
Dear Shareholder:
 
 
The financial markets have provided strong returns over the past six-months ended April 30, 2014, with the Dow Jones Industrial Average (DJIA) and S&P 500 both returning approximately 8% during the period.  The current valuation metrics of the major indices are solid; for example, the DJIA currently has a price-to-earnings ratio of 15x and a price-to-sales ratio of 1.75x.  The DJIA also has a dividend yield of 2.2%, which is nearly as high as that of a 10-Year U.S. Treasury, which is currently yielding 2.6%.  Investing in high-yielding, high-quality DJIA stocks have the potential to not only provide an income stream but also for stock price appreciation as well.  Fixed income investing has run its course, in my opinion, and many individuals are currently benefiting from the return to investing in equities that possess strong fundamentals.
 
U.S. corporations continue to drive shareholder value by making acquisitions, initiating and raising dividends, investing in internal infrastructure, and buying back stock.  However, lately I have begun to see a shift in those business strategies.  The easier-to-execute acquisitions seem to be a thing of the past, and firms now have to be even more creative to execute accretive deals.  I also believe that while firms may continue to initiate dividends, fewer firms will raise their dividends and fewer firms will participate in stock buyback programs going forward.  So what will these cash-rich companies do with their capital if they are not raising dividends or buying back stock? I believe we will see companies begin to initiate capital expenditure programs.
 
Due to the continuing uncertainty from a lack of clear policies on taxes, healthcare, and regulations, I have observed that corporations would rather wait for clarity from our government leaders and defer any significant changes to their current business models.  Up until this point, there has been no real cost for firms to defer spending their capital as they wait for anticipated guidance on policies that directly affect their businesses.  But, this economic handcuffing from all of this uncertainty has gone on long enough.  I believe there will now be firms who want to improve their margins and will begin spending money to expand their sales, and may even begin to hire.  Once a competitor begins to move in this way, then the cost to defer becomes real for companies.  This movement to expansion may well be a catalyst to propel the financial markets.   I do believe this will be a slow shift, but one that will keep the economy improving, and should, in my opinion, help to generate reasonable market returns over the next few years.
 
With almost $3 trillion in cash sitting on the sidelines, this strategic shift by companies to begin spending their idle capital should help the economic recovery in the U.S.  But that is only one part of the equation.  Washington politics still play a role in how strong that recovery will be.  The national political landscape will change in the next few years, and the future generation of elected officials will be faced with what I believe are fictitious unemployment figures (6.3% reported, when over 20 million Americans are looking for more work or a better job), a sluggish economy, and global competition in business.  The next regime needs to provide real clarity on the issues that face all Americans and American corporations: taxation, regulation, and how to pay for our new healthcare system.  I also believe that our government needs to regard business as a noble profession and to implement common sense and logic in their policy making instead of politics as usual.  As Confucius is quoted as saying, “Life is really simple, but we insist on making it complicated.”
 

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I am confident that even with all the hurdles facing corporate America, companies continue to provide good value for their shareholders, and I believe that means the financial markets are in good shape and should remain strong moving forward, I also believe that the next few months may be volatile.  Fads come and go, and the current buzz on the Street is around investing in social media stocks.  I believe that chasing hot products has contributed and will continue to contribute to the volatility of the markets this year.  After over 35 years in the business, I still firmly believe the best way to position your portfolio is by investing in good companies over the long term, rather than trying to buy the next hot idea at exactly the right time.  At Hennessy Funds, hunches and fads have no place in our investment process, and we understand that successful investing comes from time in the market, not timing the market.
 
We remain focused on investing based on proven fundamentals, and we are committed to managing money for the sole benefit of our shareholders.  If you have any questions or want to speak with us directly, please don’t hesitate to call us at (800) 966-4354.
 
Best regards,
 

 
Neil J. Hennessy
President and Chief Investment Officer
 

 
Past performance does not guarantee future results.
 
Mutual fund investing involves risk.  Principal loss is possible.
 
Opinions expressed are those of Neil Hennessy and are subject to change, are not guaranteed and should not be considered investment advice.
 
The Dow Jones Industrial Average and S&P 500 are unmanaged indices commonly used to measure the performance of U.S. stocks.  One cannot invest directly in an index.
 
Price-to-sales ratio and price-to-earnings ratio are tools for calculating relative valuation.  Price-to-sales ratio is calculated by dividing the market price by revenue per share.  Price-to-earnings ratio is the market price per share divided by earnings per share.
 
 
 

 

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
3

 

Performance Overview (Unaudited)
 
 
The opinions expressed in the following commentary reflect those of the Portfolio Managers as of the date written. Any such opinions are subject to change based on market or other conditions and are not guaranteed. These opinions may not be relied upon as investment advice. Investment decisions for the Fund are based on several factors, and may not be relied upon as an indication of trading intent on behalf of the Fund. Security positions can and do change.
 
AVERAGE ANNUAL TOTAL RETURN PERIODS ENDED APRIL 30, 2014
 
 
Six
One
Five
Ten
 
Months(1)
Year
Years
Years
Hennessy Focus Fund –
       
  Investor Class (HFCSX)
2.17%
15.07%
18.69%
11.28%
Hennessy Focus Fund –
       
  Institutional Class (HFCIX)(2)
2.31%
15.43%
19.02%
11.49%
Russell 3000® Index
7.83%
20.78%
19.54%
  8.10%
Russell MidCap® Growth Index
6.04%
20.62%
21.10%
  9.63%
 
Expense ratios: 1.44% (Investor Class); 1.14% (Institutional Class)
 
Performance data quoted represents past performance; past performance does not guarantee future results. The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. Current performance of the Fund may be lower or higher than the performance quoted. Performance data current to the most recent month end may be obtained by visiting hennessyfunds.com. Performance for periods prior to October 26, 2012 is that of the FBR Focus Fund.
 
The expense ratios presented are from the most recent prospectus.
 
(1)
Periods less than one year are not annualized.
(2)
The inception date of the Institutional Class shares is May 30, 2008. Performance shown prior to the inception of the Institutional Class shares reflects the performance of the Investor Class shares and includes expenses that are not applicable to and are higher than those of the Institutional Class shares.
 
 
PERFORMANCE NARRATIVE
BROAD RUN INVESTMENT MANAGEMENT, LLC, SUB-ADVISOR
 
Portfolio Managers Brian Macauley, CFA, David Rainey, CFA, and Ira Rothberg, CFA, Broad Run Investment Management, LLC (sub-advisor).
 
Over the previous six months, how did the Fund perform and what factors contributed to this performance?
 
For the six-month period ended April 30, 2014, the Investor Class of the Hennessy Focus Fund returned 2.17%, underperforming the Russell 3000® Index, the Russell Midcap® Growth Index, and the Morningstar Mid-Cap Growth Category Average, which returned 7.83%, 6.04%, and 3.60% for the same period, respectively.
 
Leading contributors to the Fund’s performance were O’Reilly Automotive, Inc., Markel Corporation, and The Charles Schwab Corporation, all of which the Fund continues to hold.  Leading detractors from the Fund’s performance were Bally Technologies, Inc., Encore Capital Group, Inc., and CarMax, Inc.  While the stock prices of these three companies declined during the period, the sales and earnings of their underlying businesses increased at what we view as attractive rates.  We continue to have a favorable long-term view of their future business and investment prospects, so the Fund
 

HENNESSYFUNDS.COM
 
4

 

continues to hold these investments.  We invest with a long-term time horizon and encourage shareholders to do the same.  Despite the discussion of six-month results referenced above, we encourage fellow shareholders to evaluate the Fund’s performance over three-, five-, and ten-year periods since shorter time periods can be influenced by many transitory issues unrelated to the growth in intrinsic value of the Fund’s holdings.
 
Additional Portfolio Manager commentary and related investment outlook:
 
Selectivity is a hallmark of the Fund.  We focus on holding about two dozen of the best investments we can find from a universe of approximately 2,500 U.S. public companies.  At the same time, in choosing these investments we are very mindful to seek to avoid situations that expose the Fund to large permanent capital losses.  Our view is that long-term performance is determined just as much by what we choose to avoid as by what we choose to own in the Fund.  For example, healthy skepticism and a disciplined valuation overlay enabled the Fund to largely avoid the destruction wrought upon the technology sector during the internet bubble collapse, and also to largely avoid direct exposure to the mortgage debacle that precipitated the Great Recession.
 
This approach leads us to heavy investment exposure in some sectors and little or no exposure in other sectors.  For example, today the Fund has exposure to just seven of Morningstar’s twelve market sectors, and even then with very different weightings than the overall market.  Since the Fund’s portfolio and sector exposure looks so different than the market indices, we inevitably get performance results that deviate from the market.
 
We accept that our approach will sometimes lead to short-term periods of under-performance relative to the market indices, but we believe this has allowed the Fund to substantially outperform over the ten-year period ended April 30, 2014.
 
We continue to find select opportunities in an attempt to enhance the Fund’s portfolio.  During the six-month period, the Fund established positions in Brookfield Asset Management, Inc. and Mistras Group, Inc., while eliminating positions in News Corporation and UTi Worldwide, Inc.  We believe that these new portfolio companies were bought at relatively low valuations and are potentially capable of high-teens annual earnings growth over the next five years.
 
We continue to have a positive long-term outlook for the Fund.  The Fund’s holdings are predominately a collection of what we believe to be secular growth businesses trading at reasonable valuations.  Our expectation is that the Fund will own these businesses for five- or even ten-year periods.  Over this long-term time horizon, we expect that the Fund’s returns will likely be determined primarily by the growth in earnings power of these businesses.

 
 

The Russell 3000® Index is an unmanaged index commonly used to measure the performance of U.S. stocks.  The Russell Midcap® Growth Index is an unmanaged index commonly used to measure the performance of U.S. medium-capitalization growth stocks.  You cannot invest directly in an index.  Performance data for an index does not reflect any deductions for fees, expenses or taxes.  The Fund is non-diversified, meaning it concentrates its assets in fewer holdings than a diversified fund and is therefore more exposed to individual stock volatility than a diversified fund.  The Fund may invest in small- and medium-capitalization companies, which may have limited liquidity and greater price volatility than large-capitalization companies.  References to specific securities should not be considered a recommendation to buy or sell any security.  Fund holdings and sector allocations are subject to change.  Please refer to the Schedule of Investments included in this report for additional portfolio information.
 
Earnings growth is not a measure of the Fund’s future performance.
 

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
5

 

Each Morningstar category average represents a universe of funds with similar investment objectives.  © Morningstar, Inc.  All Rights Reserved.  The information contained herein: 1) is proprietary to Morningstar; 2) may not be copied or distributed and 3) is not warranted to be accurate, complete or timely.  Neither Morningstar nor its content providers are responsible for any damages or losses arising from any use of this information.  Past performance does not guarantee future results.
 














HENNESSYFUNDS.COM
 
6

 

Schedule of Investments
 


 
HENNESSY FOCUS FUND
 
As of April 30, 2014 (Unaudited)
(% of Net Assets)
 


 

 
 
TOP TEN HOLDINGS (EXCLUDING CASH/CASH EQUIVALENTS)
% NET ASSETS
 
O’Reilly Automotive, Inc.
9.15%
 
Markel Corp.
8.52%
 
American Tower Corp., Class A
8.49%
 
CarMax, Inc.
6.29%
 
Bally Technologies, Inc.
5.22%
 
Gaming & Leisure Properties, Inc.
5.14%
 
Aon PLC
4.95%
 
Twenty First Century Fox, Inc.
4.51%
 
The Charles Schwab Corp.
4.27%
 
Encore Capital Group, Inc.
3.85%

 

 

 
Note:  For presentation purposes, the Fund has grouped some of the industry categories.  For purposes of categorizing securities for compliance with Section 8(b)(1) of the Investment Company Act of 1940, the Fund uses more specific industry classifications.

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
7

 
 
 
COMMON STOCKS – 73.73%
 
Number
         
% of
 
     
of Shares
   
Value
   
Net Assets
 
 
Consumer Discretionary – 29.03%
                 
 
Bally Technologies, Inc. (a)
    1,169,000     $ 76,113,590       5.22 %
 
CarMax, Inc. (a)
    2,097,740       91,839,057       6.29 %
 
Dick’s Sporting Goods, Inc.
    815,767       42,958,290       2.94 %
 
O’Reilly Automotive, Inc. (a)
    897,900       133,598,541       9.15 %
 
Penn National Gaming, Inc. (a)
    1,197,772       13,367,136       0.92 %
 
Twenty First Century Fox, Inc.
    2,057,204       65,871,672       4.51 %
                423,748,286       29.03 %
                           
 
Energy – 3.64%
                       
 
World Fuel Services Corp.
    1,168,204       53,200,010       3.64 %
                           
 
Financials – 26.11%
                       
 
Aon PLC (b)
    851,000       72,232,880       4.95 %
 
Brookfield Asset Management, Inc.(b)
    119,423       5,022,931       0.35 %
 
Diamond Hill Investment Group, Inc.
    83,945       9,965,950       0.68 %
 
Encore Capital Group, Inc. (a)
    1,300,849       56,222,694       3.85 %
 
Markel Corp. (a)
    198,637       124,330,871       8.52 %
 
Marlin Business Services Corp.
    493,638       8,475,765       0.58 %
 
T. Rowe Price Group, Inc.
    517,900       42,535,127       2.91 %
 
The Charles Schwab Corp.
    2,346,699       62,304,859       4.27 %
                381,091,077       26.11 %
                           
 
Health Care – 1.41%
                       
 
Henry Schein, Inc. (a)
    180,000       20,561,400       1.41 %
                           
 
Industrials – 5.10%
                       
 
American Woodmark Corp. (a)
    798,561       23,964,816       1.64 %
 
Mistras Group, Inc. (a)
    11,642       264,390       0.02 %
 
Roadrunner Transportation Systems, Inc. (a)
    904,200       22,270,446       1.53 %
 
Simpson Manufacturing Company, Inc.
    850,000       27,871,500       1.91 %
                74,371,152       5.10 %
                           
 
Information Technology – 8.44%
                       
 
Google, Inc. (a)
    68,984       36,331,113       2.49 %
 
Google, Inc., Class A (a)
    68,984       36,898,162       2.53 %
 
MICROS Systems, Inc. (a)
    971,148       50,014,122       3.42 %
                123,243,397       8.44 %
 
Total Common Stocks
                       
 
  (Cost $581,147,127)
            1,076,215,322       73.73 %

 
The accompanying notes are an integral part of these financial statements.

HENNESSYFUNDS.COM
 
8

 
 
 
REITS – 13.63%
 
Number
         
% of
 
     
of Shares
   
Value
   
Net Assets
 
                           
 
American Tower Corp., Class A
    1,483,679     $ 123,916,870       8.49 %
 
Gaming & Leisure Properties, Inc.
    2,043,407       75,095,207       5.14 %
                           
 
Total REITS
                       
 
  (Cost $81,851,999)
            199,012,077       13.63 %
                           
 
SHORT-TERM INVESTMENTS – 12.64%
                       
                           
 
Money Market Funds – 12.64%
                       
 
Federated Government Obligations Fund – Class I, 0.01% (c)
    72,500,000       72,500,000       4.97 %
 
Federated Treasury Obligations Fund, 0.01% (c)
    39,448,162       39,448,162       2.70 %
 
Fidelity Government Portfolio – Institutional Class, 0.01% (c)
    72,500,000       72,500,000       4.97 %
                           
 
Total Money Market Funds
                       
 
  (Cost $184,448,162)
            184,448,162       12.64 %
                           
 
Total Short-Term Investments
                       
 
  (Cost $184,448,162)
            184,448,162       12.64 %
                           
 
Total Investments
                       
 
  (Cost $847,447,288) – 100.00%
            1,459,675,561       100.00 %
 
Liabilities in Excess
                       
 
  of Other Assets – 0.00%
            (20,981 )     0.00 %
 
TOTAL NET ASSETS – 100.00%
          $ 1,459,654,580       100.00 %
 
Percentages are stated as a percent of net assets.

(a)
Non-income producing security.
(b)
U.S. traded security of a foreign corporation.
(c)
The rate listed is the fund’s 7-day yield as of April 30, 2014.
 
 

 

The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
9

 

Summary of Fair Value Exposure at April 30, 2014
 
The following is a summary of the inputs used to value the Fund’s net assets as of April 30, 2014 (See Note 3 in the accompanying notes to the financial statements):
 
Common Stock
 
Level 1
   
Level 2
   
Level 3
   
Total
 
Consumer Discretionary
  $ 423,748,286     $     $     $ 423,748,286  
Energy
    53,200,010                   53,200,010  
Financials
    381,091,077                   381,091,077  
Health Care
    20,561,400                   20,561,400  
Industrials
    74,371,152                   74,371,152  
Information Technology
    123,243,397                   123,243,397  
Total Common Stock
  $ 1,076,215,322     $     $     $ 1,076,215,322  
REITS
                               
Financials
  $ 199,012,077     $     $     $ 199,012,077  
Short-Term Investments
                               
Money Market Funds
  $ 184,448,162     $     $     $ 184,448,162  
Total Short-Term Investments
  $ 184,448,162     $     $     $ 184,448,162  
Total Investments
  $ 1,459,675,561     $     $     $ 1,459,675,561  

Transfers between levels are recognized at the end of the reporting period. During the six-month period ended April 30, 2014, the Fund recognized no transfers between levels.
 

 

 
The accompanying notes are an integral part of these financial statements.

HENNESSYFUNDS.COM
 
10

 

Financial Statements
 
Statement of Assets and Liabilities as of April 30, 2014 (Unaudited)
 
ASSETS:
     
Investments in securities, at value (cost $847,447,288)
  $ 1,459,675,561  
Dividends and interest receivable
    214,323  
Receivable for fund shares sold
    2,682,569  
Prepaid expenses and other assets
    55,302  
Total Assets
    1,462,627,755  
         
LIABILITIES:
       
Payable for fund shares redeemed
    1,063,509  
Payable to advisor
    1,083,310  
Payable to administrator
    295,624  
Payable to auditor
    9,476  
Accrued distribution fees
    296,620  
Accrued trustees fees
    4,034  
Accrued expenses and other payables
    220,602  
Total Liabilities
    2,973,175  
NET ASSETS
  $ 1,459,654,580  
         
NET ASSETS CONSIST OF:
       
Capital stock
  $ 839,109,443  
Accumulated net investment income
    3,284,876  
Accumulated net realized gain on investments
    5,031,988  
Unrealized net appreciation on investments
    612,228,273  
Total Net Assets
  $ 1,459,654,580  
         
NET ASSETS
       
Investor Class:
       
Shares authorized (no par value)
 
Unlimited
 
Net assets applicable to outstanding Investor Class shares
    1,199,944,137  
Shares issued and outstanding
    18,778,206  
Net asset value, offering price and redemption price per share
  $ 63.90  
         
Institutional Class:
       
Shares authorized (no par value)
 
Unlimited
 
Net assets applicable to outstanding Institutional Class shares
    259,710,443  
Shares issued and outstanding
    4,010,783  
Net asset value, offering price and redemption price per share
  $ 64.75  


The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
11

 

Financial Statements
 
Statement of Operations Six Months Ended April 30, 2014 (Unaudited)
 

INVESTMENT INCOME:
     
Dividend income
  $ 20,618,833  
Interest income
    8,042  
Total investment income
    20,626,875  
         
EXPENSES:
       
Investment advisory fees
    6,377,920  
Distribution fees – Investor Class (See Note 5)
    1,489,317  
Administration, fund accounting, custody and transfer agent fees
    850,389  
Sub-transfer agent expenses – Investor Class (See Note 5)
    729,798  
Sub-transfer agent expenses – Institutional Class (See Note 5)
    75,957  
Reports to shareholders
    72,473  
Federal and state registration fees
    28,991  
Trustees’  fees and expenses
    12,556  
Compliance expense
    10,655  
Audit fees
    9,471  
Legal fees
    3,720  
Other expenses
    37,044  
Total expenses
    9,698,291  
NET INVESTMENT INCOME
  $ 10,928,584  
         
REALIZED AND UNREALIZED GAINS:
       
Net realized gain on investments
  $ 5,030,834  
Change in unrealized appreciation on investments
    11,022,433  
Net gain on investments
    16,053,267  
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS
  $ 26,981,851  
 

 

The accompanying notes are an integral part of these financial statements.

HENNESSYFUNDS.COM
 
12

 

Financial Statements
 
Statements of Changes in Net Assets
 
   
Six Months Ended
       
   
April 30, 2014
   
Year Ended
 
   
(Unaudited)
   
October 31, 2013
 
OPERATIONS:
           
Net investment income (loss)
  $ 10,928,584     $ (7,900,190 )
Net realized gain on securities
    5,030,834       22,730,911  
Change in unrealized appreciation on securities
    11,022,433       258,060,122  
Net increase in net assets resulting from operations
    26,981,851       272,890,843  
                 
DISTRIBUTIONS TO SHAREHOLDERS FROM:
               
Net realized gains
               
Investor Class
    (19,269,073 )     (58,291,075 )
Institutional Class
    (3,177,442 )     (5,349,797 )
Total distributions
    (22,446,515 )     (63,640,872 )
                 
CAPITAL SHARE TRANSACTIONS:
               
Proceeds from shares subscribed – Investor Class
    197,909,569       375,206,953  
Proceeds from shares subscribed – Institutional Class
    118,466,306       127,598,554  
Dividends reinvested – Investor Class
    18,773,429       56,748,943  
Dividends reinvested – Institutional Class
    2,406,086       4,791,826  
Cost of shares redeemed – Investor Class
    (160,797,597 )(1)     (188,842,828 )(2)
Cost of shares redeemed – Institutional Class
    (41,376,276 )     (49,900,885 )
Net increase in net assets derived
               
  from capital share transactions
    135,381,517       325,602,563  
TOTAL INCREASE IN NET ASSETS
    139,916,853       534,852,534  
                 
NET ASSETS:
               
Beginning of period
    1,319,737,727       784,885,193  
End of period
  $ 1,459,654,580     $ 1,319,737,727  
Undistributed net investment
               
  income (loss), end of period
  $ 3,284,876     $ (7,643,708 )
                 
CHANGES IN SHARES OUTSTANDING:
               
Shares sold – Investor Class
    3,057,033       6,493,694  
Shares sold – Institutional Class
    1,807,339       2,140,491  
Shares issued to holders as
               
  reinvestment of dividends – Investor Class
    291,422       1,149,695  
Shares issued to holders as
               
  reinvestment of dividends – Institutional Class
    36,903       96,221  
Shares redeemed – Investor Class
    (2,498,958 )     (3,380,133 )
Shares redeemed – Institutional Class
    (630,480 )     (920,448 )
Net increase in shares outstanding
    2,063,259       5,579,520  

(1)
Net of redemption fees of $949 related to redemption fees imposed by the FBR Focus Fund during a prior year but not received until the six-month period ended April 30, 2014.
(2)
Net of redemption fees of $1,716 related to redemption fees imposed by the FBR Focus Fund during a prior year but not received until fiscal year 2013.

 
The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
13

 

Financial Highlights
 
Hennessy Focus Fund
 
For an Investor Class share outstanding throughout each period

   
Six Months Ended
 
   
April 30, 2014
 
   
(Unaudited)
 
PER SHARE DATA:
     
Net asset value, beginning of period
  $ 63.58  
         
Income from investment operations:
       
Net investment income (loss)
    0.49  
Net realized and unrealized gains (losses) on securities
    0.89  
Total from investment operations
    1.38  
         
Less distributions:
       
Dividends from net investment income
     
Dividends from net realized gains
    (1.06 )
Total distributions
    (1.06 )
Paid-in capital from redemption fees
     
Net asset value, end of period
  $ 63.90  
         
TOTAL RETURN
    2.17 %(5)
         
SUPPLEMENTAL DATA AND RATIOS:
       
Net assets, end of period (millions)
  $ 1,199.94  
Ratio of expenses to average net assets
    1.42 %(4)
Ratio of net investment loss to average net assets
    1.50 %(4)
Portfolio turnover rate(3)
    2 %(5)











(1)
Calculated based on average shares outstanding method.
(2)
Amount is less than $0.01.
(3)
Portfolio turnover is calculated on the basis of the Fund as a whole.
(4)
Annualized.
(5)
Not annualized.

 
The accompanying notes are an integral part of these financial statements.

HENNESSYFUNDS.COM
 
14

 


 
 


Year Ended October 31,
 
2013
   
2012
   
2011
   
2010
   
2009
 
                           
$ 51.78     $ 49.80     $ 47.57     $ 37.56     $ 37.40  
                                     
                                     
  (0.32 )     (0.39 )     (0.50 )(1)     (0.64 )     (0.42 )
  16.44       7.61       4.44       10.65       5.76  
  16.12       7.22       3.94       10.01       5.34  
                                     
                                     
                           
  (4.32 )     (5.24 )     (1.72 )           (5.19 )
  (4.32 )     (5.24 )     (1.72 )           (5.19 )
  0.00 (2)     0.00 (2)     0.01       0.00 (2)     0.01  
$ 63.58     $ 51.78     $ 49.80     $ 47.57     $ 37.56  
                                     
  33.54 %     16.17 %     8.35 %     26.65 %     17.74 %
                                     
                                     
$ 1,139.85     $ 707.61     $ 611.34     $ 670.84     $ 759.77  
  1.43 %     1.41 %     1.44 %     1.51 %     1.43 %
  (0.85 )%     (0.79 )%     (1.01 )%     (1.31 )%     (1.16 )%
  4 %     13 %     13 %     5 %     5 %


 
 
The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
15

 

Financial Highlights
 
Hennessy Focus Fund
 
For an Institutional Class share outstanding throughout each period*

   
Six Months Ended
 
   
April 30, 2014
 
   
(Unaudited)
 
PER SHARE DATA:
     
Net asset value, beginning of period
  $ 64.32  
         
Income from investment operations:
       
Net investment income
    0.46  
Net realized and unrealized gains on securities
    1.03  
Total from investment operations
    1.49  
         
Less distributions:
       
Dividends from net investment income
     
Dividends from net realized gains
    (1.06 )
Total distributions
    (1.06 )
Paid-in capital from redemption fees
     
Net asset value, end of period
  $ 64.75  
         
TOTAL RETURN
    2.31 %(5)
         
SUPPLEMENTAL DATA AND RATIOS:
       
Net assets, end of period (millions)
  $ 259.71  
Ratio of expenses to average net assets
    1.11 %(4)
Ratio of net investment income (loss) to average net assets
    1.75 %(4)
Portfolio turnover rate(3)
    2 %(5)









*
Per share amounts have been restated on a retroactive basis to reflect a 1:18 reverse stock split effective December 10, 2010.
(1)
Calculated based on average shares outstanding method.
(2)
Amount is less than $0.01.
(3)
Portfolio turnover is calculated on the basis of the Fund as a whole.
(4)
Annualized.
(5)
Not annualized.

 
The accompanying notes are an integral part of these financial statements.

HENNESSYFUNDS.COM
 
16

 
 
 

Year Ended October 31,
 
2013
   
2012
   
2011
   
2010
   
2009
 
                           
$ 52.19     $ 50.02     $ 47.64     $ 37.84     $ 130.93  
                                     
                                     
  (0.13 )     (0.22 )     (0.37 )(1)     (0.41 )     (0.25 )
  16.58       7.63       4.47       10.58       0.59  
  16.45       7.41       4.10       10.17       0.34  
                                     
                                     
                    (0.37 )      
  (4.32 )     (5.24 )     (1.72 )           (93.45 )
  (4.32 )     (5.24 )     (1.72 )     (0.37 )     (93.45 )
        0.00 (2)     0.00 (2)     0.00 (2)     0.02  
$ 64.32     $ 52.19     $ 50.02     $ 47.64     $ 37.84  
                                     
  33.94 %     16.51 %     8.53 %     27.32 %     18.15 %
                                     
                                     
$ 179.89     $ 77.28     $ 49.01     $ 36.81     $ 34.23  
  1.13 %     1.12 %     1.15 %     1.26 %     1.15 %
  (0.52 )%     (0.52 )%     (0.76 )%     (1.06 )%     (0.88 )%
  4 %     13 %     13 %     5 %     5 %

 
 
 

 
The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
17

 

Notes to the Financial Statements
April 30, 2014 (Unaudited)

 
1).  ORGANIZATION
 
The Hennessy Focus Fund (the “Fund”) is a series of Hennessy Funds Trust (the “Trust”), which was organized as a Delaware statutory trust on September 17, 1992.  The Fund is an open-end management investment company registered under the Investment Company Act of 1940, as amended.  The Fund is a successor to the FBR Focus Fund (the “Predecessor FBR Fund”), a series of The FBR Funds, a Delaware statutory trust, pursuant to a reorganization that took place after the close of business on October 26, 2012.  Prior to October 26, 2012, the Fund had no investment operations.  As a result of the reorganization, holders of the Investor Class shares of the Predecessor FBR Fund received Investor Class shares of the Fund (the Investor Class shares of the Fund are the successor to the accounting and performance information of the Predecessor FBR Fund), and holders of the Institutional Class shares of the Predecessor FBR Fund received Institutional Class shares of the Fund (the Institutional Class shares of the Fund are the successor to the accounting and performance information of the Predecessor FBR Fund). The investment objective of the Fund is capital appreciation.  The Fund is a non-diversified fund.
 
The Fund offers Investor Class and Institutional Class shares. Each class of shares differs principally in its respective administration, 12b-1 distribution and service fees, shareholder servicing, and transfer agent expenses and sales charges, if any.  Each class has identical rights to earnings, assets, and voting privileges, except for class-specific expenses and exclusive rights to vote on matters affecting only individual classes.
 
 
2).  SIGNIFICANT ACCOUNTING POLICIES
 
The following is a summary of significant accounting policies consistently followed by the Fund in the preparation of the financial statements. These policies are in conformity with U.S. generally accepted accounting principles (“GAAP”)..
 
a).
Investment Valuation – All investments in securities are recorded at their estimated fair value, as described in Note 3.
 
b).
Federal Income Taxes – Provision for Federal income taxes or excise taxes has not been made since the Fund has elected to be taxed as a “regulated investment company” and intends to distribute substantially all of its taxable income to its shareholders and otherwise comply with the provisions of the Internal Revenue Code of 1986, as amended, applicable to regulated investment companies. Net investment income or loss and realized gains and losses for federal income tax purposes may differ from that reported on the financial statements because of temporary book and tax basis differences. Temporary differences are primarily the result of the treatment of wash sales for tax reporting purposes. Distributions from net realized gains for book purposes may include short-term capital gains, which are included as ordinary income to shareholders for tax purposes.
 
c).
Income and Expenses – Dividend income is recognized on the ex-dividend date or as soon as information is available to the Fund. Interest income, which includes the amortization of premium and accretion of discount, is recognized on an accrual basis. The Fund is charged for those expenses that are directly attributable to the portfolio, such as advisory, administration, and certain shareholder service fees. Income,
 

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expenses (other than expenses attributable to a specific class), and realized and unrealized gains or losses on investments are allocated to each class of shares based on its respective net assets.
 
d).
Distributions to Shareholders – Dividends from net investment income for the Fund, if any, are declared and paid out annually, usually in November or December.  Distributions of net realized capital gains, if any, are declared and paid annually, usually in November or December.
 
e).
Security Transactions – Investment and shareholder transactions are recorded on the trade date. The Fund determines the gain or loss realized from the investment transactions by comparing the original cost of the security lot sold with the net sale proceeds. Discounts and premiums on securities purchased are accreted/amortized over the life of the respective security.
 
f).
Use of Estimates – The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported change in net assets during the reporting period. Actual results could differ from those estimates.
 
g).
Share Valuation – The net asset value (“NAV”) per share of the Fund is calculated by dividing the sum of the value of the securities held by the Fund, plus cash or other assets, minus all liabilities (including estimated accrued expenses) by the total number of shares outstanding for the Fund, rounded to the nearest cent. The Fund’s shares will not be priced on days the New York Stock Exchange is closed for trading. The offering and redemption price per share for the Fund is equal to the Fund’s net asset value per share.
 
h).
Foreign Currency – Values of investments denominated in foreign currencies, if any, are converted into U.S. dollars using the spot market rate of exchange at the time of valuation.  Purchases and sales of investments and income are translated into U.S. dollars using the spot market rate of exchange prevailing on the respective dates of such transactions.  The Fund does not isolate the portion of the results of operations resulting from fluctuations in foreign exchange rates on investments from fluctuations resulting from changes in the market prices of securities held.  Such fluctuations are included with the net realized and unrealized gain or loss on investments.  Foreign investments present additional risks due to currency fluctuations, economic and political factors, lower liquidity, government regulations, differences in accounting standards, and other factors.
 
i).
Forward Contracts – The Fund may enter into forward currency contracts to reduce its exposure to changes in foreign currency exchange rates on its foreign holdings and to lock in the U.S. dollar cost of firm purchase and sale commitments for securities denominated in foreign currencies.  A forward currency contract is a commitment to purchase or sell a foreign currency at a future date at a negotiated forward rate.  The gain or loss arising from the difference between the U.S. dollar cost of the original contract and the value of the foreign currency in U.S. dollars upon closing of such contract is included in net realized gain or loss from foreign currency transactions.  During the six months ended April 30, 2014, the Fund did not enter into any forward contracts.
 
j).
Repurchase Agreements – The Fund may enter into repurchase agreements with member banks or security dealers of the Federal Reserve Board whom the investment advisor deems creditworthy. The repurchase price generally equals the price paid by the Fund plus interest negotiated on the basis of current short-term rates.
 

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Securities pledged as collateral for repurchase agreements are held by the custodian bank until the respective agreements mature. Provisions of the repurchase agreements ensure that the market value of the collateral, including accrued interest thereon, is sufficient in the event of default of the counterparty. If the counterparty defaults and the value of the collateral declines or if the counterparty enters an insolvency proceeding, realization of the collateral by the Fund may be delayed or limited.
 
k).
Accounting for Uncertainty in Income Taxes – The Fund has adopted accounting policies regarding recognition and measurement of tax positions taken or expected to be taken on a tax return.  The Fund has reviewed all open tax years in major jurisdictions and concluded that there is no impact on the Fund’s net assets and no tax liability resulting from unrecognized tax benefits relating to uncertain income tax positions taken or expected to be taken on a tax return.  The Fund’s major tax jurisdictions are U.S. Federal and Delaware.  As of April 30, 2014, open Federal and state tax years for the Fund include the tax years ended October 31, 2011 through 2013.
 
l).
Derivatives – The Fund may invest in, or enter into, derivatives, such as options, futures contracts, options on futures contracts, and swaps, for a variety of reasons, including to hedge certain risks, to provide a substitute for purchasing or selling particular securities, or to increase potential income gain.  Derivatives may provide a cheaper, quicker, or more specifically focused way for a Fund to invest than “traditional” securities would.  The main purpose of utilizing these derivative instruments is for hedging purposes.
 
 
The Fund has adopted the financial accounting reporting rules as required by the Derivatives and Hedging Topic of the Financial Accounting Standards Board Accounting Standards Codification. Under such rules, the Fund is required to include enhanced disclosure that enables investors to understand how and why an entity uses derivatives, how derivatives are accounted for, and how derivatives instruments affect an entity’s results of operations and financial position. During the six months ended April 30, 2014, the Fund did not hold any derivative instruments.
 
m).
Events Subsequent to the Fiscal Period End – The Fund has adopted financial reporting rules regarding subsequent events that require an entity to recognize in the financial statements the effects of all subsequent events that provide additional evidence about conditions that existed at the date of the balance sheet.  Management has evaluated the Fund’s related events and transactions that occurred subsequent to April 30, 2014 through the date of issuance of the Fund’s financial statements.  There were no events or transactions that occurred during this period that materially impacted the amounts or disclosures in the Fund’s financial statements.
 
3).  SECURITIES VALUATION
 
The Fund has adopted authoritative fair valuation accounting standards that establish an authoritative definition of fair value and set out a hierarchy for measuring fair value.  These standards require additional disclosures about the various inputs and valuation techniques used to develop the measurements of fair value and a discussion in changes in valuation techniques and related inputs during the period.  These inputs are summarized in the three broad levels listed below:
 
 
Level 1 –
Quoted unadjusted prices for identical instruments in active markets to which the Fund has access at the date of measurement.
 

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Level 2 –
Quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; and model-derived valuations in which all significant inputs and significant value drivers are observable in active markets.  Level 2 inputs are those in markets for which there are few transactions, the prices are not current, the prices are fair value adjusted due to post-market close subsequent events (foreign markets), little public information exists, or instances where prices vary substantially over time or among brokered market makers.  These inputs may also include interest rates, prepayment speeds, credit risk curves, default rates, and similar data.
 
 
Level 3 –
Model-derived valuations in which one or more significant inputs or significant value drivers are unobservable.  Unobservable inputs are those inputs that reflect the Fund’s own assumptions about what market participants would use to price the asset or liability based on the best available information.
 
Following is a description of the valuation techniques applied to the Fund’s major categories of assets and liabilities measured at fair value on a recurring basis.
 
Equity Securities – Equity securities, including common stocks, preferred stocks, foreign issued common stocks, exchange traded funds, closed-end mutual funds, and real estate investment trusts, that are traded on a securities exchange for which a last-quoted sales price is readily available will be valued at the last sales price as reported by the primary exchange on which the securities are listed.  Securities listed on The NASDAQ Stock Market (“NASDAQ”) will be valued at the NASDAQ Official Closing Price, which may differ from the last sales price reported.  Securities traded on a securities exchange for which a last-quoted sales price is not readily available will be valued at the mean between the bid and ask prices.  To the extent these securities are actively traded and valuation adjustments are not applied, they are classified in Level 1 of the fair value hierarchy.
 
Investment Companies – Investments in investment companies (e.g., mutual funds and exchange traded funds) are generally priced at the ending NAV provided by the Fund’s service agent and will be classified in Level 1 of the fair value hierarchy.
 
Debt Securities – Debt securities, including corporate bonds, asset-backed securities, mortgage-backed securities, municipal bonds, U.S. Treasuries, and U.S. government agency issues, are valued at market on the basis of valuations furnished by an independent pricing service that utilizes both dealer-supplied valuations and formula-based techniques.  The pricing service may consider recently executed transactions in securities of the issuer or comparable issuers, market price quotations (where observable), bond spreads, and fundamental data relating to the issuer.  In addition, the model may incorporate market observable data such as reported sales of similar securities, broker quotes, yields, bids, offers, and reference data.  Certain securities are valued principally using dealer quotations.  These securities are generally classified in Level 2 of the fair value hierarchy.
 
Short-Term Securities – Short-term equity investments, including money market funds, are valued in the manner specified above.  Short-term debt investments are valued at amortized cost, if their original maturity was 60 days or less, or by amortizing the values as of the 61st day prior to maturity, if their original term to maturity exceeded 60 days.  Short-term securities are generally classified in Level 1 or Level 2 of the fair market hierarchy depending on the inputs used and market activity levels for specific securities.
 
The Board of Trustees of the Fund (the “Board”) has adopted fair value pricing procedures that are followed when a price for a security is not readily available or if a
 

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significant event has occurred that indicates the closing price of a security no longer represents the true value of that security.  Fair value pricing determinations are made in good faith in accordance with these procedures. There are numerous criteria that will be given consideration in determining a fair value of a security. Some of these criteria are trading volume of security and markets, the value of other like securities, and news events with direct bearing to security or market. Fair value pricing results in an estimated price that reasonably reflects the current market conditions in order to rate the portfolio holdings such that shareholder transactions receive a fair net asset value.  Depending on the relative significance of the valuation inputs, these securities may be classified in either Level 2 or Level 3 of the fair value hierarchy.
 
Fair valuing of foreign securities may be determined with the assistance of a pricing service using correlations between the movement of prices of such securities and indices of domestic securities and other appropriate indicators, such as closing market prices of relevant American Depositary Receipts or futures contracts.  The effect of using fair value pricing is that the Fund’s NAV will reflect the affected portfolio securities’ value as determined in the judgment of the Board or its designee instead of being determined by the market.  Using a fair value pricing methodology to price foreign securities may result in a value that is different from a foreign security’s most recent closing price and from the prices used by other investment companies to calculate their net asset values and are generally considered Level 2 prices in the fair valuation hierarchy.  Because the Fund may invest in foreign securities, the value of the Fund’s portfolio securities may change on days when you will not be able to purchase or redeem your shares.
 
The Board has delegated day-to-day valuation matters to a Valuation Committee comprised of one or more representatives from Hennessy Advisors, Inc., the Fund’s investment advisor.  The function of the Valuation Committee is to value securities where current and reliable market quotations are not readily available.  All actions taken by the Valuation Committee are reviewed by the Board.
 
The Fund has performed an analysis of all existing investments to determine the significance and character of all inputs to their fair value determination.  Various inputs are used in determining the value of the Fund’s investments.  The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.  Details related to the fair valuation hierarchy of the Fund’s securities as of April 30, 2014 are included in the Fund’s Schedule of Investments.
 
 
4).  INVESTMENT TRANSACTIONS
 
Purchases and sales of investment securities (excluding government and short-term investments) for the Fund during the six months ended April 30, 2014 were $111,281,242 and $21,687,201, respectively.
 
There were no purchases or sales/maturities of long-term U.S. Government Securities for the Fund during the six months ended April 30, 2014.
 
 
5).  INVESTMENT MANAGEMENT FEE AND OTHER TRANSACTIONS WITH AFFILIATES
 
Hennessy Advisors, Inc. (the “Advisor”) is the investment advisor of the Fund. The Advisor provides the Fund with investment management services under an Investment Advisory Agreement. The Advisor furnishes all investment advice, office space, facilities, and provides most of the personnel needed by the Fund. As compensation for its services, the Advisor is entitled to a monthly fee from the Fund. The fee is based upon the average daily net assets of the Fund at the annual rate of 0.90%.  The net investment advisory fees payable for the Fund as of April 30, 2014 were $1,083,310.
 

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The Advisor has delegated the day-to-day management of the Fund to a sub-advisor, Broad Run Investment Management, LLC.  The Advisor pays the sub-advisor fees for the Fund from its own assets and these fees are not an additional expense of the Fund.
 
The Advisor has contractually agreed to limit the total annual operating expenses of the Fund (excluding interest, taxes, brokerage commissions, dividend expenses, acquired fund fees and expenses, extraordinary legal expenses, or any other extraordinary expenses and, from and after November 1, 2014, 12b-1 fees) to 1.95% and 1.70% of the Fund’s net assets for the Investor Class shares and Institutional Class shares of the Fund, respectively, through February 28, 2015.
 
For a period of three years after the year in which the Advisor waives or reimburses expenses, the Advisor may seek reimbursement from the Fund to the extent that total annual fund operating expenses are less than the expense limitation in effect at the time of the reimbursement.  During the three years ended October 31, 2013, no Advisor fees were waived and therefore no expenses are subject to potential recovery.
 
The Fund has adopted a plan pursuant to Rule 12b-1 under the Investment Company Act of 1940, as amended, that authorizes payments in connection with the distribution of the Fund’s shares at an annual rate of up to 0.25% of the Fund’s average daily net assets attributable to Investor Class shares. Amounts paid under the plan may be spent on any activities or expenses primarily intended to result in the sale of shares, including but not limited to, advertising, compensation for sales and marketing activities or financial institutions and others such as dealers and distributors, shareholder account servicing, the printing and mailing of prospectuses to other than current shareowners, and the printing and mailing of sales literature.
 
The Fund has entered into agreements with various brokers, dealers, and financial intermediaries in connection with the sale of shares of the Fund.  The agreements provide for periodic payments by the Fund to the brokers, dealers, and financial intermediaries for providing certain shareholder maintenance services (sub-transfer agent expenses).  These shareholder services include the pre-processing and quality control of new accounts, shareholder correspondence, answering customer inquiries regarding account status, and facilitating shareholder telephone transactions. Fees paid by the Fund to various brokers, dealers, and financial intermediaries for the six months ended April 30, 2014 were $805,755.
 
U.S. Bancorp Fund Services, LLC (“USBFS”) provides the Fund with administrative, fund accounting, and transfer agent services, including all regulatory reporting, and necessary office equipment and personnel.  As administrator, USBFS prepares various federal and state regulatory filings, reports, and returns for the Fund; prepares reports and materials to be supplied to the Board; monitors the activities of the Fund’s custodian, transfer agent, and accountants; and coordinates the preparation and payment of the Fund’s expenses and reviews the Fund’s expense accruals. Fees paid to USBFS for the six months ended April 30, 2014 were $850,389.
 
U.S. Bank, N.A., an affiliate of USBFS, serves as the Fund’s custodian.  Quasar Distributors, LLC acts as the Fund’s principal underwriter in a continuous public offering of the Fund’s shares.  Quasar Distributors, LLC is an affiliate of USBFS and U.S. Bank, N.A.
 
 
6).  LINE OF CREDIT
 
The Fund has a line of credit with the other funds in the Hennessy Funds family of funds (the “Hennessy Funds”) in the amount of the lesser of (i) $100,000,000 or (ii) 33.33% of each Hennessy Fund’s net assets, or 30% for the Hennessy Gas Utility Index Fund and 10% for the Hennessy Balanced Fund, intended to provide short-term financing, if
 

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necessary, subject to certain restrictions, in connection with shareholder redemptions. The credit facility is with the Hennessy Funds’ custodian bank, U.S. Bank, N.A.  Borrowings under this arrangement bear interest at the bank’s prime rate. During the six months ended April 30, 2014, the Fund did not have any borrowings outstanding under the line of credit.
 
 
7).  FEDERAL TAX INFORMATION
 
As of October 31, 2013, the Fund’s most recent fiscal year end, the components of accumulated earnings (losses) for income tax purposes for the Fund were as follows:
 
 
Cost of investments for tax purposes
  $ 716,452,529  
 
Gross tax unrealized appreciation
  $ 605,898,829  
 
Gross tax unrealized depreciation
    (4,692,989 )
 
Net tax unrealized appreciation/depreciation
  $ 601,205,840  
 
Undistributed ordinary income
  $  
 
Undistributed long-term capital gains
    22,447,669  
 
Total distributable earnings
  $ 22,447,669  
 
Other accumulated gain (loss)
  $ (7,643,708 )
 
Total accumulated gain (loss)
  $ 616,009,801  
 
The difference between book-basis and tax-basis unrealized appreciation is attributable primarily to capital loss carry overs, wash sales, and partnership adjustments.
 
At October 31, 2013, the Fund’s most recent fiscal year end, the Fund had no tax basis capital losses to offset future capital gains.
 
Capital losses sustained in the year ended October 31, 2012 and in future taxable years will not expire and may be carried over by the Fund without limitation; however, they will retain the character of the original loss. Furthermore, any losses incurred during those taxable years will be required to be utilized prior to the losses incurred in the pre-enactment taxable years. As a result of this ordering rule, pre-enactment capital loss carryforwards may be more likely to expire unused. Under pre-enactment law, capital losses could be carried forward for eight years, and carried forward as short-term capital losses, irrespective of the character of the original loss.
 
At October 31, 2013, the Fund deferred, on a tax basis, a post-December late year ordinary loss deferral of $(7,643,708) and the Fund did not defer, on a tax basis, any post-December loss deferrals.
 
The tax character of distributions paid during fiscal year 2014 (year-to-date) and fiscal year 2013 for the Fund were as follows:
 
     
Six Months Ended
   
Year Ended
 
     
April 30, 2014
   
October 31, 2013
 
 
Ordinary income
  $     $  
 
Long-term capital gain
    22,446,515       63,640,872  
      $ 22,446,515     $ 63,640,872  


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Expense Example (Unaudited)
April 30, 2014

 
As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments, reinvested dividends, or other distributions; redemption fees; and exchange fees; and (2) ongoing costs, including management fees; service fees; and other Fund 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 Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period from November 1, 2013 through April 30, 2014.
 
 
Actual Expenses
The first line of the table below under the “Investor Class” and “Institutional Class” headings provides information about actual account values and actual expenses. Although the Fund charges no sales loads or transaction fees, you will be assessed fees for outgoing wire transfers, returned checks and stop payment orders at prevailing rates charged by U.S. Bancorp Fund Services, LLC, the Fund’s transfer agent.  If you request that a redemption be made by wire transfer, currently a $15.00 fee is charged by the Fund’s transfer agent. IRA accounts will be charged a $15.00 annual maintenance fee. The example below includes, but is not limited to, management fees, shareholder servicing fees, fund accounting, custody, and transfer agent fees.  However, the example below does not include portfolio trading commissions and related expenses, and other extraordinary expenses as determined under generally accepted accounting principles.  You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period.  Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line of the table under the “Investor Class” and “Institutional Class” headings in the column entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.
 
 
Hypothetical Example for Comparison Purposes
The second line of the table below under the “Investor Class” and “Institutional Class” headings provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratios 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 your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads), or exchange fees. Therefore, the second line of the table under the “Investor Class” and “Institutional Class” headings 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.

 
 

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Expenses Paid
 
Beginning
Ending
During Period(1)
 
Account Value
Account Value
November 1, 2013 –
 
November 1, 2013
April 30, 2014
April 30, 2014
Investor Class
     
       
Actual
$1,000.00
$1,021.70
$7.12
       
Hypothetical (5% return
     
  before expenses)
$1,000.00
$1,017.75
$7.10
       
Institutional Class
     
       
Actual
$1,000.00
$1,023.10
$5.57
       
Hypothetical (5% return
     
  before expenses)
$1,000.00
$1,019.29
$5.56

(1)
Expenses are equal to the Fund’s annualized expense ratio of 1.42% for Investor Class shares or 1.11% for Institutional Class shares, as applicable, multiplied by the average account value over the period, multiplied by 181/365 days (to reflect one-half year period).

 
 
 
 

 

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Proxy Voting
 
A description of the policies and procedures the Fund uses to determine how to vote proxies relating to portfolio securities is available without charge: (1) by calling 1-800-966-4354; (2) on the Hennessy Funds’ website at hennessyfunds.com; or (3) on the U.S. Securities and Exchange Commission’s (the “SEC”) website at www.sec.gov. The Fund’s proxy voting record is available on both the Hennessy Funds’ website at hennessyfunds.com and the SEC’s website at www.sec.gov no later than August 31 for the prior 12 months ending June 30.
 
 
Quarterly Filings on Form N-Q
 
The Fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. The Fund’s Forms N-Q are available on the SEC’s website at www.sec.gov. The Fund’s Forms N-Q may be reviewed and copied at the SEC’s Public Reference Room in Washington, DC and information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330.  Information included in the Fund’s Forms N-Q will also be available upon request by calling 1-800-966-4354.
 
 
Householding
 
To help keep the Fund’s costs as low as possible, we generally deliver a single copy of most financial reports and prospectuses to shareholders who share an address, even if the accounts are registered under different names. This process, known as “householding,” does not apply to account statements. You may, of course, request an individual copy of a prospectus or financial report at any time. If you would like to receive separate mailings, please call the Administrator at 1-800-261-6950 or 1-414-765-4124 and we will begin individual delivery within 30 days of your request. If your account is held through a financial institution or other intermediary, please contact them directly to request individual delivery.
 
 
 
 

 

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Board Approval of Investment Advisory
Agreements
 
At its meeting on March 3, 2014, the Board of Trustees of the Fund (the “Board”) unanimously approved the continuation of the investment advisory agreement and sub-advisory agreement of the Fund.
 
The Board reviewed a number of documents, including a memorandum provided by outside legal counsel that described the fiduciary duties of the Board with respect to approving the continuance of the investment advisory and sub-advisory agreements and the relevant factors for consideration, a memorandum from the Advisor that listed each of the relevant factors and the documents provided to help the Board assess each such factor, the Advisor’s most recent Form 10-K and 10-Q, the Advisor’s Form ADV Part I, a document that listed the range of services provided by the Advisor for the Fund, a written discussion of economies of scale, a completed questionnaire from the sub-advisor, the sub-advisor’s Form ADV Parts I and II, copies of the advisory and sub-advisory agreements, a fund fact sheet, and peer expense and performance comparisons.  The Board considered and discussed numerous factors, including the following:
 
 
The Board considered the services identified below that are provided by the Advisor and the sub-advisor:
 
   
The Advisor oversees the sub-advisor for the Fund. The sub-advisor acts as the portfolio manager to the Fund, managing the composition of the portfolio of the Fund, including the purchase, retention, and disposition of portfolio securities in accordance with the Fund’s investment objectives, policies, and restrictions.
 
   
The Advisor performs daily reconciliations of portfolio positions and cash for the Fund.
 
   
The Advisor oversees the use of soft dollars for the Fund.
 
   
The Advisor monitors compliance by the Fund with its investment objectives and restrictions.
 
   
The Advisor monitors compliance with federal securities laws and performs activities such as maintaining a compliance program, conducting ongoing reviews of the compliance programs of the sub-advisor and the Fund’s other service providers, conducting on-site visits to the sub-advisor and the Fund’s other service providers, monitoring incidents of abusive trading practices, reviewing Fund expense accruals, payments, and fixed expense ratios, evaluating insurance providers for fidelity bond coverage and D&O/E&O insurance coverage, conducting employee compliance training, reviewing reports provided by service providers, maintaining books and records, and preparing an annual compliance report to the Board.
 
   
The Advisor oversees service providers that support the Fund in providing fund accounting, fund administration, fund distribution, transfer agency, custodial, sales and marketing, audit, information technology, and legal services.
 
   
The Advisor maintains an in-house public relations and marketing department on behalf of the Fund.
 
   
The Advisor is actively involved with preparing regulatory filings for the Fund.
 
   
The Advisor oversees proxy voting for the Fund.
 
   
The Advisor oversees distribution of the Fund through third-party broker/dealers and independent financial institutions such as Charles Schwab,
 

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Inc., Fidelity, TD Waterhouse, and Pershing. The Advisor participates in “no transaction fee” (“NTF”) programs with these companies on behalf of the Fund, which allows customers to purchase the Fund through third-party distribution channels without paying a transaction fee. The Advisor compensates a number of these third-party providers of NTF programs out of its own revenues and not those of the Fund.
 
   
The Advisor pays the incentive compensation of all of the Fund’s compliance officers and employs other staff such as management executives, legal personnel, marketing personnel, national accounts and distribution personnel, sales personnel, and trading oversight personnel.
 
   
The Advisor prepares or reviews Board materials, frequently presents to the Board or leads Board discussions, prepares or reviews meeting minutes, and arranges for Board training and education.
 
 
The Board compared the performance of the Fund to benchmark indices over various periods of time and concluded that the positive performance of the Fund warranted the continuation of the advisory and sub-advisory agreements.
 
 
The Board reviewed the Fund’s expense ratio and comparable expense ratios for funds comparable to the Fund. The Board used data from Morningstar showing funds similar in asset size and investment objective to the Fund and determined that the expense ratio of the Fund falls within the range of the ratios of other comparable funds and concluded that the expenses of the Fund were reasonable.
 
 
The Board considered the fees charged by the Advisor and the sub-advisor of the Fund to those of funds similar in asset size and investment objective to the Fund and concluded the advisory and sub-advisory fees of the Fund were reasonable and warranted continuation of the advisory and sub-advisory agreements. The Trustees noted that the investment advisory and sub-advisory fees are not adjusted if economies of scale are realized as the Fund grows because many of the expenses incurred to manage the Fund are asset-based fees and thus do not result in material economies of scale being realized as the net assets of the Fund increase.
 
 
The Board considered the profitability of the Advisor and the sub-advisor with respect to the Fund and concluded the profits were reasonable and not excessive when compared to profitability guidelines set forth in relevant court cases.
 
 
The Board considered the high level of professionalism and knowledge of the Advisor’s employees, along with an extremely low level of turnover of the employees of the Advisor, and concluded that this was beneficial to the Fund and its shareholders, as it ensures that the Fund is operated efficiently.
 
All of the factors above were considered separately by the Board, including the Trustees who are not “interested persons” (as defined in the Investment Company Act of 1940, as amended) of the Fund (the “Independent Trustees”) meeting in an executive session. The factors were viewed in their totality by the Board, with no single factor being the principal or determinative factor in the Board’s determination of whether to approve the continuation of the advisory and sub-advisory agreements. Based on the factors discussed above, the Board, including all of the Independent Trustees, recommended continuation of the advisory and sub-advisory agreements.
 


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For information, questions or assistance, please call
 
The Hennessy Funds
 
1-800-966-4354 or 1-415-899-1555
 



INVESTMENT ADVISOR
Hennessy Advisors, Inc.
7250 Redwood Blvd., Suite 200
Novato, California 94945

ADMINISTRATOR,
TRANSFER AGENT,
DIVIDEND PAYING AGENT &
SHAREHOLDER SERVICING AGENT
U.S. Bancorp Fund Services, LLC
P.O. Box 701
Milwaukee, Wisconsin 53201-0701

CUSTODIAN
U.S. Bank N.A.
Custody Operations
1555 North River Center Dr., Suite 302
Milwaukee, Wisconsin 53212

TRUSTEES
Neil J. Hennessy
Robert T. Doyle
J. Dennis DeSousa
Gerald P. Richardson

COUNSEL
Foley & Lardner LLP
777 East Wisconsin Avenue
Milwaukee, Wisconsin 53202-5306

INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM
Tait, Weller & Baker LLP
1818 Market Street, Suite 2400
Philadelphia, Pennsylvania 19103

DISTRIBUTOR
Quasar Distributors, LLC
615 East Michigan Street
Milwaukee, Wisconsin 53202



 


hennessyfunds.com | 1-800-966-4354

 
This report has been prepared for shareholders and may be distributed to
others only if preceded or accompanied by a current prospectus.


 
 
 

 





SEMI-ANNUAL REPORT

APRIL 30, 2014

 



 

HENNESSY CORNERSTONE
MID CAP 30 FUND
 
Investor Class HFMDX
Institutional Class HIMDX
 
 
 

 
 

hennessyfunds.com | 1-800-966-4354


 
 
 

 
















(This Page Intentionally Left Blank.)
 


















 
 
 

 

Contents
 
 
Letter to Shareholders
2
Performance Overview
4
Financial Statements
 
Schedule of Investments
7
Statement of Assets and Liabilities
11
Statement of Operations
12
Statements of Changes in Net Assets
14
Financial Highlights
16
Notes to the Financial Statements
20
Expense Example
28
Proxy Voting
30
Quarterly Filings on Form N-Q
30
Federal Tax Distribution Information
30
Householding
30
Board Approval of Investment Advisory Agreement
31
 
 
 
 
 

 


HENNESSY FUNDS                                                                                                        1-800-966-4354
 
 

 
 
June 2014
 
Dear Shareholder:
 
 
The financial markets have provided strong returns over the past six-months ended April 30, 2014, with the Dow Jones Industrial Average (DJIA) and S&P 500 both returning approximately 8% during the period.  The current valuation metrics of the major indices are solid; for example, the DJIA currently has a price-to-earnings ratio of 15x and a price-to-sales ratio of 1.75x.  The DJIA also has a dividend yield of 2.2%, which is nearly as high as that of a 10-Year U.S. Treasury, which is currently yielding 2.6%.  Investing in high-yielding, high-quality DJIA stocks have the potential to not only provide an income stream but also for stock price appreciation as well.  Fixed income investing has run its course, in my opinion, and many individuals are currently benefiting from the return to investing in equities that possess strong fundamentals.
 
U.S. corporations continue to drive shareholder value by making acquisitions, initiating and raising dividends, investing in internal infrastructure, and buying back stock.  However, lately I have begun to see a shift in those business strategies.  The easier-to-execute acquisitions seem to be a thing of the past, and firms now have to be even more creative to execute accretive deals.  I also believe that while firms may continue to initiate dividends, fewer firms will raise their dividends and fewer firms will participate in stock buyback programs going forward.  So what will these cash-rich companies do with their capital if they are not raising dividends or buying back stock? I believe we will see companies begin to initiate capital expenditure programs.
 
Due to the continuing uncertainty from a lack of clear policies on taxes, healthcare, and regulations, I have observed that corporations would rather wait for clarity from our government leaders and defer any significant changes to their current business models.  Up until this point, there has been no real cost for firms to defer spending their capital as they wait for anticipated guidance on policies that directly affect their businesses.  But, this economic handcuffing from all of this uncertainty has gone on long enough.  I believe there will now be firms who want to improve their margins and will begin spending money to expand their sales, and may even begin to hire.  Once a competitor begins to move in this way, then the cost to defer becomes real for companies.  This movement to expansion may well be a catalyst to propel the financial markets.   I do believe this will be a slow shift, but one that will keep the economy improving, and should, in my opinion, help to generate reasonable market returns over the next few years.
 
With almost $3 trillion in cash sitting on the sidelines, this strategic shift by companies to begin spending their idle capital should help the economic recovery in the U.S.  But that is only one part of the equation.  Washington politics still play a role in how strong that recovery will be.  The national political landscape will change in the next few years, and the future generation of elected officials will be faced with what I believe are fictitious unemployment figures (6.3% reported, when over 20 million Americans are looking for more work or a better job), a sluggish economy, and global competition in business.  The next regime needs to provide real clarity on the issues that face all Americans and American corporations: taxation, regulation, and how to pay for our new healthcare system.  I also believe that our government needs to regard business as a noble profession and to implement common sense and logic in their policy making instead of politics as usual.  As Confucius is quoted as saying, “Life is really simple, but we insist on making it complicated.”
 

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2

 
 
I am confident that even with all the hurdles facing corporate America, companies continue to provide good value for their shareholders, and I believe that means the financial markets are in good shape and should remain strong moving forward, I also believe that the next few months may be volatile.  Fads come and go, and the current buzz on the Street is around investing in social media stocks.  I believe that chasing hot products has contributed and will continue to contribute to the volatility of the markets this year.  After over 35 years in the business, I still firmly believe the best way to position your portfolio is by investing in good companies over the long term, rather than trying to buy the next hot idea at exactly the right time.  At Hennessy Funds, hunches and fads have no place in our investment process, and we understand that successful investing comes from time in the market, not timing the market.
 
We remain focused on investing based on proven fundamentals, and we are committed to managing money for the sole benefit of our shareholders.  If you have any questions or want to speak with us directly, please don’t hesitate to call us at (800) 966-4354.
 
Best regards,
 

 
Neil J. Hennessy
President and Chief Investment Officer
 

 
Past performance does not guarantee future results.
 
Mutual fund investing involves risk.  Principal loss is possible.
 
Opinions expressed are those of Neil Hennessy and are subject to change, are not guaranteed and should not be considered investment advice.
 
The Dow Jones Industrial Average and S&P 500 are unmanaged indices commonly used to measure the performance of U.S. stocks.  One cannot invest directly in an index.
 
Price-to-sales ratio and price-to-earnings ratio are tools for calculating relative valuation.  Price-to-sales ratio is calculated by dividing the market price by revenue per share.  Price-to-earnings ratio is the market price per share divided by earnings per share.

 

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
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Performance Overview (Unaudited)
 
 
The opinions expressed in the following commentary reflect those of the Portfolio Managers as of the date written. Any such opinions are subject to change based on market or other conditions and are not guaranteed. These opinions may not be relied upon as investment advice. Investment decisions for the Fund are based on several factors, and may not be relied upon as an indication of trading intent on behalf of the Fund. Security positions can and do change.
 
AVERAGE ANNUAL TOTAL RETURN PERIODS ENDED APRIL 30, 2014
 
 
Six
One
Five
Ten
 
Months(1)
Year
Years
Years
Hennessy Cornerstone
       
  Mid Cap 30 Fund –
       
  Investor Class (HFMDX)
12.71%
19.76%
21.27%
12.17%
Hennessy Cornerstone
       
  Mid Cap 30 Fund –
       
  Institutional Class (HIMDX)(2)
12.88%
20.18%
21.71%
12.42%
Russell Midcap® Index
  7.76%
21.25%
21.87%
10.40%
S&P 500 Index
  8.36%
20.44%
19.14%
  7.67%
 
Expense ratios: 1.31% (Investor Class); Gross 1.11%, Net 0.98%(3) (Institutional Class)
 
Performance data quoted represents past performance; past performance does not guarantee future results. The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost.  Current performance of the Fund may be lower or higher than the performance quoted. Performance data current to the most recent month end may be obtained by visiting hennessyfunds.com.  
 
The expense ratios presented are from the most recent prospectus.
 
(1)
Periods less than one year are not annualized.
(2)
The inception date of the Institutional Class shares is March 3, 2008. Performance shown prior to the inception of the Institutional Class shares reflects the performance of the Investor Class shares and includes expenses that are not applicable to and are higher than those of the Institutional Class shares.
(3)
With regard to Institutional Class shares, the Fund’s investment advisor has contractually agreed to waive a portion of its expenses indefinitely.

 
PERFORMANCE NARRATIVE
 
Portfolio Manager, Neil Hennessy, and Co-Portfolio Manager, Brian Peery
 
Over the previous six months, how did the Fund perform and what factors contributed to this performance?
 
For the six-month period ended April 30, 2014, the Investor Class of the Hennessy Cornerstone Mid Cap 30 Fund returned 12.71%, significantly outperforming the Russell Midcap® Index, the S&P 500 Index, and the Morningstar Mid-Cap Blend Category Average, which returned 7.76%, 8.36%, and 6.73% for the same period, respectively.
 
We are very pleased with the overall performance of the Fund during the previous six months versus its benchmarks.  The Fund’s relative outperformance was driven partly by allocation and performance in seven of the ten sectors in which the Fund was invested, but the primary driver of the Fund’s performance was underlying stock selection.  The biggest contribution to the Fund’s outperformance versus its benchmarks was in the
 

HENNESSYFUNDS.COM
 
4

 

Industrial sector, where the Fund’s overweighting and stock selection amounted to roughly half of the outperformance relative to the Russell Midcap® Index.  The largest detractor to the Fund’s performance was its under-allocation to the Utilities sector, which dragged down performance by 20 basis points, or 0.2% of overall performance.
 
Additional Portfolio Manager commentary and related investment outlook:
 
The goal of the Fund is to perform better than its benchmarks over time with a lower risk profile.  By having a concentrated portfolio of just 30 stocks, the outperformance of even just a few stocks can have a meaningful impact on the overall performance of the Fund.  We believe that having 30 positions in the portfolio provides ample diversification across the Mid-Cap domestic equity market.  Modern portfolio theory suggests that a level of approximately 94% diversification can be achieved with exposure to only 30 issuers, and that achieving 100% diversification requires exposure to approximately another 240 issuers.
 
If you have watched the financial news or opened the investing section of a newspaper lately, you have probably heard or read that high multiple stocks have dropped fairly precipitously.  By adhering to our strict investment methodology, we have been largely able to sidestep the recent downturn in sectors like social media and biotechnology.  By employing a strict price-to-sales ratio limit of 1.5, we invest in what we deem to be reasonably valued companies rather than those stocks whose price is predicated on expected future growth.  This growth at a reasonable price approach has served us well, and we believe wholeheartedly in utilizing this methodology when investing.  We anticipate investors will continue to migrate out of high risk, high multiple stocks and into stocks that will potentially do well as the economy expands.
 
Although we expect to see some moderation going forward, consumer spending ended the quarter on a high note, and we firmly believe it will increase as the year progresses.  We also expect that not only will company earnings improve, but more importantly, revenues should start to improve with the overall strength of the economy.
 
In fact, we are seeing positive signs in both revenue growth and the all-important corporate capital expenditures levels.  Over the last six months, we have seen a slight disconnect between earnings and revenues, with earnings showing healthy gains, largely due to cost containment, while revenue growth lagged.  With few cost cuts seemingly left to be made, companies appear to be starting to utilize their healthy balance sheets to focus on organic growth, which we expect will drive corporate spending higher.  In fact, we anticipate that the U.S. economy should expand nicely over the next 12 to 18 months and that the markets should benefit from this flow of capital.  While excess cash has largely been directed toward acquisitions, increasing dividends, and/or stock buybacks recently, we believe this shift in corporate spending has the potential to reward shareholders over the longer term.
 
We are confident that there are opportunities in the Mid-Cap space (companies with a market capitalization of $1 billion to $10 billion, in which the Fund invests), especially in some of the more cyclical sectors.  We believe the cyclical companies, which are those companies most sensitive to economic growth, should do well as the economy continues to improve.  The Fund is currently overweight cyclical stocks versus its benchmarks and will remain so until its portfolio is rebalanced later this year.
 
 

The Russell Midcap® Index is an unmanaged index commonly used to measure the performance of U.S. medium-capitalization stocks.  The S&P 500 Index is an unmanaged index commonly used to measure the performance of U.S. stocks.  You cannot invest directly in an index.  Performance data for an index does not reflect any deductions for fees, expenses or taxes.  The Fund invests in medium-
 

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
5

 

capitalization companies, which may have limited liquidity and greater price volatility than large-capitalization companies.  The Fund’s portfolio is rebalanced annually in accordance with its strategy, which may result in the elimination of better performing assets from the Fund’s investments and increases in investments with relatively lower total return.  Fund holdings and sector allocations are subject to change.  Please refer to the Schedule of Investments included in this report for additional portfolio information.
 
Diversification does not assure a profit, nor does it protect against a loss in a declining market.  Basis point is a unit equal to 1/100th of 1%.  Price-to-sales is a tool for calculating relative valuation and is the market price per share divided by revenue per share.
 
Each Morningstar category average represents a universe of funds with similar investment objectives.  © Morningstar, Inc.  All Rights Reserved.  The information contained herein: 1) is proprietary to Morningstar; 2) may not be copied or distributed and 3) is not warranted to be accurate, complete or timely.  Neither Morningstar nor its content providers are responsible for any damages or losses arising from any use of this information.  Past performance does not guarantee future results.
 
 
 
 
 
 

 



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6

 

Schedule of Investments



 
HENNESSY CORNERSTONE MID CAP 30 FUND
 
As of April 30, 2014 (Unaudited)
(% of Net Assets)
 


 
 
 
TOP TEN HOLDINGS (EXCLUDING CASH/CASH EQUIVALENTS)
% NET ASSETS
 
Avis Budget Group, Inc.
5.18%
 
Huntington Ingalls Industries, Inc.
4.52%
 
Alaska Air Group, Inc.
4.37%
 
Genworth Financial, Inc.
4.09%
 
Skechers USA, Inc.
3.98%
 
Hanesbrands, Inc.
3.88%
 
Sunpower Corp.
3.78%
 
Pilgrim’s Pride Corp.
3.74%
 
ITT Corp.
3.55%
 
Swift Transportation Co.
3.53%


 
 

 
Note:  For presentation purposes, the Fund has grouped some of the industry categories.  For purposes of categorizing securities for compliance with Section 8(b)(1) of the Investment Company Act of 1940, the Fund uses more specific industry classifications.


HENNESSY FUNDS                                                                                                        1-800-966-4354
 
7

 
 
 
COMMON STOCKS – 95.57%
 
Number
         
% of
 
     
of Shares
   
Value
   
Net Assets
 
 
Consumer Discretionary – 35.74%
                 
 
American Axle & Manufacturing Holdings, Inc. (a)
    344,700     $ 6,083,955       2.64 %
 
Brunswick Corp.
    170,800       6,864,452       2.98 %
 
Cracker Barrel Old Country Store, Inc.
    66,200       6,271,788       2.72 %
 
Hanesbrands, Inc.
    108,900       8,939,601       3.88 %
 
Lear Corp.
    94,900       7,882,394       3.42 %
 
Lithia Motors, Inc.
    93,600       6,952,608       3.01 %
 
Skechers USA, Inc. (a)
    223,900       9,177,661       3.98 %
 
Tenneco, Inc. (a)
    135,100       8,088,437       3.51 %
 
The Goodyear Tire & Rubber Co.
    303,600       7,650,720       3.32 %
 
Visteon Corp. (a)
    90,600       7,864,986       3.41 %
 
Wendy’s Co.
    797,500       6,627,225       2.87 %
                82,403,827       35.74 %
                           
 
Consumer Staples – 6.53%
                       
 
Flowers Foods, Inc.
    313,800       6,439,176       2.79 %
 
Pilgrim’s Pride Corp. (a)
    394,100       8,615,026       3.74 %
                15,054,202       6.53 %
                           
 
Financials – 10.27%
                       
 
American Equity Investment Life Holding Co.
    322,500       7,520,700       3.26 %
 
AmTrust Financial Services, Inc.
    174,600       6,751,782       2.93 %
 
Genworth Financial, Inc. (a)
    527,300       9,412,305       4.08 %
                23,684,787       10.27 %
                           
 
Health Care – 6.43%
                       
 
Omnicare, Inc.
    123,400       7,313,918       3.17 %
 
Universal Health Services, Inc.
    91,800       7,508,322       3.26 %
                14,822,240       6.43 %
                           
 
Industrials – 27.11%
                       
 
Alaska Air Group, Inc.
    107,200       10,085,376       4.37 %
 
Avis Budget Group, Inc. (a)
    227,000       11,937,930       5.18 %
 
Huntington Ingalls Industries, Inc.
    101,100       10,413,300       4.52 %
 
ITT Corp.
    190,000       8,196,600       3.55 %
 
Oshkosh Corp.
    140,000       7,771,400       3.37 %
 
Swift Transportation Co. (a)
    338,700       8,145,735       3.53 %
 
URS Corp.
    126,500       5,960,680       2.59 %
                62,511,021       27.11 %

 
The accompanying notes are an integral part of these financial statements.

HENNESSYFUNDS.COM
 
8

 
 
 
COMMON STOCKS
 
Number
         
% of
 
     
of Shares
   
Value
   
Net Assets
 
 
Information Technology – 9.49%
                 
 
Ciena Corp. (a)
    274,000     $ 5,416,980       2.35 %
 
Computer Sciences Corp.
    131,100       7,758,498       3.36 %
 
Sunpower Corp. (a)
    260,600       8,709,252       3.78 %
                           
                21,884,730       9.49 %
                           
 
Total Common Stocks
                       
 
  (Cost $191,702,456)
            220,360,807       95.57 %
                           
 
SHORT-TERM INVESTMENTS – 4.51%
                       
                           
 
Money Market Funds – 4.51%
                       
 
Fidelity Government Portfolio –
                       
 
  Institutional Class, 0.01% (b)
    10,386,187       10,386,187       4.51 %
                           
 
Total Money Market Funds
                       
 
  (Cost $10,386,187)
            10,386,187       4.51 %
                           
 
Total Short-Term Investments
                       
 
  (Cost $10,386,187)
            10,386,187       4.51 %
                           
 
Total Investments
                       
 
  (Cost $202,088,643) – 100.08%
            230,746,994       100.08 %
 
Liabilities in Excess of
                       
 
  Other Assets – (0.08)%
            (181,897 )     (0.08 )%
 
TOTAL NET ASSETS – 100.00%
          $ 230,565,097       100.00 %
 
Percentages are stated as a percent of net assets.

(a)
Non-income producing security.
(b)
The rate listed is the fund’s 7-day yield as of April 30, 2014.


 
 

 
The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
9

 

Summary of Fair Value Exposure at April 30, 2014
 
The following is a summary of the inputs used to value the Fund’s net assets as of April 30, 2014 (See Note 3 in the accompanying notes to the financial statements):
 
Common Stock
 
Level 1
   
Level 2
   
Level 3
   
Total
 
Consumer Discretionary
  $ 82,403,827     $     $     $ 82,403,827  
Consumer Staples
    15,054,202                   15,054,202  
Financials
    23,684,787                   23,684,787  
Health Care
    14,822,240                   14,822,240  
Industrials
    62,511,021                   62,511,021  
Information Technology
    21,884,730                   21,884,730  
Total Common Stock
  $ 220,360,807     $     $     $ 220,360,807  
Short-Term Investments
                               
Money Market Funds
  $ 10,386,187     $     $     $ 10,386,187  
Total Short-Term Investments
  $ 10,386,187     $     $     $ 10,386,187  
Total Investments
  $ 230,746,994     $     $     $ 230,746,994  
 
Transfers between levels are recognized at the end of the reporting period.  During the six-month period ended April 30, 2014, the Fund recognized no transfers between levels.
 







 
The accompanying notes are an integral part of these financial statements.


HENNESSYFUNDS.COM
 
10

 

Financial Statements
 
Statement of Assets and Liabilities as of April 30, 2014 (Unaudited)
 
ASSETS:
     
Investments in securities, at value (cost $202,088,643)
  $ 230,746,994  
Dividends and interest receivable
    61,599  
Receivable for fund shares sold
    1,001,725  
Receivable for securities sold
    9,598,571  
Prepaid expenses and other assets
    31,187  
Total Assets
    241,440,076  
         
LIABILITIES:
       
Payable for securities purchased
    10,394,748  
Payable for fund shares redeemed
    190,156  
Payable to advisor
    137,298  
Payable to administrator
    60,329  
Payable to auditor
    13,891  
Accrued service fees
    14,040  
Accrued interest payable
    551  
Accrued trustees fees
    4,755  
Accrued expenses and other payables
    59,211  
Total Liabilities
    10,874,979  
NET ASSETS
  $ 230,565,097  
         
NET ASSETS CONSIST OF:
       
Capital stock
  $ 198,486,007  
Accumulated net investment loss
    (37,733 )
Accumulated net realized gain on investments
    3,458,472  
Unrealized net appreciation on investments
    28,658,351  
Total Net Assets
  $ 230,565,097  
         
NET ASSETS
       
Investor Class:
       
Shares authorized (no par value)
 
Unlimited
 
Net assets applicable to outstanding Investor Class shares
    174,637,921  
Shares issued and outstanding
    9,643,958  
Net asset value, offering price and redemption price per share
  $ 18.11  
         
Institutional Class:
       
Shares authorized (no par value)
 
Unlimited
 
Net assets applicable to outstanding Institutional Class shares
    55,927,176  
Shares issued and outstanding
    3,033,962  
Net asset value, offering price and redemption price per share
  $ 18.43  
 

 

The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
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Financial Statements
 
Statement of Operations Six Months Ended April 30, 2014 (Unaudited)
 
INVESTMENT INCOME:
     
Dividend income
  $ 912,557  
Interest income
    334  
Total investment income
    912,891  
         
EXPENSES:
       
Investment advisory fees
    803,688  
Administration, fund accounting, custody and transfer agent fees
    217,213  
Sub-transfer agent expenses – Investor Class (See Note 5)
    145,096  
Sub-transfer agent expenses – Institutional Class (See Note 5)
    23,558  
Service fees – Investor Class (See Note 5)
    82,431  
Federal and state registration fees
    23,555  
Reports to shareholders
    17,257  
Compliance expense
    10,655  
Audit fees
    9,868  
Trustees’  fees and expenses
    7,878  
Legal fees
    2,480  
Other expenses
    10,428  
Total expenses before waiver
    1,354,107  
Administration expense waiver (See Note 5)
    (32,882 )
Net expenses
    1,321,225  
NET INVESTMENT LOSS
  $ (408,334 )
         
REALIZED AND UNREALIZED GAINS:
       
Net realized gain on investments
  $ 5,310,089  
Change in unrealized appreciation on investments
    21,216,002  
Net gain on investments
    26,526,091  
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS
  $ 26,117,757  
 

 

The accompanying notes are an integral part of these financial statements.

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Financial Statements
 
Statements of Changes in Net Assets
 
   
Six Months Ended
       
   
April 30, 2014
   
Year Ended
 
   
(Unaudited)
   
October 31, 2013
 
OPERATIONS:
           
Net investment income (loss)
  $ (408,334 )   $ 1,152,317  
Net realized gain on securities
    5,310,089       59,762,626  
Change in unrealized appreciation (depreciation)
               
  on securities
    21,216,002       (20,009,895 )
Net increase in net assets resulting from operations
    26,117,757       40,905,048  
                 
DISTRIBUTIONS TO SHAREHOLDERS FROM:
               
Net investment income
               
Investor Class
    (171,607 )     (1,650,619 )
Institutional Class
    (182,037 )     (675,237 )
Net realized gains
               
Investor Class
    (11,906,252 )      
Institutional Class
    (3,717,057 )      
Total distributions
    (15,976,953 )     (2,325,856 )
                 
CAPITAL SHARE TRANSACTIONS:
               
Proceeds from shares subscribed – Investor Class
    15,579,565       57,117,732  
Proceeds from shares subscribed – Institutional Class
    5,447,548       22,736,273  
Dividends reinvested – Investor Class
    11,873,074       1,616,989  
Dividends reinvested – Institutional Class
    3,660,618       657,114  
Cost of shares redeemed – Investor Class
    (19,908,377 )     (74,701,969 )
Cost of shares redeemed – Institutional Class
    (6,863,182 )     (22,841,934 )
Net increase (decrease) in net assets derived
               
  from capital share transactions
    9,789,246       (15,415,795 )
TOTAL INCREASE IN NET ASSETS
    19,930,050       23,163,397  
                 
NET ASSETS:
               
Beginning of period
    210,635,047       187,471,650  
End of period
  $ 230,565,097     $ 210,635,047  
Undistributed net investment income (loss),
               
  end of period
  $ (37,733 )   $ 724,245  


 

 
The accompanying notes are an integral part of these financial statements.

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Statements of Changes in Net Assets - Continued
 
   
Six Months Ended
       
   
April 30, 2014
   
Year Ended
 
   
(Unaudited)
   
October 31, 2013
 
CHANGES IN SHARES OUTSTANDING:
           
Shares sold – Investor Class
    885,283       3,548,784  
Shares sold – Institutional Class
    308,449       1,394,219  
Shares issued to holders as
               
  reinvestment of dividends – Investor Class
    706,175       114,114  
Shares issued to holders as
               
  reinvestment of dividends – Institutional Class
    213,582       45,696  
Shares redeemed – Investor Class
    (1,154,089 )     (4,826,744 )
Shares redeemed – Institutional Class
    (392,822 )     (1,443,416 )
Net increase (decrease) in shares outstanding
    566,578       (1,167,347 )
 
 
 

 


The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
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Financial Highlights
 
Hennessy Cornerstone Mid Cap 30 Fund
 
For an Investor Class share outstanding throughout each period

   
Six Months Ended
 
   
April 30, 2014
 
   
(Unaudited)
 
PER SHARE DATA:
     
Net asset value, beginning of period
  $ 17.32  
         
Income from investment operations:
       
Net investment income (loss)
    (0.04 )
Net realized and unrealized gains on investments
    2.14  
Total from investment operations
    2.10  
         
Less distributions:
       
Dividends from net investment income
    (0.02 )
Dividends from net realized gains
    (1.29 )
Total distributions
    (1.31 )
Net asset value, end of period
  $ 18.11  
         
TOTAL RETURN
    12.71 %(1)
         
SUPPLEMENTAL DATA AND RATIOS:
       
Net assets, end of period (millions)
  $ 174.64  
Ratio of expenses to average net assets
    1.29 %(2)
Ratio of net investment income (loss) to average net assets
    (0.45 )%(2)
Portfolio turnover rate(3)
    8 %(1)














(1)
Not annualized.
(2)
Annualized.
(3)
Portfolio turnover is calculated on the basis of the Fund as a whole.


The accompanying notes are an integral part of these financial statements.

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Year Ended October 31,
 
2013
   
2012
   
2011
   
2010
   
2009
 
                           
$ 14.06     $ 12.15     $ 11.18     $ 8.73     $ 8.02  
                                     
                                     
  0.09       0.08       (0.09 )     (0.03 )     (0.02 )
  3.35       1.83       1.06       2.48       0.73  
  3.44       1.91       0.97       2.45       0.71  
                                     
                                     
  (0.18 )                        
                           
  (0.18 )                        
$ 17.32     $ 14.06     $ 12.15     $ 11.18     $ 8.73  
                                     
  24.78 %     15.72 %     8.68 %     28.06 %     8.85 %
                                     
                                     
$ 159.45     $ 145.85     $ 146.23     $ 123.20     $ 128.36  
  1.31 %     1.37 %     1.36 %     1.39 %     1.39 %
  0.51 %     0.59 %     (0.79 )%     (0.26 )%     (0.20 )%
  212 %     25 %     107 %     87 %     90 %

 
 
 
 

 
The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
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Financial Highlights
 
Hennessy Cornerstone Mid Cap 30 Fund
 
For an Institutional Class share outstanding throughout each period
 
   
Six Months Ended
 
   
April 30, 2014
 
   
(Unaudited)
 
PER SHARE DATA:
     
Net asset value, beginning of period
  $ 17.62  
         
Income from investment operations:
       
Net investment income (loss)
    (0.02 )
Net realized and unrealized gains on investments
    2.18  
Total from investment operations
    2.16  
         
Less distributions:
       
Dividends from net investment income
    (0.06 )
Dividends from net realized gains
    (1.29 )
Total distributions
    (1.35 )
Net asset value, end of period
  $ 18.43  
         
TOTAL RETURN
    12.88 %(1)
         
SUPPLEMENTAL DATA AND RATIOS:
       
Net assets, end of period (millions)
  $ 55.93  
Ratio of expenses to average net assets:
       
Before expense reimbursement
    1.11 %(2)
After expense reimbursement
    0.98 %(2)
Ratio of net investment income (loss) to average net assets:
       
Before expense reimbursement
    (0.27 )%(2)
After expense reimbursement
    (0.14 )%(2)
Portfolio turnover rate(3)
    8 %(1)












(1)
Not annualized.
(2)
Annualized.
(3)
Portfolio turnover is calculated on the basis of the Fund as a whole.

 
The accompanying notes are an integral part of these financial statements.

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Year Ended October 31,
 
2013
   
2012
   
2011
   
2010
   
2009
 
                           
$ 14.31     $ 12.32     $ 11.29     $ 8.78     $ 8.04  
                                     
                                     
  0.14       0.09       (0.05 )     0.02       0.02  
  3.41       1.90       1.08       2.49       0.72  
  3.55       1.99       1.03       2.51       0.74  
                                     
                                     
  (0.24 )                        
                           
  (0.24 )                        
$ 17.62     $ 14.31     $ 12.32     $ 11.29     $ 8.78  
                                     
  25.15 %     16.15 %     9.12 %     28.59 %     9.20 %
                                     
                                     
$ 51.19     $ 41.62     $ 24.06     $ 21.38     $ 27.44  
                                     
  1.11 %     1.16 %     1.14 %     1.16 %     1.15 %
  0.98 %     0.98 %     0.98 %     0.98 %     0.98 %
                                     
  0.71 %     0.90 %     (0.41 )%     (0.03 )%     0.04 %
  0.84 %     1.08 %     (0.57 )%     0.15 %     0.21 %
  212 %     25 %     107 %     87 %     90 %

 
 
 

 
The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
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Notes to the Financial Statements
April 30, 2014 (Unaudited)

 
1).  ORGANIZATION
 
The Hennessy Cornerstone Mid Cap 30 Fund (the “Fund”) is a series of Hennessy Funds Trust (the “Trust”), which was organized as a Delaware statutory trust on September 17, 1992.  The Fund is an open-end management investment company registered under the Investment Company Act of 1940, as amended.  The Fund is a successor to a fund with the same name (the “Predecessor Fund”) that was a series of Hennessy Mutual Funds, Inc., a Maryland corporation, pursuant to a reorganization that took place after the close of business on February 28, 2014.  Prior to February 28, 2014, the Fund had no investment operations.  As a result of the reorganization, holders of the Investor Class shares of the Predecessor Fund received Investor Class shares of the Fund (the Investor Class shares of the Fund are the successor to the accounting and performance information of the Predecessor Fund), and holders of the Institutional Class shares of the Predecessor Fund received Institutional Class shares of the Fund (the Institutional Class shares of the Fund are the successor to the accounting and performance information of the Predecessor Fund).  The investment objective of the Fund is long-term growth of capital.  The Fund is a diversified fund.
 
The Fund offers Investor Class and Institutional Class shares.  Prior to October 26, 2012, the Investor Class shares were known as Original Class shares.  Each class of shares differs principally in its respective administration, 12b-1 distribution and service fees, shareholder servicing, and transfer agent expenses and sales charges, if any.  Each class has identical rights to earnings, assets, and voting privileges, except for class-specific expenses and exclusive rights to vote on matters affecting only individual classes.
 
 
2).  SIGNIFICANT ACCOUNTING POLICIES
 
The following is a summary of significant accounting policies consistently followed by the Fund in the preparation of the financial statements.  These policies are in conformity with U.S. generally accepted accounting principles (“GAAP”).
 
a).
Investment Valuation – All investments in securities are recorded at their estimated fair value, as described in Note 3.
 
b).
Federal Income Taxes – Provision for Federal income taxes or excise taxes has not been made since the Fund has elected to be taxed as a “regulated investment company” and intends to distribute substantially all of its taxable income to its shareholders and otherwise comply with the provisions of the Internal Revenue Code of 1986, as amended, applicable to regulated investment companies.  Net investment income or loss and realized gains and losses for federal income tax purposes may differ from that reported on the financial statements because of temporary book and tax basis differences.  Temporary differences are primarily the result of the treatment of wash sales for tax reporting purposes.  Distributions from net realized gains for book purposes may include short-term capital gains, which are included as ordinary income to shareholders for tax purposes.
 
c).
Income and Expenses – Dividend income is recognized on the ex-dividend date or as soon as information is available to the Fund.  Interest income, which includes the amortization of premium and accretion of discount, is recognized on an accrual basis.  The Fund is charged for those expenses that are directly attributable to the portfolio,
 

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such as advisory, administration, and certain shareholder service fees.  Income, expenses (other than expenses attributable to a specific class), and realized and unrealized gains or losses on investments are allocated to each class of shares based on its respective net assets.
 
d).
Distributions to Shareholders – Dividends from net investment income for the Fund, if any, are declared and paid out annually, usually in November or December.  Distributions of net realized capital gains, if any, are declared and paid annually, usually in November or December.
 
e).
Security Transactions – Investment and shareholder transactions are recorded on the trade date.  The Fund determines the gain or loss realized from the investment transactions by comparing the original cost of the security lot sold with the net sale proceeds.  Discounts and premiums on securities purchased are accreted/amortized over the life of the respective security.
 
f).
Use of Estimates – The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported change in net assets during the reporting period.  Actual results could differ from those estimates.
 
g).
Share Valuation – The net asset value (“NAV”) per share of the Fund is calculated by dividing the sum of the value of the securities held by the Fund, plus cash or other assets, minus all liabilities (including estimated accrued expenses) by the total number of shares outstanding for the Fund, rounded to the nearest cent.  The Fund’s shares will not be priced on days the New York Stock Exchange is closed for trading.  The offering and redemption price per share for the Fund is equal to the Fund’s net asset value per share.
 
h).
Foreign Currency – Values of investments denominated in foreign currencies, if any, are converted into U.S. dollars using the spot market rate of exchange at the time of valuation.  Purchases and sales of investments and income are translated into U.S. dollars using the spot market rate of exchange prevailing on the respective dates of such transactions.  The Fund does not isolate the portion of the results of operations resulting from fluctuations in foreign exchange rates on investments from fluctuations resulting from changes in the market prices of securities held.  Such fluctuations are included with the net realized and unrealized gain or loss on investments.  Foreign investments present additional risks due to currency fluctuations, economic and political factors, lower liquidity, government regulations, differences in accounting standards, and other factors.
 
i).
Forward Contracts – The Fund may enter into forward currency contracts to reduce its exposure to changes in foreign currency exchange rates on its foreign holdings and to lock in the U.S. dollar cost of firm purchase and sale commitments for securities denominated in foreign currencies.  A forward currency contract is a commitment to purchase or sell a foreign currency at a future date at a negotiated forward rate.  The gain or loss arising from the difference between the U.S. dollar cost of the original contract and the value of the foreign currency in U.S. dollars upon closing of such contract is included in net realized gain or loss from foreign currency transactions.  During the six months ended April 30, 2014, the Fund did not enter into any forward contracts.
 
j).
Repurchase Agreements – The Fund may enter into repurchase agreements with member banks or security dealers of the Federal Reserve Board whom the investment advisor deems creditworthy.  The repurchase price generally equals the price paid by the Fund plus interest negotiated on the basis of current short-term rates.
 

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
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Securities pledged as collateral for repurchase agreements are held by the custodian bank until the respective agreements mature.  Provisions of the repurchase agreements ensure that the market value of the collateral, including accrued interest thereon, is sufficient in the event of default of the counterparty.  If the counterparty defaults and the value of the collateral declines or if the counterparty enters an insolvency proceeding, realization of the collateral by the Fund may be delayed or limited.
 
k).
Accounting for Uncertainty in Income Taxes – The Fund has adopted accounting policies regarding recognition and measurement of tax positions taken or expected to be taken on a tax return.  The Fund has reviewed all open tax years in major jurisdictions and concluded that there is no impact on the Fund’s net assets and no tax liability resulting from unrecognized tax benefits relating to uncertain income tax positions taken or expected to be taken on a tax return.  The Fund’s major tax jurisdictions are U.S. Federal and Delaware.  As of April 30, 2014, open Federal and state tax years for the Fund include the tax years ended October 31, 2011 through 2013.
 
l).
Derivatives – The Fund may invest in, or enter into, derivatives, such as options, futures contracts, options on futures contracts, and swaps, for a variety of reasons, including to hedge certain risks, to provide a substitute for purchasing or selling particular securities, or to increase potential income gain.  Derivatives may provide a cheaper, quicker, or more specifically focused way for a Fund to invest than “traditional” securities would.  The main purpose of utilizing these derivative instruments is for hedging purposes.
 
 
The Fund has adopted the financial accounting reporting rules as required by the Derivatives and Hedging Topic of the Financial Accounting Standards Board Accounting Standards Codification.  Under such rules, the Fund is required to include enhanced disclosure that enables investors to understand how and why an entity uses derivatives, how derivatives are accounted for, and how derivatives instruments affect an entity’s results of operations and financial position.  During the six months ended April 30, 2014, the Fund did not hold any derivative instruments.
 
m).
Events Subsequent to the Fiscal Period End – The Fund has adopted financial reporting rules regarding subsequent events that require an entity to recognize in the financial statements the effects of all subsequent events that provide additional evidence about conditions that existed at the date of the balance sheet.  Management has evaluated the Fund’s related events and transactions that occurred subsequent to April 30, 2014 through the date of issuance of the Fund’s financial statements.  There were no events or transactions that occurred during this period that materially impacted the amounts or disclosures in the Fund’s financial statements.
 
3).  SECURITIES VALUATION
 
The Fund has adopted authoritative fair valuation accounting standards that establish an authoritative definition of fair value and set out a hierarchy for measuring fair value.  These standards require additional disclosures about the various inputs and valuation techniques used to develop the measurements of fair value and a discussion in changes in valuation techniques and related inputs during the period.  These inputs are summarized in the three broad levels listed below:
 
 
Level 1 –
Quoted unadjusted prices for identical instruments in active markets to which the Fund has access at the date of measurement.
 
 
Level 2 –
Quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; and model-derived valuations in which all significant inputs and significant value
 

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drivers are observable in active markets.  Level 2 inputs are those in markets for which there are few transactions, the prices are not current, the prices are fair value adjusted due to post-market close subsequent events (foreign markets), little public information exists, or instances where prices vary substantially over time or among brokered market makers.  These inputs may also include interest rates, prepayment speeds, credit risk curves, default rates, and similar data.
 
 
Level 3 –
Model-derived valuations in which one or more significant inputs or significant value drivers are unobservable.  Unobservable inputs are those inputs that reflect the Fund’s own assumptions about what market participants would use to price the asset or liability based on the best available information.
 
Following is a description of the valuation techniques applied to the Fund’s major categories of assets and liabilities measured at fair value on a recurring basis.
 
Equity Securities – Equity securities, including common stocks, preferred stocks, foreign issued common stocks, exchange traded funds, closed-end mutual funds, and real estate investment trusts, that are traded on a securities exchange for which a last-quoted sales price is readily available will be valued at the last sales price as reported by the primary exchange on which the securities are listed.  Securities listed on The NASDAQ Stock Market (“NASDAQ”) will be valued at the NASDAQ Official Closing Price, which may differ from the last sales price reported.  Securities traded on a securities exchange for which a last-quoted sales price is not readily available will be valued at the mean between the bid and ask prices.  To the extent these securities are actively traded and valuation adjustments are not applied, they are classified in Level 1 of the fair value hierarchy.
 
Investment Companies – Investments in investment companies (e.g., mutual funds and exchange traded funds) are generally priced at the ending NAV provided by the Fund’s service agent and will be classified in Level 1 of the fair value hierarchy.
 
Debt Securities – Debt securities, including corporate bonds, asset-backed securities, mortgage-backed securities, municipal bonds, U.S. Treasuries, and U.S. government agency issues, are valued at market on the basis of valuations furnished by an independent pricing service that utilizes both dealer-supplied valuations and formula-based techniques.  The pricing service may consider recently executed transactions in securities of the issuer or comparable issuers, market price quotations (where observable), bond spreads, and fundamental data relating to the issuer.  In addition, the model may incorporate market observable data such as reported sales of similar securities, broker quotes, yields, bids, offers, and reference data.  Certain securities are valued principally using dealer quotations.  These securities are generally classified in Level 2 of the fair value hierarchy.
 
Short-Term Securities – Short-term equity investments, including money market funds, are valued in the manner specified above.  Short-term debt investments are valued at amortized cost, if their original maturity was 60 days or less, or by amortizing the values as of the 61st day prior to maturity, if their original term to maturity exceeded 60 days.  Short-term securities are generally classified in Level 1 or Level 2 of the fair market hierarchy depending on the inputs used and market activity levels for specific securities.
 
The Board of Trustees of the Fund (the “Board”) has adopted fair value pricing procedures that are followed when a price for a security is not readily available or if a significant event has occurred that indicates the closing price of a security no longer represents the true value of that security.  Fair value pricing determinations are made in good faith in accordance with these procedures.  There are numerous criteria that will be
 

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
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given consideration in determining a fair value of a security.  Some of these criteria are trading volume of security and markets, the value of other like securities, and news events with direct bearing to security or market.  Fair value pricing results in an estimated price that reasonably reflects the current market conditions in order to rate the portfolio holdings such that shareholder transactions receive a fair net asset value.  Depending on the relative significance of the valuation inputs, these securities may be classified in either Level 2 or Level 3 of the fair value hierarchy.
 
Fair valuing of foreign securities may be determined with the assistance of a pricing service using correlations between the movement of prices of such securities and indices of domestic securities and other appropriate indicators, such as closing market prices of relevant American Depositary Receipts or futures contracts.  The effect of using fair value pricing is that the Fund’s NAV will reflect the affected portfolio securities’ value as determined in the judgment of the Board or its designee instead of being determined by the market.  Using a fair value pricing methodology to price foreign securities may result in a value that is different from a foreign security’s most recent closing price and from the prices used by other investment companies to calculate their net asset values and are generally considered Level 2 prices in the fair valuation hierarchy.  Because the Fund may invest in foreign securities, the value of the Fund’s portfolio securities may change on days when you will not be able to purchase or redeem your shares.
 
The Board has delegated day-to-day valuation matters to a Valuation Committee comprised of one or more representatives from Hennessy Advisors, Inc., the Fund’s investment advisor.  The function of the Valuation Committee is to value securities where current and reliable market quotations are not readily available.  All actions taken by the Valuation Committee are reviewed by the Board.
 
The Fund has performed an analysis of all existing investments to determine the significance and character of all inputs to their fair value determination.  Various inputs are used in determining the value of the Fund’s investments.  The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.  Details related to the fair valuation hierarchy of the Fund’s securities as of April 30, 2014 are included in the Fund’s Schedule of Investments.
 
 
4).  INVESTMENT TRANSACTIONS
 
Purchases and sales of investment securities (excluding government and short-term investments) for the Fund during the six months ended April 30, 2014 were $17,933,724 and $27,934,744, respectively.
 
There were no purchases or sales/maturities of long-term U.S. Government Securities for the Fund during the six months ended April 30, 2014.
 
 
5).  INVESTMENT MANAGEMENT FEE AND OTHER TRANSACTIONS WITH AFFILIATES
 
Hennessy Advisors, Inc. (the “Advisor”) is the investment advisor of the Fund.  The Advisor provides the Fund with investment management services under an Investment Advisory Agreement.  The Advisor furnishes all investment advice, office space, facilities, and provides most of the personnel needed by the Fund.  As compensation for its services, the Advisor is entitled to a monthly fee from the Fund.  The fee is based upon the average daily net assets of the Fund at the annual rate of 0.74%.  The net investment advisory fees payable for the Fund as of April 30, 2014 were $137,298.
 
The Advisor has agreed to waive its fees and absorb expenses to the extent that the total annual operating expenses (excluding all Federal, state and local taxes, interest, brokerage commissions, acquired fund fees and expenses and other costs incurred in connection with the purchase and sale of securities and extraordinary items) exceed 0.98%
 

HENNESSYFUNDS.COM
 
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of the Fund’s net assets for the Institutional Class shares of the Fund.  The expense limitation agreement for the Institutional Class shares can only be terminated by the Board.
 
For a period of three years after the year in which the Advisor waives or reimburses expenses, the Advisor may seek reimbursement from the Fund to the extent that total annual fund operating expenses are less than the expense limitation in effect at the time of the reimbursement.  During the three years ended October 31, 2013, no Advisor fees were waived and therefore no expenses are subject to potential recovery.
 
The Board has approved a Shareholder Servicing Agreement for the Investor Class shares of the Fund, which was instituted to compensate the Advisor for the non-investment management services it provides to the Fund.  The Shareholder Servicing Agreement provides for a monthly fee paid to the Advisor at an annual rate of 0.10% of the average daily net assets of the Fund attributable to Investor Class shares.  Shareholder servicing fees payable for the Fund as of April 30, 2014 were $14,040.
 
The Fund has entered into agreements with various brokers, dealers, and financial intermediaries in connection with the sale of shares of the Fund.  The agreements provide for periodic payments by the Fund to the brokers, dealers, and financial intermediaries for providing certain shareholder maintenance services (sub-transfer agent expenses).  These shareholder services include the pre-processing and quality control of new accounts, shareholder correspondence, answering customer inquiries regarding account status, and facilitating shareholder telephone transactions.  Fees paid by the Fund to various brokers, dealers, and financial intermediaries for the six months ended April 30, 2014 were $168,654.
 
U.S. Bancorp Fund Services, LLC (“USBFS”) provides the Fund with administrative, fund accounting, and transfer agent services, including all regulatory reporting, and necessary office equipment and personnel.  As administrator, USBFS prepares various federal and state regulatory filings, reports, and returns for the Fund; prepares reports and materials to be supplied to the Board; monitors the activities of the Fund’s custodian, transfer agent, and accountants; and coordinates the preparation and payment of the Fund’s expenses and reviews the Fund’s expense accruals.  Fees paid to USBFS for the six months ended April 30, 2014 were $184,331.
 
USBFS has voluntarily waived all or a portion of its fees allocated to the Institutional Class shares of the Fund.  The administration fees voluntarily waived by USBFS during the six months ended April 30, 2014 were $32,882.
 
U.S. Bank, N.A., an affiliate of USBFS, serves as the Fund’s custodian.  Quasar Distributors, LLC acts as the Fund’s principal underwriter in a continuous public offering of the Fund’s shares.  Quasar Distributors, LLC is an affiliate of USBFS and U.S. Bank, N.A.
 
 
6).  LINE OF CREDIT
 
The Fund has a line of credit with the other funds in the Hennessy Funds family of funds (the “Hennessy Funds”) in the amount of the lesser of (i) $100,000,000 or (ii) 33.33% of each Hennessy Fund’s net assets, or 30% for the Hennessy Gas Utility Index Fund and 10% for the Hennessy Balanced Fund, intended to provide short-term financing, if necessary, subject to certain restrictions, in connection with shareholder redemptions.  The credit facility is with the Hennessy Funds’ custodian bank, U.S. Bank, N.A.  Borrowings under this arrangement bear interest at the bank’s prime rate.  During the six months ended April 30, 2014, the Fund did not have any borrowings outstanding under the line of credit.
 

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
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7).  FEDERAL TAX INFORMATION
 
As of October 31, 2013, the Fund’s most recent fiscal year end, the components of accumulated earnings (losses) for income tax purposes for the Fund were as follows:
 
 
Cost of investments for tax purposes
  $ 203,302,306  
 
Gross tax unrealized appreciation
  $ 11,718,602  
 
Gross tax unrealized depreciation
    (4,276,253 )
 
Net tax unrealized appreciation/depreciation
  $ 7,442,349  
 
Undistributed ordinary income
  $ 724,245  
 
Undistributed long-term capital gains
    15,252,709  
 
Total distributable earnings
  $ 15,976,954  
 
Other accumulated gain (loss)
  $ (1,481,017 )
 
Total accumulated gain (loss)
  $ 21,938,286  
 
The difference between book-basis and tax-basis unrealized appreciation is attributable primarily to capital loss carry overs, wash sales, and partnership adjustments.
 
At October 31, 2013, the Fund’s most recent fiscal year end, the Fund had capital loss carryforwards that expire as follows:
 
 
$1,481,017
10/31/16
 
During the year ended October 31, 2013, the Fund’s most recent fiscal year end, the capital loss carry forwards utilized for the Fund were $43,512,280.
 
Capital losses sustained in the year ended October 31, 2012 and in future taxable years will not expire and may be carried over by the Fund without limitation; however, they will retain the character of the original loss.  Furthermore, any losses incurred during those taxable years will be required to be utilized prior to the losses incurred in the pre-enactment taxable years.  As a result of this ordering rule, pre-enactment capital loss carryforwards may be more likely to expire unused.  Under pre-enactment law, capital losses could be carried forward for eight years, and carried forward as short-term capital losses, irrespective of the character of the original loss.
 
At October 31, 2013, the Fund did not defer, on a tax basis, any post-December late year ordinary loss deferrals or post-December loss deferrals.
 
The tax character of distributions paid during fiscal year 2014 (year-to-date) and fiscal year 2013 for the Fund were as follows:
 
     
Six Months Ended
   
Year Ended
 
     
April 30, 2014
   
October 31, 2013
 
 
Ordinary income
  $ 353,644     $ 2,325,856  
 
Long-term capital gain
    15,623,309        
      $ 15,976,953     $ 2,325,856  
 
8).  AGREEMENT AND PLAN OF REORGANIZATION
 
On December 11, 2013, the Board approved an Agreement and Plan of Reorganization (the “Agreement”), of the Hennessy Cornerstone Mid Cap 30 Fund (the “New Fund”), pursuant to which the New Fund would be a successor to the corresponding series of the same name of Hennessy Mutual Funds, Inc., a Maryland corporation (the “Predecessor Fund”).  The Agreement provided for the transfer of assets of the Predecessor Fund to the New Fund and the assumption of the liabilities of the Predecessor Fund by the New Fund.  The New Fund had the same investment objective and substantially similar principal investment strategies as the Predecessor Fund.  The reorganization was effective as of the close of business on February 28, 2014.  The following table illustrates the specifics of the reorganization:

 

HENNESSYFUNDS.COM
 
26

 
 
   
Shares of the New Fund
     
 
Predecessor Fund
Issued to Shareholders of
New Fund
Combined
Tax Status
 
Net Assets
the Predecessor Fund
Net Assets
Net Assets
of Transfer
 
$223,166,917(1)
12,549,357
$223,166,917
$223,166,917
Non-taxable

 
 
(1)
Included accumulated realized gains and unrealized appreciation in the amounts of $15,487,981 and $27,823,920, respectively.











HENNESSY FUNDS                                                                                                        1-800-966-4354
 
27

 

Expense Example (Unaudited)
April 30, 2014

 
As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments, reinvested dividends, or other distributions; redemption fees; and exchange fees; and (2) ongoing costs, including management fees; service fees; and other Fund 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 Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period from November 1, 2013 through April 30, 2014.
 
 
Actual Expenses
The first line of the table below under the “Investor Class” and “Institutional Class” headings provides information about actual account values and actual expenses.  Although the Fund charges no sales loads or transaction fees, you will be assessed fees for outgoing wire transfers, returned checks and stop payment orders at prevailing rates charged by U.S. Bancorp Fund Services, LLC, the Fund’s transfer agent.  If you request that a redemption be made by wire transfer, currently a $15.00 fee is charged by the Fund’s transfer agent.  IRA accounts will be charged a $15.00 annual maintenance fee.  The example below includes, but is not limited to, management fees, shareholder servicing fees, fund accounting, custody, and transfer agent fees.  However, the example below does not include portfolio trading commissions and related expenses, and other extraordinary expenses as determined under generally accepted accounting principles.  You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period.  Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line of the table under the “Investor Class” and “Institutional Class” headings in the column entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.
 
 
Hypothetical Example for Comparison Purposes
The second line of the table below under the “Investor Class” and “Institutional Class” headings provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratios 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 your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads), or exchange fees.  Therefore, the second line of the table under the “Investor Class” and “Institutional Class” headings 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.
 

HENNESSYFUNDS.COM
 
28

 

 
     
Expenses Paid
 
Beginning
Ending
During Period(1)
 
Account Value
Account Value
November 1, 2013 –
 
November 1, 2013
April 30, 2014
April 30, 2014
Investor Class
     
       
Actual
$1,000.00
$1,127.10
$6.80
       
Hypothetical (5% return
     
  before expenses)
$1,000.00
$1,018.40
$6.46
       
Institutional Class
     
       
Actual
$1,000.00
$1,128.80
$5.17
       
Hypothetical (5% return
     
  before expenses)
$1,000.00
$1,019.93
$4.91
 
(1)
Expenses are equal to the Fund’s annualized expense ratio of 1.29% for Investor Class shares or 0.98% for Institutional Class shares, as applicable, multiplied by the average account value over the period, multiplied by 181/365 days (to reflect one-half year period).
 
 
 
 
 

 

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
29

 

Proxy Voting
 
A description of the policies and procedures the Fund uses to determine how to vote proxies relating to portfolio securities is available without charge: (1) by calling 1-800-966-4354; (2) on the Hennessy Funds’ website at hennessyfunds.com; or (3) on the U.S. Securities and Exchange Commission’s (the “SEC”) website at www.sec.gov.  The Fund’s proxy voting record is available on both the Hennessy Funds’ website at hennessyfunds.com and the SEC’s website at www.sec.gov no later than August 31 for the prior 12 months ending June 30.
 
 
Quarterly Filings on Form N-Q
 
The Fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q.  The Fund’s Forms N-Q are available on the SEC’s website at www.sec.gov.  The Fund’s Forms N-Q may be reviewed and copied at the SEC’s Public Reference Room in Washington, DC and information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330.  Information included in the Fund’s Forms N-Q will also be available upon request by calling 1-800-966-4354.
 
 
Federal Tax Distribution Information
(Unaudited)
 
For the fiscal year ended October 31, 2013, certain dividends paid by the Fund may be subject to a maximum tax rate of 15%, as provided for by the Jobs and Growth Tax Relief Reconciliation Act of 2003.  The percentage of dividends declared from ordinary income designated as qualified dividend income was 100.00%.
 
For corporate shareholders, the percent of ordinary income distributions qualifying for the corporate dividends received deduction for the fiscal year ended October 31, 2013 was 100.00%.
 
The percentage of taxable ordinary income distributions that are designated as short-term capital gain distributions under Section 871(k)(2)(C) of the Internal Revenue Code of 1986, as amended, for the Fund was 0.00%.
 
 
Householding
 
To help keep the Fund’s costs as low as possible, we generally deliver a single copy of most financial reports and prospectuses to shareholders who share an address, even if the accounts are registered under different names.  This process, known as “householding,” does not apply to account statements.  You may, of course, request an individual copy of a prospectus or financial report at any time.  If you would like to receive separate mailings, please call the Administrator at 1-800-261-6950 or 1-414-765-4124 and we will begin individual delivery within 30 days of your request.  If your account is held through a financial institution or other intermediary, please contact them directly to request individual delivery.
 


HENNESSYFUNDS.COM
 
30

 

Board Approval of Investment Advisory
Agreement
 
At its meeting on December 4, 2013, the Board of Trustees of the Fund (the “Board”) unanimously approved the investment advisory agreement of the Fund for an initial period of two years.
 
The Board reviewed a number of documents, including a memorandum provided by outside legal counsel that described the fiduciary duties of the Board with respect to approving the investment advisory agreement and the relevant factors for consideration, the Advisor’s most recent Form 10-K, a copy of the advisory agreement, a fund fact sheet, and peer expense and performance comparisons.  The Board considered and discussed numerous factors, including the following:
 
 
The Board considered the services identified below that are provided by the Advisor:
 
   
The Advisor acts as portfolio manager for the Fund. In this capacity, the Advisor manages the composition of the portfolio of the Fund, including the purchase, retention, and disposition of portfolio securities in accordance with the Fund’s investment objectives, policies, and restrictions.
 
   
The Advisor oversees distribution of the Fund through third-party broker/dealers and independent financial institutions such as Charles Schwab, Inc., Fidelity, TD Waterhouse, and Pershing. The Advisor participates in “no transaction fee” (“NTF”) programs with these companies on behalf of the Fund, which allows customers to purchase the Fund through third-party distribution channels without paying a transaction fee. The Advisor compensates a number of these third-party providers of NTF programs out of its own revenues and not those of the Fund.
 
   
The Advisor oversees service providers that support the Fund in providing fund accounting, fund administration, fund distribution, transfer agency, and custodial services.
 
 
The Board considered that the advisory services to be provided by the Advisor are services required for the operation of the Fund.
 
 
The Board considered the nature and quality of the advisory services offered by the Advisor to the Fund.
 
 
The Board considered that the terms of the advisory agreement are fair and reasonable.
 
 
The Board compared the performance of the Fund to benchmark indices over various periods of time and concluded that the positive performance of the Fund warranted the approval of the advisory agreement.
 
 
The Board reviewed the Fund’s expense ratio and comparable expense ratios for funds comparable to the Fund. The Board used data from Morningstar showing funds similar in asset size and investment objective to the Fund and determined that the expense ratio of the Fund falls within the range of the ratios of other comparable funds and concluded that the expenses of the Fund were reasonable.
 
 
The Board considered the fees charged by the Advisor to those of funds similar in asset size and investment objective to the Fund and concluded the advisory fee of the Fund was reasonable and warranted approval of the advisory agreement.
 

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
31

 

 
 
The Board considered the profitability of the Advisor with respect to the Fund and concluded the profits were reasonable and not excessive when compared to profitability guidelines set forth in relevant court cases.
 
 
The Board considered the high level of professionalism and knowledge of the Advisor’s employees, along with an extremely low level of turnover of the employees of the Advisor, and concluded that this was beneficial to the Fund and its shareholders, as it ensures that the Fund is operated efficiently.
 
All of the factors above were considered separately by the Board, including the Trustees who are not “interested persons” (as defined in the Investment Company Act of 1940, as amended) of the Fund (the “Independent Trustees”) meeting in an executive session. The factors were viewed in their totality by the Board, with no single factor being the principal or determinative factor in the Board’s determination of whether to approve the advisory agreement. Based on the factors discussed above, the Board, including all of the Independent Trustees, recommended approval of the advisory agreement.
 

 

 

 

 

 

 

 

 

 

 

 

HENNESSYFUNDS.COM
 
32

 
















(This Page Intentionally Left Blank.)
 
















 
 
 

 

 
For information, questions or assistance, please call
 
The Hennessy Funds
 
1-800-966-4354 or 1-415-899-1555
 



INVESTMENT ADVISOR
Hennessy Advisors, Inc.
7250 Redwood Blvd., Suite 200
Novato, California 94945

ADMINISTRATOR,
TRANSFER AGENT,
DIVIDEND PAYING AGENT &
SHAREHOLDER SERVICING AGENT
U.S. Bancorp Fund Services, LLC
P.O. Box 701
Milwaukee, Wisconsin 53201-0701

CUSTODIAN
U.S. Bank N.A.
Custody Operations
1555 North River Center Dr., Suite 302
Milwaukee, Wisconsin 53212

TRUSTEES
Neil J. Hennessy
Robert T. Doyle
J. Dennis DeSousa
Gerald P. Richardson

COUNSEL
Foley & Lardner LLP
777 East Wisconsin Avenue
Milwaukee, Wisconsin 53202-5306

INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM
KPMG LLP
777 East Wisconsin Avenue
Milwaukee, Wisconsin 53202-5306

DISTRIBUTOR
Quasar Distributors, LLC
615 East Michigan Street
Milwaukee, Wisconsin 53202


 


hennessyfunds.com | 1-800-966-4354

 
This report has been prepared for shareholders and may be distributed to
others only if preceded or accompanied by a current prospectus.

 
 
 

 
 
 

Hennessy Funds Logo

 
 
SEMI-ANNUAL REPORT

APRIL 30, 2014


Hennessy Cornerstone Mid Cap 30 Fund Cover Photo

 

HENNESSY CORNERSTONE
LARGE GROWTH FUND
 
Investor Class  HFLGX
Institutional Class  HILGX








Investing, Uncomprised Graphic

hennessyfunds.com  |  1-800-966-4354

 
 
 

 

 
 
 
 
 
 
 
 
 
 

 
 


(This Page Intentionally Left Blank.)
 

 

 
 

 
 

 
 

 

 

 

 
 
 

 
 
Contents
 
 
Letter to Shareholders
2
Performance Overview
4
Financial Statements
 
Schedule of Investments
6
Statement of Assets and Liabilities
10
Statement of Operations
11
Statements of Changes in Net Assets
13
Financial Highlights
14
Notes to the Financial Statements
18
Expense Example
25
Proxy Voting
27
Quarterly Filings on Form N-Q
27
Federal Tax Distribution Information
27
Householding
27
Board Approval of Investment Advisory Agreement
28

 

 

 

 

 

 

 

 
HENNESSY FUNDS                                                                                                        1-800-966-4354
 
 

 
 
June 2014
 
Dear Shareholder:
 
 
The financial markets have provided strong returns over the past six-months ended April 30, 2014, with the Dow Jones Industrial Average (DJIA) and S&P 500 both returning approximately 8% during the period.  The current valuation metrics of the major indices are solid; for example, the DJIA currently has a price-to-earnings ratio of 15x and a price-to-sales ratio of 1.75x.  The DJIA also has a dividend yield of 2.2%, which is nearly as high as that of a 10-Year U.S. Treasury, which is currently yielding 2.6%.  Investing in high-yielding, high-quality DJIA stocks have the potential to not only provide an income stream but also for stock price appreciation as well.  Fixed income investing has run its course, in my opinion, and many individuals are currently benefiting from the return to investing in equities that possess strong fundamentals.
 
U.S. corporations continue to drive shareholder value by making acquisitions, initiating and raising dividends, investing in internal infrastructure, and buying back stock.  However, lately I have begun to see a shift in those business strategies.  The easier-to-execute acquisitions seem to be a thing of the past, and firms now have to be even more creative to execute accretive deals.  I also believe that while firms may continue to initiate dividends, fewer firms will raise their dividends and fewer firms will participate in stock buyback programs going forward.  So what will these cash-rich companies do with their capital if they are not raising dividends or buying back stock? I believe we will see companies begin to initiate capital expenditure programs.
 
Due to the continuing uncertainty from a lack of clear policies on taxes, healthcare, and regulations, I have observed that corporations would rather wait for clarity from our government leaders and defer any significant changes to their current business models.  Up until this point, there has been no real cost for firms to defer spending their capital as they wait for anticipated guidance on policies that directly affect their businesses.  But, this economic handcuffing from all of this uncertainty has gone on long enough.  I believe there will now be firms who want to improve their margins and will begin spending money to expand their sales, and may even begin to hire.  Once a competitor begins to move in this way, then the cost to defer becomes real for companies.  This movement to expansion may well be a catalyst to propel the financial markets.   I do believe this will be a slow shift, but one that will keep the economy improving, and should, in my opinion, help to generate reasonable market returns over the next few years.
 
With almost $3 trillion in cash sitting on the sidelines, this strategic shift by companies to begin spending their idle capital should help the economic recovery in the U.S.  But that is only one part of the equation.  Washington politics still play a role in how strong that recovery will be.  The national political landscape will change in the next few years, and the future generation of elected officials will be faced with what I believe are fictitious unemployment figures (6.3% reported, when over 20 million Americans are looking for more work or a better job), a sluggish economy, and global competition in business.  The next regime needs to provide real clarity on the issues that face all Americans and American corporations: taxation, regulation, and how to pay for our new healthcare system.  I also believe that our government needs to regard business as a noble profession and to implement common sense and logic in their policy making instead of politics as usual.  As Confucius is quoted as saying, “Life is really simple, but we insist on making it complicated.”
 

HENNESSYFUNDS.COM
 
2

 

I am confident that even with all the hurdles facing corporate America, companies continue to provide good value for their shareholders, and I believe that means the financial markets are in good shape and should remain strong moving forward, I also believe that the next few months may be volatile.  Fads come and go, and the current buzz on the Street is around investing in social media stocks.  I believe that chasing hot products has contributed and will continue to contribute to the volatility of the markets this year.  After over 35 years in the business, I still firmly believe the best way to position your portfolio is by investing in good companies over the long term, rather than trying to buy the next hot idea at exactly the right time.  At Hennessy Funds, hunches and fads have no place in our investment process, and we understand that successful investing comes from time in the market, not timing the market.
 
We remain focused on investing based on proven fundamentals, and we are committed to managing money for the sole benefit of our shareholders.  If you have any questions or want to speak with us directly, please don’t hesitate to call us at (800) 966-4354.
 
Best regards,
 
Neil J. Hennessy Signature
 
Neil J. Hennessy
President and Chief Investment Officer
 

 
 
Past performance does not guarantee future results.
 
Mutual fund investing involves risk.  Principal loss is possible.
 
Opinions expressed are those of Neil Hennessy and are subject to change, are not guaranteed and should not be considered investment advice.
 
The Dow Jones Industrial Average and S&P 500 are unmanaged indices commonly used to measure the performance of U.S. stocks.  One cannot invest directly in an index.
 
Price-to-sales ratio and price-to-earnings ratio are tools for calculating relative valuation.  Price-to-sales ratio is calculated by dividing the market price by revenue per share.  Price-to-earnings ratio is the market price per share divided by earnings per share.
 

 
 

 

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
3

 

Performance Overview (Unaudited)
 

The opinions expressed in the following commentary reflect those of the Portfolio Managers as of the date written. Any such opinions are subject to change based on market or other conditions and are not guaranteed. These opinions may not be relied upon as investment advice. Investment decisions for the Fund are based on several factors, and may not be relied upon as an indication of trading intent on behalf of the Fund. Security positions can and do change.
 
AVERAGE ANNUAL TOTAL RETURN PERIODS ENDED APRIL 30, 2014
 
     
Since
 
 
Six
One
Five
Inception
 
Months(1)
Year
Years
(3/20/09)
Hennessy Large Growth Fund –
       
  Investor Class (HFLGX)
12.70%
28.53%
20.41%
23.31%
Hennessy Large Growth Fund –
       
  Institutional Class (HILGX)
12.81%
28.82%
20.75%
23.65%
Russell 1000® Index
  8.25%
20.81%
19.52%
22.23%
S&P 500 Index
  8.36%
20.44%
19.14%
21.72%

Expense ratios: 1.19% (Investor Class); Gross 1.10%, Net 0.98%(2) (Institutional Class)
 
Performance data quoted represents past performance; past performance does not guarantee future results. The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. Current performance of the Fund may be lower or higher than the performance quoted. Performance data current to the most recent month end may be obtained by visiting hennessyfunds.com.
 
The expense ratios presented are from the most recent prospectus.
 
(1)
Periods less than one year are not annualized.
(2)
With regard to Institutional Class shares, the Fund’s investment advisor has contractually agreed to waive a portion of its expenses indefinitely.
 
 
PERFORMANCE NARRATIVE
 
Portfolio Manager, Neil Hennessy, and Co-Portfolio Manager, Brian Peery
 
Over the previous six months, how did the Fund perform and what factors contributed to this performance?
 
For the six-month period ended April 30, 2014, the Investor Class of the Hennessy Cornerstone Large Growth Fund returned 12.70%, significantly outperforming the Russell 1000® Index, the S&P 500 Index, and the Morningstar Large Blend Category Average, which returned 8.25%, 8.36%, and 7.41% for the same period, respectively.
 
We are very pleased with the overall performance of the Fund during the previous six months versus its benchmarks.  The Fund’s relative outperformance was driven entirely by stock selection, as asset allocation had a very slight negative effect on the portfolio.  The biggest contribution to the Fund’s outperformance versus its benchmarks was stock selection in the Industrial and Information Technology sectors, which accounted for over half of the outperformance relative to the Russell 1000® Index.  The largest detractor to the Fund’s performance was its cash holdings, which are targeted at less than 5% of the Fund’s total net assets and which averaged approximately 3.5% for the six-month period.
 

HENNESSYFUNDS.COM
 
4

 

Additional Portfolio Manager commentary and related investment outlook:
 
During the last six months, we saw a continued trend of companies beating earnings expectations, but not quite meeting revenue targets.  We believe this trend is abating and that we should see better earnings and revenue numbers in the coming year.  While top line revenue growth was muted due to a slow growth environment and weather-related issues, companies are still doing well.  Corporate profits continue to reach new highs due to deferred capital expenditure plans, combined with tempered cost cutting.
 
We feel, however, that we are in the midst of a change, and an important one for the future of the bull market.  We are seeing positive signs in both revenue growth and the all-important corporate capital expenditures levels.  Over the last six months, we have seen a slight disconnect between earnings and revenues, with earnings showing healthy gains, largely due to cost containment, while revenue growth lagged.  With few cost cuts seemingly left to be made, companies appear to be starting to utilize their healthy balance sheets to focus on organic growth, and we expect that will drive corporate spending higher.  In fact, we anticipate the U.S. economy should expand nicely over the next 12 to 18 months and that the markets should benefit from this flow of capital.  While excess cash has largely been directed toward acquisitions, increasing dividends, and/or stock buybacks recently, we believe this shift in corporate spending has the potential to reward shareholders over the longer term.  One of the key criteria we use in the stock selection process for the Fund is return on total capital, which is essentially a profitability ratio that measures a return on investment.  What it really indicates is how successfully a company turns capital into profits.  We believe companies are now shifting towards organic growth via capital expenditure plans and that they are very well positioned to do so.  We are pleased that the companies selected for inclusion in the Fund’s portfolio through our stock selection methodology appear to be leading their respective industries in creating value for their shareholders.
 
We believe the attractiveness of equity prices coupled with an extremely low interest rate environment have many investors seeking high quality, dividend-paying growth companies (note that 46 out of the 50 stocks within the portfolio pay a dividend).  In our view, investing in growth companies that pay a dividend can provide an exciting potential to generate current income, coupled with the potential price appreciation of the stock.
 

The Russell 1000® Index and the S&P 500 Index are unmanaged indices commonly used to measure the performance of U.S. stocks.  You cannot invest directly in an index.  Performance data for an index does not reflect any deductions for fees, expenses or taxes.  The Fund may invest in medium-capitalization companies, which may have more limited liquidity and greater price volatility than large-capitalization companies.  Fund holdings and sector allocations are subject to change.  Please refer to the Schedule of Investments included in this report for additional portfolio information.
 
Each Morningstar category average represents a universe of funds with similar investment objectives.  © Morningstar, Inc.  All Rights Reserved.  The information contained herein: 1) is proprietary to Morningstar; 2) may not be copied or distributed and 3) is not warranted to be accurate, complete or timely.  Neither Morningstar nor its content providers are responsible for any damages or losses arising from any use of this information.  Past performance does not guarantee future results.
 

 


 
 

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
5

 

Schedule of Investments
 


HENNESSY CORNERSTONE LARGE GROWTH FUND
 
As of April 30, 2014 (Unaudited)
(% of Net Assets)
 

 

 
 
 
TOP TEN HOLDINGS (EXCLUDING CASH/CASH EQUIVALENTS)
% NET ASSETS
 
Delta Air Lines, Inc.
2.24%
 
Halliburton Co.
2.23%
 
SanDisk Corp.
2.19%
 
Lorillard, Inc.
2.12%
 
Kroger Co.
2.09%
 
Caterpillar, Inc.
2.09%
 
Hewlett-Packard Co.
2.07%
 
Eli Lilly & Co.
2.05%
 
Union Pacific Corp.
2.02%
 
AutoZone, Inc.
2.01%

 
 
Note:  For presentation purposes, the Fund has grouped some of the industry categories.  For purposes of categorizing securities for compliance with Section 8(b)(1) of the Investment Company Act of 1940, the Fund uses more specific industry classifications.

 

HENNESSYFUNDS.COM
 
6

 


 
 
COMMON STOCKS – 94.41%
 
Number
         
% of
 
     
of Shares
   
Value
   
Net Assets
 
 
Consumer Discretionary – 17.48%
                 
 
AutoZone, Inc. (a)
    4,400     $ 2,349,116       2.01 %
 
Bed Bath & Beyond, Inc. (a)
    25,800       1,602,954       1.37 %
 
Coach, Inc.
    36,900       1,647,585       1.41 %
 
DIRECTV (a)
    30,100       2,335,760       2.00 %
 
Dollar General Corp. (a)
    34,000       1,918,960       1.64 %
 
Ford Motor Co.
    133,800       2,160,870       1.85 %
 
Lowes Companies, Inc.
    42,400       1,946,584       1.67 %
 
Macy’s, Inc.
    38,800       2,228,284       1.91 %
 
McDonald’s Corp.
    21,500       2,179,670       1.86 %
 
The Gap, Inc.
    52,500       2,063,250       1.76 %
                20,433,033       17.48 %
                           
 
Consumer Staples – 19.03%
                       
 
Altria Group, Inc.
    55,000       2,206,050       1.89 %
 
General Mills, Inc.
    42,100       2,232,142       1.91 %
 
Kimberly Clark Corp.
    19,900       2,233,775       1.91 %
 
Kraft Foods Group, Inc.
    38,800       2,206,168       1.89 %
 
Kroger Co.
    53,100       2,444,724       2.09 %
 
Lorillard, Inc.
    41,700       2,477,814       2.12 %
 
Pepsico, Inc.
    25,200       2,164,428       1.85 %
 
Philip Morris International, Inc.
    24,300       2,075,949       1.78 %
 
Sysco Corp.
    57,600       2,098,368       1.79 %
 
Wal-Mart Stores, Inc.
    26,400       2,104,344       1.80 %
                22,243,762       19.03 %
                           
 
Energy – 13.37%
                       
 
Chevron Corp.
    16,700       2,096,184       1.79 %
 
ConocoPhillips
    29,700       2,207,007       1.89 %
 
Exxon Mobil Corp.
    20,900       2,140,369       1.83 %
 
Halliburton Co.
    41,400       2,611,098       2.23 %
 
HollyFrontier Corp.
    42,100       2,214,039       1.90 %
 
Marathon Oil Corp.
    60,100       2,172,615       1.86 %
 
Marathon Petroleum Corp.
    23,500       2,184,325       1.87 %
                15,625,637       13.37 %
                           
 
Health Care – 5.69%
                       
 
Baxter International, Inc.
    29,975       2,181,880       1.87 %

 
The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
7

 
 
 
COMMON STOCKS
 
Number
         
% of
 
     
of Shares
   
Value
   
Net Assets
 
 
Health Care (Continued)
                 
 
Eli Lilly & Co.
    40,600     $ 2,399,460       2.05 %
 
UnitedHealth Group, Inc.
    27,600       2,071,104       1.77 %
                6,652,444       5.69 %
                           
 
Industrials – 21.32%
                       
 
Caterpillar, Inc.
    23,100       2,434,740       2.09 %
 
CSX Corp.
    73,000       2,060,060       1.76 %
 
Cummins, Inc.
    14,900       2,247,665       1.92 %
 
Deere & Co.
    22,900       2,137,486       1.83 %
 
Delta Air Lines, Inc.
    71,000       2,614,930       2.24 %
 
Illinois Tool Works, Inc.
    24,800       2,113,704       1.81 %
 
Lockheed Martin Corp.
    14,100       2,314,374       1.98 %
 
Northrop Grumman Corp.
    18,300       2,223,633       1.90 %
 
Raytheon Co.
    23,400       2,234,232       1.91 %
 
Union Pacific Corp.
    12,400       2,361,332       2.02 %
 
United Technologies Corp.
    18,400       2,177,272       1.86 %
                24,919,428       21.32 %
                           
 
Information Technology – 15.65%
                       
 
Apple, Inc.
    3,850       2,271,847       1.94 %
 
Hewlett-Packard Co.
    73,200       2,419,992       2.07 %
 
Intel Corp.
    80,500       2,148,545       1.84 %
 
International Business Machines Corp.
    11,100       2,180,817       1.86 %
 
Microsoft Corp.
    56,200       2,270,480       1.94 %
 
Oracle Corp.
    55,200       2,256,576       1.93 %
 
SanDisk Corp.
    30,100       2,557,597       2.19 %
 
Western Digital Corp.
    24,900       2,194,437       1.88 %
                18,300,291       15.65 %
                           
 
Materials – 1.87%
                       
 
CF Industries Holdings, Inc.
    8,900       2,182,013       1.87 %
                           
 
Total Common Stocks
                       
 
  (Cost $88,298,786)
            110,356,608       94.41 %
 
 

 
 
The accompanying notes are an integral part of these financial statements.

HENNESSYFUNDS.COM
 
8

 
 
 
SHORT-TERM INVESTMENTS – 3.48%
 
Number
         
% of
 
     
of Shares
   
Value
   
Net Assets
 
 
Money Market Funds – 3.48%
                 
 
Fidelity Government Portfolio –
                 
 
  Institutional Class, 0.01% (b)
    4,067,705     $ 4,067,705       3.48 %
                           
 
Total Money Market Funds
                       
 
  (Cost $4,067,705)
            4,067,705       3.48 %
                           
 
Total Short-Term Investments
                       
 
  (Cost $4,067,705)
            4,067,705       3.48 %
                           
 
Total Investments
                       
 
  (Cost $92,366,491) – 97.89%
            114,424,313       97.89 %
 
Other Assets in Excess
                       
 
  of Liabilities – 2.11%
            2,465,060       2.11 %
 
TOTAL NET ASSETS – 100.00%
          $ 116,889,373       100.00 %
 
Percentages are stated as a percent of net assets.

(a)
Non-income producing security.
(b)
The rate listed is the fund’s 7-day yield as of April 30, 2014.
 
Summary of Fair Value Exposure at April 30, 2014
 
The following is a summary of the inputs used to value the Fund’s net assets as of April 30, 2014 (See Note 3 in the accompanying notes to the financial statements):
 
Common Stock
 
Level 1
   
Level 2
   
Level 3
   
Total
 
Consumer Discretionary
  $ 20,433,033     $     $     $ 20,433,033  
Consumer Staples
    22,243,762                   22,243,762  
Energy
    15,625,637                   15,625,637  
Health Care
    6,652,444                   6,652,444  
Industrials
    24,919,428                   24,919,428  
Information Technology
    18,300,291                   18,300,291  
Materials
    2,182,013                   2,182,013  
Total Common Stock
  $ 110,356,608     $     $     $ 110,356,608  
Short-Term Investments
                               
Money Market Funds
  $ 4,067,705     $     $     $ 4,067,705  
Total Short-Term Investments
  $ 4,067,705     $     $     $ 4,067,705  
Total Investments
  $ 114,424,313     $     $     $ 114,424,313  

Transfers between levels are recognized at the end of the reporting period. During the six-month period ended April 30, 2014, the Fund recognized no transfers between levels.
 
 
 
 
 
 
The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
9

 

Financial Statements
 
Statement of Assets and Liabilities as of April 30, 2014 (Unaudited)
 
ASSETS:
     
Investments in securities, at value (cost $92,366,491)
  $ 114,424,313  
Dividends and interest receivable
    81,349  
Receivable for fund shares sold
    2,528,381  
Prepaid expenses and other assets
    17,616  
Total Assets
    117,051,659  
         
LIABILITIES:
       
Payable for fund shares redeemed
    15,200  
Payable to advisor
    68,568  
Payable to administrator
    35,997  
Payable to auditor
    13,698  
Accrued service fees
    7,871  
Accrued interest payable
    70  
Accrued trustees fees
    4,705  
Accrued expenses and other payables
    16,177  
Total Liabilities
    162,286  
NET ASSETS
  $ 116,889,373  
         
NET ASSETS CONSIST OF:
       
Capital stock
  $ 81,062,020  
Accumulated net investment income
    545,331  
Accumulated net realized gain on investments
    13,224,200  
Unrealized net appreciation on investments
    22,057,822  
Total Net Assets
  $ 116,889,373  
         
NET ASSETS
       
Investor Class:
       
Shares authorized (no par value)
 
Unlimited
 
Net assets applicable to outstanding Investor Class shares
    97,926,420  
Shares issued and outstanding
    6,807,249  
Net asset value, offering price and redemption price per share
  $ 14.39  
         
Institutional Class:
       
Shares authorized (no par value)
 
Unlimited
 
Net assets applicable to outstanding Institutional Class shares
    18,962,953  
Shares issued and outstanding
    1,307,178  
Net asset value, offering price and redemption price per share
  $ 14.51  

 
 
 
 
 
The accompanying notes are an integral part of these financial statements.

HENNESSYFUNDS.COM
 
10

 

Financial Statements
 
Statement of Operations Six Months Ended April 30, 2014 (Unaudited)
 
INVESTMENT INCOME:
     
Dividend income
  $ 1,166,055  
Interest income
    189  
Total investment income
    1,166,244  
         
EXPENSES:
       
Investment advisory fees
    399,157  
Administration, fund accounting, custody and transfer agent fees
    107,880  
Service fees – Investor Class (See Note 5)
    45,745  
Federal and state registration fees
    17,901  
Sub-transfer agent expenses – Investor Class (See Note 5)
    14,411  
Sub-transfer agent expenses – Institutional Class (See Note 5)
    4,924  
Compliance expense
    10,655  
Audit fees
    8,855  
Trustees’  fees and expenses
    7,289  
Reports to shareholders
    5,852  
Legal fees
    2,480  
Other expenses
    6,489  
Total expenses before waiver
    631,638  
Administration expense waiver (See Note 5)
    (10,725 )
Net expenses
    620,913  
NET INVESTMENT INCOME
  $ 545,331  
         
REALIZED AND UNREALIZED GAINS (LOSSES):
       
Net realized gain on investments
  $ 16,269,997  
Change in unrealized appreciation on investments
    (3,817,772 )
Net gain on investments
    12,452,225  
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS
  $ 12,997,556  

 
 
 
 
 
 
The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
11

 


 

 

 

 
 

 

 
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HENNESSYFUNDS.COM
 
12

 

Financial Statements
 
Statements of Changes in Net Assets
 
   
Six Months Ended
       
   
April 30, 2014
   
Year Ended
 
   
(Unaudited)
   
October 31, 2013
 
OPERATIONS:
           
Net investment income
  $ 545,331     $ 1,194,449  
Net realized gain on securities
    16,269,997       6,201,807  
Change in unrealized appreciation (depreciation) on securities
    (3,817,772 )     17,304,019  
Net increase in net assets resulting from operations
    12,997,556       24,700,275  
                 
DISTRIBUTIONS TO SHAREHOLDERS FROM:
               
Net investment income
               
Investor Class
    (985,143 )     (719,396 )
Institutional Class
    (209,291 )     (361,073 )
Net realized gains
               
Investor Class
    (4,397,057 )     (117,309 )
Institutional Class
    (781,018 )     (52,078 )
Total distributions
    (6,372,509 )     (1,249,856 )
                 
CAPITAL SHARE TRANSACTIONS:
               
Proceeds from shares subscribed – Investor Class
    2,125,396       1,740,370  
Proceeds from shares subscribed – Institutional Class
    2,651,544       815,827  
Dividends reinvested – Investor Class
    5,021,319       780,066  
Dividends reinvested – Institutional Class
    949,886       406,311  
Cost of shares redeemed – Investor Class
    (3,615,427 )     (8,522,055 )
Cost of shares redeemed – Institutional Class
    (1,828,759 )(1)     (23,485,757 )
Net increase (decrease) in net assets derived
               
  from capital share transactions
    5,303,959       (28,265,238 )
TOTAL INCREASE (DECREASE) IN NET ASSETS
    11,929,006       (4,814,819 )
                 
NET ASSETS:
               
Beginning of period
    104,960,367       109,775,186  
End of period
  $ 116,889,373     $ 104,960,367  
Undistributed net investment income, end of period
  $ 545,331     $ 1,194,434  
                 
CHANGES IN SHARES OUTSTANDING:
               
Shares sold – Investor Class
    151,883       149,494  
Shares sold – Institutional Class
    187,576       68,395  
Shares issued to holders as reinvestment
               
  of dividends – Investor Class
    375,434       72,353  
Shares issued to holders as reinvestment
               
  of dividends – Institutional Class
    70,320       37,405  
Shares redeemed – Investor Class
    (264,468 )     (720,532 )
Shares redeemed – Institutional Class
    (133,936 )     (2,050,571 )
Net increase (decrease) in shares outstanding
    386,809       (2,443,456 )
 
 
(1)
Net of redemption fees of $3 related to redemption fees imposed by the FBR Large Cap Fund (which was reorganized into the Fund) during a prior year but not received until the six-month period ended April 30, 2014.

 
The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
13

 

Financial Highlights
 
Hennessy Cornerstone Large Growth Fund
 
For an Investor Class share outstanding throughout each period
   
Six Months Ended
 
   
April 30, 2014
 
   
(Unaudited)
 
PER SHARE DATA:
     
Net asset value, beginning of period
  $ 13.56  
         
Income from investment operations:
       
Net investment income
    0.06  
Net realized and unrealized gains (losses) on securities
    1.59  
Total from investment operations
    1.65  
         
Less distributions:
       
Dividends from net investment income
    (0.14 )
Dividends from net realized gains
    (0.68 )
Total distributions
    (0.82 )
Net asset value, end of period
  $ 14.39  
         
TOTAL RETURN
    12.70 %(4)
         
SUPPLEMENTAL DATA AND RATIOS:
       
Net assets, end of period (millions)
  $ 97.93  
Ratio of expenses to average net assets:
       
Before expense reimbursement/recoupment
    1.18 %(5)
After expense reimbursement/recoupment
    1.18 %(5)
Ratio of net investment income to average net assets:
       
Before expense reimbursement/recoupment
    0.98 %(5)
After expense reimbursement/recoupment
    0.98 %(5)
Portfolio turnover rate(6)
    49 %(4)
 
 
 
 
 

 
(1)
For the one month ended October 31, 2009. Effective October 31, 2009, the Fund changed its fiscal year end to October 31 from September 30.
(2)
The financial highlights set forth for periods prior to March 20, 2009 represent the historical financial highlights of the Tamarack Large Cap Growth Fund, Class S shares.  The assets of the Tamarack Large Cap Growth Fund were acquired by the Hennessy Cornerstone Large Growth Fund on March 20, 2009.  At the time, RBC Global Asset Management (U.S.), Inc. (formerly known as Voyageur Asset Management, Inc.) ceased to be investment advisor and Hennessy Advisors, Inc. became investment advisor.  The return of the Tamarack Large Cap Growth Fund, Class S shares during the period October 1, 2008 through March 20, 2009 was (33.30)%.  The return of the Hennessy Cornerstone Large Growth Fund, Original Class shares during the period March 20, 2009 through September 30, 2009 was 42.64%.
(3)
Amount is less than $0.01 or ($0.01).
(4)
Not annualized.
(5)
Annualized.
(6)
Portfolio turnover is calculated on the basis of the Fund as a whole.

 
The accompanying notes are an integral part of these financial statements.

HENNESSYFUNDS.COM
 
14

 

 
 
 

                       
One Month Ended
   
Year Ended
 
Year Ended October 31,
   
October 31,
   
September 30,
 
2013
   
2012
   
2011
   
2010
   
2009(1)
   
2009(2)
 
                                 
$ 10.77     $ 12.37     $ 11.70     $ 9.49     $ 9.60     $ 10.09  
                                             
                                             
  0.14       0.13       0.09       0.09       0.00 (3)     0.05  
  2.77       0.80       0.69       2.17       (0.11 )     (0.54 )
  2.91       0.93       0.78       2.26       (0.11 )     (0.49 )
                                             
                                             
  (0.10 )     (0.07 )     (0.09 )     (0.05 )            
  (0.02 )     (2.46 )     (0.02 )                  
  (0.12 )     (2.53 )     (0.11 )     (0.05 )            
$ 13.56     $ 10.77     $ 12.37     $ 11.70     $ 9.49     $ 9.60  
                                             
  27.32 %     9.14 %     6.70 %     23.88 %     (1.15 )%(4)     (4.86 )%
                                             
                                             
$ 88.77     $ 75.83     $ 77.88     $ 78.83     $ 69.41     $ 70.61  
                                             
  1.19 %     1.27 %     1.26 %     1.30 %     1.26 %(5)     1.40 %
  1.19 %     1.27 %     1.30 %     1.30 %     1.30 %(5)     1.17 %
                                             
  1.10 %     1.35 %     0.72 %     0.84 %     (0.01 )%(5)     0.36 %
  1.10 %     1.35 %     0.68 %     0.84 %     (0.05 )%(5)     0.59 %
  73 %     0 %     70 %     83 %     0 %(4)     116 %

 
 
 
 
 
 
 
The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
15

 
Financial Highlights
 
Hennessy Cornerstone Large Growth Fund
 
For an Institutional Class share outstanding throughout each period

   
Six Months Ended
 
   
April 30, 2014
 
   
(Unaudited)
 
PER SHARE DATA:
     
Net asset value, beginning of period
  $ 13.68  
         
Income from investment operations:
       
Net investment income
    0.09  
Net realized and unrealized gains (losses) on securities
    1.59  
Total from investment operations
    1.68  
         
Less distributions:
       
Dividends from net investment income
    (0.17 )
Dividends from net realized gains
    (0.68 )
Total distributions
    (0.85 )
Net asset value, end of period
  $ 14.51  
         
TOTAL RETURN
    12.81 %(4)
         
SUPPLEMENTAL DATA AND RATIOS:
       
Net assets, end of period (millions)
  $ 18.96  
Ratio of expenses to average net assets:
       
Before expense reimbursement
    1.11 %(5)
After expense reimbursement
    0.98 %(5)
Ratio of net investment income to average net assets:
       
Before expense reimbursement
    1.06 %(5)
After expense reimbursement
    1.19 %(5)
Portfolio turnover rate(6)
    49 %(4)
 
 
 
 
 
 
 

 
(1)
For the one month ended October 31, 2009. Effective October 31, 2009, the Fund changed its fiscal year end to October 31 from September 30.
(2)
Institutional Class shares commenced operations on March 20, 2009.
(3)
Amount is less than $0.01 or ($0.01).
(4)
Not annualized.
(5)
Annualized.
(6)
Portfolio turnover is calculated on the basis of the Fund as a whole.

 
The accompanying notes are an integral part of these financial statements.

HENNESSYFUNDS.COM
 
16

 

 
 
 

                       
One Month Ended
   
Period Ended
 
Year Ended October 31,
   
October 31,
   
September 30,
 
2013
   
2012
   
2011
   
2010
   
2009(1)
   
2009(2)
 
                                 
$ 10.85     $ 12.44     $ 11.76     $ 9.51     $ 9.61     $ 6.73  
                                             
                                             
  0.09       0.07       0.08       0.10       0.00 (3)     0.03  
  2.88       0.89       0.74       2.20       (0.10 )     2.85  
  2.97       0.96       0.82       2.30       (0.10 )     2.88  
                                             
                                             
  (0.12 )     (0.09 )     (0.12 )     (0.05 )            
  (0.02 )     (2.46 )     (0.02 )                  
  (0.14 )     (2.55 )     (0.14 )     (0.05 )            
$ 13.68     $ 10.85     $ 12.44     $ 11.76     $ 9.51     $ 9.61  
                                             
  27.63 %     9.43 %     6.99 %     24.26 %     (1.04 )%(4)     42.79 %(4)
                                             
                                             
$ 16.19     $ 33.94     $ 0.14     $ 0.07     $ 0.04     $ 0.04  
                                             
  1.10 %     1.41 %     1.14 %     1.16 %     1.14 %(5)     16.51 %(5)
  0.98 %     0.98 %     0.98 %     0.98 %     0.98 %(5)     0.98 %(5)
                                             
  1.38 %     6.44 %     0.81 %     0.90 %     0.12 %(5)     (14.54 )%(5)
  1.50 %     6.87 %     0.97 %     1.08 %     0.28 %(5)     0.99 %(5)
  73 %     0 %     70 %     83 %     0 %(4)     116 %(4)

 
 
 
 
 
 
 
 
The accompanying notes are an integral part of these financial statements.

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Notes to the Financial Statements
April 30, 2014 (Unaudited)

 
1).  ORGANIZATION
 
The Hennessy Cornerstone Large Growth Fund (the “Fund”) is a series of Hennessy Funds Trust (the “Trust”), which was organized as a Delaware statutory trust on September 17, 1992.  The Fund is an open-end management investment company registered under the Investment Company Act of 1940, as amended.  The investment objective of the Fund is long-term growth of capital.  The Fund is a diversified fund.
 
The Fund offers Investor Class and Institutional Class shares.  Prior to October 26, 2012, the Investor Class shares were known as Original Class shares. Each class of shares differs principally in its respective administration, 12b-1 distribution and service fees, shareholder servicing, and transfer agent expenses and sales charges, if any.  Each class has identical rights to earnings, assets, and voting privileges, except for class-specific expenses and exclusive rights to vote on matters affecting only individual classes.
 
 
2).  SIGNIFICANT ACCOUNTING POLICIES
 
The following is a summary of significant accounting policies consistently followed by the Fund in the preparation of the financial statements. These policies are in conformity with U.S. generally accepted accounting principles (“GAAP”).
 
a).
Investment Valuation – All investments in securities are recorded at their estimated fair value, as described in Note 3.
 
b).
Federal Income Taxes – Provision for Federal income taxes or excise taxes has not been made since the Fund has elected to be taxed as a “regulated investment company” and intends to distribute substantially all of its taxable income to its shareholders and otherwise comply with the provisions of the Internal Revenue Code of 1986, as amended, applicable to regulated investment companies. Net investment income or loss and realized gains and losses for federal income tax purposes may differ from that reported on the financial statements because of temporary book and tax basis differences. Temporary differences are primarily the result of the treatment of wash sales for tax reporting purposes. Distributions from net realized gains for book purposes may include short-term capital gains, which are included as ordinary income to shareholders for tax purposes.
 
c).
Income and Expenses – Dividend income is recognized on the ex-dividend date or as soon as information is available to the Fund. Interest income, which includes the amortization of premium and accretion of discount, is recognized on an accrual basis. The Fund is charged for those expenses that are directly attributable to the portfolio, such as advisory, administration, and certain shareholder service fees.  Income, expenses (other than expenses attributable to a specific class), and realized and unrealized gains or losses on investments are allocated to each class of shares based on its respective net assets.
 
d).
Distributions to Shareholders – Dividends from net investment income for the Fund, if any, are declared and paid out annually, usually in November or December.  Distributions of net realized capital gains, if any, are declared and paid annually, usually in November or December.
 
e).
Security Transactions – Investment and shareholder transactions are recorded on the trade date. The Fund determines the gain or loss realized from the investment
 

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transactions by comparing the original cost of the security lot sold with the net sale proceeds. Discounts and premiums on securities purchased are accreted/amortized over the life of the respective security.
 
f).
Use of Estimates – The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported change in net assets during the reporting period. Actual results could differ from those estimates.
 
g).
Share Valuation – The net asset value (“NAV”) per share of the Fund is calculated by dividing the sum of the value of the securities held by the Fund, plus cash or other assets, minus all liabilities (including estimated accrued expenses) by the total number of shares outstanding for the Fund, rounded to the nearest cent. The Fund’s shares will not be priced on days the New York Stock Exchange is closed for trading. The offering and redemption price per share for the Fund is equal to the Fund’s net asset value per share.
 
h).
Foreign Currency – Values of investments denominated in foreign currencies, if any, are converted into U.S. dollars using the spot market rate of exchange at the time of valuation.  Purchases and sales of investments and income are translated into U.S. dollars using the spot market rate of exchange prevailing on the respective dates of such transactions.  The Fund does not isolate the portion of the results of operations resulting from fluctuations in foreign exchange rates on investments from fluctuations resulting from changes in the market prices of securities held.  Such fluctuations are included with the net realized and unrealized gain or loss on investments.  Foreign investments present additional risks due to currency fluctuations, economic and political factors, lower liquidity, government regulations, differences in accounting standards, and other factors.
 
i).
Forward Contracts – The Fund may enter into forward currency contracts to reduce its exposure to changes in foreign currency exchange rates on its foreign holdings and to lock in the U.S. dollar cost of firm purchase and sale commitments for securities denominated in foreign currencies.  A forward currency contract is a commitment to purchase or sell a foreign currency at a future date at a negotiated forward rate.  The gain or loss arising from the difference between the U.S. dollar cost of the original contract and the value of the foreign currency in U.S. dollars upon closing of such contract is included in net realized gain or loss from foreign currency transactions.  During the six months ended April 30, 2014, the Fund did not enter into any forward contracts.
 
j).
Repurchase Agreements – The Fund may enter into repurchase agreements with member banks or security dealers of the Federal Reserve Board whom the investment advisor deems creditworthy. The repurchase price generally equals the price paid by the Fund plus interest negotiated on the basis of current short-term rates.
 
 
Securities pledged as collateral for repurchase agreements are held by the custodian bank until the respective agreements mature. Provisions of the repurchase agreements ensure that the market value of the collateral, including accrued interest thereon, is sufficient in the event of default of the counterparty. If the counterparty defaults and the value of the collateral declines or if the counterparty enters an insolvency proceeding, realization of the collateral by the Fund may be delayed or limited.
 
k).
Accounting for Uncertainty in Income Taxes – The Fund has adopted accounting policies regarding recognition and measurement of tax positions taken or expected to be taken on a tax return.  The Fund has reviewed all open tax years in major jurisdictions and concluded that there is no impact on the Fund’s net assets and no


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tax liability resulting from unrecognized tax benefits relating to uncertain income tax positions taken or expected to be taken on a tax return.  The Fund’s major tax jurisdictions are U.S. Federal and Delaware.  As of April 30, 2014, open Federal and state tax years for the Fund include the tax years ended October 31, 2011 through 2013.
 
l).
Derivatives – The Fund may invest in, or enter into, derivatives, such as options, futures contracts, options on futures contracts, and swaps, for a variety of reasons, including to hedge certain risks, to provide a substitute for purchasing or selling particular securities, or to increase potential income gain.  Derivatives may provide a cheaper, quicker, or more specifically focused way for a Fund to invest than “traditional” securities would.  The main purpose of utilizing these derivative instruments is for hedging purposes.
 
 
The Fund has adopted the financial accounting reporting rules as required by the Derivatives and Hedging Topic of the Financial Accounting Standards Board Accounting Standards Codification. Under such rules, the Fund is required to include enhanced disclosure that enables investors to understand how and why an entity uses derivatives, how derivatives are accounted for, and how derivatives instruments affect an entity’s results of operations and financial position. During the six months ended April 30, 2014, the Fund did not hold any derivative instruments.
 
m).
Events Subsequent to the Fiscal Period End – The Fund has adopted financial reporting rules regarding subsequent events that require an entity to recognize in the financial statements the effects of all subsequent events that provide additional evidence about conditions that existed at the date of the balance sheet.  Management has evaluated the Fund’s related events and transactions that occurred subsequent to April 30, 2014 through the date of issuance of the Fund’s financial statements.  There were no events or transactions that occurred during this period that materially impacted the amounts or disclosures in the Fund’s financial statements.
 
 
3).  SECURITIES VALUATION
 
The Fund has adopted authoritative fair valuation accounting standards that establish an authoritative definition of fair value and set out a hierarchy for measuring fair value.  These standards require additional disclosures about the various inputs and valuation techniques used to develop the measurements of fair value and a discussion in changes in valuation techniques and related inputs during the period.  These inputs are summarized in the three broad levels listed below:
 
 
Level 1 –
Quoted unadjusted prices for identical instruments in active markets to which the Fund has access at the date of measurement.
 
 
Level 2 –
Quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; and model-derived valuations in which all significant inputs and significant value drivers are observable in active markets.  Level 2 inputs are those in markets for which there are few transactions, the prices are not current, the prices are fair value adjusted due to post-market close subsequent events (foreign markets), little public information exists, or instances where prices vary substantially over time or among brokered market makers.  These inputs may also include interest rates, prepayment speeds, credit risk curves, default rates, and similar data.
 
 
Level 3 –
Model-derived valuations in which one or more significant inputs or significant value drivers are unobservable.  Unobservable inputs are those


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inputs that reflect the Fund’s own assumptions about what market participants would use to price the asset or liability based on the best available information.
 
Following is a description of the valuation techniques applied to the Fund’s major categories of assets and liabilities measured at fair value on a recurring basis.
 
Equity Securities – Equity securities, including common stocks, preferred stocks, foreign issued common stocks, exchange traded funds, closed-end mutual funds, and real estate investment trusts, that are traded on a securities exchange for which a last-quoted sales price is readily available will be valued at the last sales price as reported by the primary exchange on which the securities are listed.  Securities listed on The NASDAQ Stock Market (“NASDAQ”) will be valued at the NASDAQ Official Closing Price, which may differ from the last sales price reported.  Securities traded on a securities exchange for which a last-quoted sales price is not readily available will be valued at the mean between the bid and ask prices.  To the extent these securities are actively traded and valuation adjustments are not applied, they are classified in Level 1 of the fair value hierarchy.
 
Investment Companies – Investments in investment companies (e.g., mutual funds and exchange traded funds) are generally priced at the ending NAV provided by the Fund’s service agent and will be classified in Level 1 of the fair value hierarchy.
 
Debt Securities – Debt securities, including corporate bonds, asset-backed securities, mortgage-backed securities, municipal bonds, U.S. Treasuries, and U.S. government agency issues, are valued at market on the basis of valuations furnished by an independent pricing service that utilizes both dealer-supplied valuations and formula-based techniques.  The pricing service may consider recently executed transactions in securities of the issuer or comparable issuers, market price quotations (where observable), bond spreads, and fundamental data relating to the issuer.  In addition, the model may incorporate market observable data such as reported sales of similar securities, broker quotes, yields, bids, offers, and reference data.  Certain securities are valued principally using dealer quotations.  These securities are generally classified in Level 2 of the fair value hierarchy.
 
Short-Term Securities – Short-term equity investments, including money market funds, are valued in the manner specified above.  Short-term debt investments are valued at amortized cost, if their original maturity was 60 days or less, or by amortizing the values as of the 61st day prior to maturity, if their original term to maturity exceeded 60 days.  Short-term securities are generally classified in Level 1 or Level 2 of the fair market hierarchy depending on the inputs used and market activity levels for specific securities.
 
The Board of Trustees of the Fund (the “Board”) has adopted fair value pricing procedures that are followed when a price for a security is not readily available or if a significant event has occurred that indicates the closing price of a security no longer represents the true value of that security.  Fair value pricing determinations are made in good faith in accordance with these procedures. There are numerous criteria that will be given consideration in determining a fair value of a security. Some of these criteria are trading volume of security and markets, the value of other like securities, and news events with direct bearing to security or market. Fair value pricing results in an estimated price that reasonably reflects the current market conditions in order to rate the portfolio holdings such that shareholder transactions receive a fair net asset value.  Depending on the relative significance of the valuation inputs, these securities may be classified in either Level 2 or Level 3 of the fair value hierarchy.
 
Fair valuing of foreign securities may be determined with the assistance of a pricing service using correlations between the movement of prices of such securities and indices of domestic securities and other appropriate indicators, such as closing market prices of

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relevant American Depositary Receipts or futures contracts.  The effect of using fair value pricing is that the Fund’s NAV will reflect the affected portfolio securities’ value as determined in the judgment of the Board or its designee instead of being determined by the market.  Using a fair value pricing methodology to price foreign securities may result in a value that is different from a foreign security’s most recent closing price and from the prices used by other investment companies to calculate their net asset values and are generally considered Level 2 prices in the fair valuation hierarchy.  Because the Fund may invest in foreign securities, the value of the Fund’s portfolio securities may change on days when you will not be able to purchase or redeem your shares.
 
The Board has delegated day-to-day valuation matters to a Valuation Committee comprised of one or more representatives from Hennessy Advisors, Inc., the Fund’s investment advisor.  The function of the Valuation Committee is to value securities where current and reliable market quotations are not readily available.  All actions taken by the Valuation Committee are reviewed by the Board.
 
The Fund has performed an analysis of all existing investments to determine the significance and character of all inputs to their fair value determination.  Various inputs are used in determining the value of the Fund’s investments.  The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.  Details related to the fair valuation hierarchy of the Fund’s securities as of April 30, 2014 are included in the Fund’s Schedule of Investments.
 
 
4).  INVESTMENT TRANSACTIONS
 
Purchases and sales of investment securities (excluding government and short-term investments) for the Fund during the six months ended April 30, 2014 were $52,053,924 and $57,750,003, respectively.
 
There were no purchases or sales/maturities of long-term U.S. Government Securities for the Fund during the six months ended April 30, 2014.
 
 
5).  INVESTMENT MANAGEMENT FEE AND OTHER TRANSACTIONS WITH AFFILIATES
 
Hennessy Advisors, Inc. (the “Advisor”) is the investment advisor of the Fund. The Advisor provides the Fund with investment management services under an Investment Advisory Agreement. The Advisor furnishes all investment advice, office space, facilities, and provides most of the personnel needed by the Fund. As compensation for its services, the Advisor is entitled to a monthly fee from the Fund. The fee is based upon the average daily net assets of the Fund at the annual rate of 0.74%.  The net investment advisory fees payable for the Fund as of April 30, 2014 were $68,568.
 
The Advisor has agreed to waive its fees and absorb expenses to the extent that the total annual operating expenses (excluding all Federal, state and local taxes, interest, brokerage commissions, acquired fund fees and expenses and other costs incurred in connection with the purchase and sale of securities and extraordinary items) exceed 0.98% of the Fund’s net assets for the Institutional Class shares of the Fund.  The expense limitation agreement for the Institutional Class shares can only be terminated by the Board.
 
For a period of three years after the year in which the Advisor waives or reimburses expenses, the Advisor may seek reimbursement from the Fund to the extent that total annual fund operating expenses are less than the expense limitation in effect at the time of the reimbursement. During the three years ended October 31, 2013, no Advisor fees were waived and therefore no expenses are subject to potential recovery.
 
The Board has approved a Shareholder Servicing Agreement for the Investor Class shares of the Fund, which was instituted to compensate the Advisor for the non-

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investment management services it provides to the Fund. The Shareholder Servicing Agreement provides for a monthly fee paid to the Advisor at an annual rate of 0.10% of the average daily net assets of the Fund attributable to Investor Class shares.  Shareholder servicing fees payable for the Fund as of April 30, 2014 were $7,871.
 
The Fund has entered into agreements with various brokers, dealers, and financial intermediaries in connection with the sale of shares of the Fund.  The agreements provide for periodic payments by the Fund to the brokers, dealers, and financial intermediaries for providing certain shareholder maintenance services (sub-transfer agent expenses).  These shareholder services include the pre-processing and quality control of new accounts, shareholder correspondence, answering customer inquiries regarding account status, and facilitating shareholder telephone transactions. Fees paid by the Fund to various brokers, dealers, and financial intermediaries for the six months ended April 30, 2014 were $19,335.
 
U.S. Bancorp Fund Services, LLC (“USBFS”) provides the Fund with administrative, fund accounting, and transfer agent services, including all regulatory reporting, and necessary office equipment and personnel.  As administrator, USBFS prepares various federal and state regulatory filings, reports, and returns for the Fund; prepares reports and materials to be supplied to the Board; monitors the activities of the Fund’s custodian, transfer agent, and accountants; and coordinates the preparation and payment of the Fund’s expenses and reviews the Fund’s expense accruals. Fees paid to USBFS for the six months ended April 30, 2014 were $97,155.
 
USBFS has voluntarily waived all or a portion of its fees allocated to the Institutional Class shares of the Fund.  The administration fees voluntarily waived by USBFS during the six months ended April 30, 2014 were $10,725.
 
U.S. Bank, N.A., an affiliate of USBFS, serves as the Fund’s custodian.  Quasar Distributors, LLC acts as the Fund’s principal underwriter in a continuous public offering of the Fund’s shares.  Quasar Distributors, LLC is an affiliate of USBFS and U.S. Bank, N.A.
 
 
6).  LINE OF CREDIT
 
The Fund has a line of credit with the other funds in the Hennessy Funds family of funds (the “Hennessy Funds”) in the amount of the lesser of (i) $100,000,000 or (ii) 33.33% of each Hennessy Fund’s net assets, or 30% for the Hennessy Gas Utility Index Fund and 10% for the Hennessy Balanced Fund, intended to provide short-term financing, if necessary, subject to certain restrictions, in connection with shareholder redemptions. The credit facility is with the Hennessy Funds’ custodian bank, U.S. Bank, N.A.  Borrowings under this arrangement bear interest at the bank’s prime rate. During the six months ended April 30, 2014, the Fund did not have any borrowings outstanding under the line of credit.
 
 
7).  FEDERAL TAX INFORMATION
 
As of October 31, 2013, the Fund’s most recent fiscal year end, the components of accumulated earnings (losses) for income tax purposes for the Fund were as follows:
 
 
Cost of investments for tax purposes
  $ 79,154,555  
 
Gross tax unrealized appreciation
  $ 26,254,879  
 
Gross tax unrealized depreciation
    (379,285 )
 
Net tax unrealized appreciation/depreciation
  $ 25,875,594  
 
Undistributed ordinary income
  $ 1,205,676  
 
Undistributed long-term capital gains
    5,166,795  
 
Total distributable earnings
  $ 6,372,471  
 
Other accumulated gain (loss)
  $ (3,045,759 )
 
Total accumulated gain (loss)
  $ 29,202,306  
 

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The difference between book-basis and tax-basis unrealized appreciation is attributable primarily to capital loss carry overs, wash sales, and partnership adjustments.
 
At October 31, 2013, the Fund’s most recent fiscal year end, the Fund had capital loss carryforwards that expire as follows:
 
 
$3,045,759
10/31/16
 
During the year ended October 31, 2013, the Fund’s most recent fiscal year end, the capital loss carry forwards utilized for the Fund were $1,015,253.
 
Capital losses sustained in the year ended October 31, 2012 and in future taxable years will not expire and may be carried over by the Fund without limitation; however, they will retain the character of the original loss. Furthermore, any losses incurred during those taxable years will be required to be utilized prior to the losses incurred in the pre-enactment taxable years. As a result of this ordering rule, pre-enactment capital loss carryforwards may be more likely to expire unused. Under pre-enactment law, capital losses could be carried forward for eight years, and carried forward as short-term capital losses, irrespective of the character of the original loss.
 
At October 31, 2013, the Fund did not defer, on a tax basis, any post-December late year ordinary loss deferrals or post-December loss deferrals.
 
The tax character of distributions paid during fiscal year 2014 (year-to-date) and fiscal year 2013 for the Fund were as follows:
 
     
Six Months Ended
   
Year Ended
 
     
April 30, 2014
   
October 31, 2013
 
 
Ordinary income
  $ 1,205,687     $ 1,080,469  
 
Long-term capital gain
    5,166,822       169,387  
      $ 6,372,509     $ 1,249,856  

 

 
 

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Expense Example (Unaudited)
April 30, 2014

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments, reinvested dividends, or other distributions; redemption fees; and exchange fees; and (2) ongoing costs, including management fees; service fees; and other Fund 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 Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period from November 1, 2013 through April 30, 2014.
 
Actual Expenses
The first line of the table below under the “Investor Class” and “Institutional Class” headings provides information about actual account values and actual expenses. Although the Fund charges no sales loads or transaction fees, you will be assessed fees for outgoing wire transfers, returned checks and stop payment orders at prevailing rates charged by U.S. Bancorp Fund Services, LLC, the Fund’s transfer agent.  If you request that a redemption be made by wire transfer, currently a $15.00 fee is charged by the Fund’s transfer agent. IRA accounts will be charged a $15.00 annual maintenance fee. The example below includes, but is not limited to, management fees, shareholder servicing fees, fund accounting, custody, and transfer agent fees.  However, the example below does not include portfolio trading commissions and related expenses, and other extraordinary expenses as determined under generally accepted accounting principles.  You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line of the table under the “Investor Class” and “Institutional Class” headings in the column entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.
 
Hypothetical Example for Comparison Purposes
The second line of the table below under the “Investor Class” and “Institutional Class” headings provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratios 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 your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads), or exchange fees. Therefore, the second line of the table under the “Investor Class” and “Institutional Class” headings 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.
 

 

 

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Expenses Paid
 
Beginning
Ending
During Period(1)
 
Account Value
Account Value
November 1, 2013 –
 
November 1, 2013
April 30, 2014
April 30, 2014
Investor Class
     
       
Actual
$1,000.00
$1,127.00
$6.22
       
Hypothetical (5% return
     
  before expenses)
$1,000.00
$1,018.94
$5.91
       
Institutional Class
     
       
Actual
$1,000.00
$1,128.10
$5.17
       
Hypothetical (5% return
     
  before expenses)
$1,000.00
$1,019.93
$4.91

(1)
Expenses are equal to the Fund’s annualized expense ratio of 1.18% for Investor Class shares or 0.98% for Institutional Class shares, as applicable, multiplied by the average account value over the period, multiplied by 181/365 days (to reflect one-half year period).


 
 
 
 
 

 

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Proxy Voting
 
A description of the policies and procedures the Fund uses to determine how to vote proxies relating to portfolio securities is available without charge: (1) by calling 1-800-966-4354; (2) on the Hennessy Funds’ website at hennessyfunds.com; or (3) on the U.S. Securities and Exchange Commission’s (the “SEC”) website at www.sec.gov. The Fund’s proxy voting record is available on both the Hennessy Funds’ website at hennessyfunds.com and the SEC’s website at www.sec.gov no later than August 31 for the prior 12 months ending June 30.
 
 
Quarterly Filings on Form N-Q
 
The Fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. The Fund’s Forms N-Q are available on the SEC’s website at www.sec.gov. The Fund’s Forms N-Q may be reviewed and copied at the SEC’s Public Reference Room in Washington, DC and information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330.  Information included in the Fund’s Forms N-Q will also be available upon request by calling 1-800-966-4354.
 
 
Federal Tax Distribution Information
(Unaudited)
 
For the fiscal year ended October 31, 2013, certain dividends paid by the Fund may be subject to a maximum tax rate of 15%, as provided for by the Jobs and Growth Tax Relief Reconciliation Act of 2003.  The percentage of dividends declared from ordinary income designated as qualified dividend income was 100.00%.
 
For corporate shareholders, the percent of ordinary income distributions qualifying for the corporate dividends received deduction for the fiscal year ended October 31, 2013 was 100.00%.
 
The percentage of taxable ordinary income distributions that are designated as short-term capital gain distributions under Section 871(k)(2)(C) of the Internal Revenue Code of 1986, as amended, for the Fund was 0.00%.
 
 
Householding
 
To help keep the Fund’s costs as low as possible, we generally deliver a single copy of most financial reports and prospectuses to shareholders who share an address, even if the accounts are registered under different names. This process, known as “householding,” does not apply to account statements. You may, of course, request an individual copy of a prospectus or financial report at any time. If you would like to receive separate mailings, please call the Administrator at 1-800-261-6950 or 1-414-765-4124 and we will begin individual delivery within 30 days of your request. If your account is held through a financial institution or other intermediary, please contact them directly to request individual delivery.

 

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Board Approval of Investment Advisory
Agreement
 
At its meeting on March 3, 2014, the Board of Trustees of the Fund (the “Board”) unanimously approved the continuation of the investment advisory agreement of the Fund.
 
The Board reviewed a number of documents, including a memorandum provided by outside legal counsel that described the fiduciary duties of the Board with respect to approving the continuance of the investment advisory agreement and the relevant factors for consideration, a memorandum from the Advisor that listed each of the relevant factors and the documents provided to help the Board assess each such factor, the Advisor’s most recent Form 10-K and 10-Q, the Advisor’s Form ADV Part I, a document that listed the range of services provided by the Advisor for the Fund, a written discussion of economies of scale, a copy of the advisory agreement, a fund fact sheet, and peer expense and performance comparisons.  The Board considered and discussed numerous factors, including the following:
 
 
The Board considered the services identified below that are provided by the Advisor:
 
   
The Advisor acts as portfolio manager for the Fund. In this capacity, the Advisor manages the composition of the portfolio of the Fund, including the purchase, retention, and disposition of portfolio securities in accordance with the Fund’s investment objectives, policies, and restrictions.
 
   
The Advisor performs daily reconciliations of portfolio positions and cash for the Fund.
 
   
The Advisor manages the use of soft dollars for the Fund.
 
   
The Advisor monitors compliance by the Fund with its investment objectives and restrictions.
 
   
The Advisor monitors compliance with federal securities laws and performs activities such as maintaining a compliance program, conducting ongoing reviews of the compliance programs of the Fund’s service providers, conducting on-site visits to the Fund’s service providers, monitoring incidents of abusive trading practices, reviewing Fund expense accruals, payments, and fixed expense ratios, evaluating insurance providers for fidelity bond coverage and D&O/E&O insurance coverage, conducting employee compliance training, reviewing reports provided by service providers, maintaining books and records, and preparing an annual compliance report to the Board.
 
   
The Advisor oversees service providers that support the Fund in providing fund accounting, fund administration, fund distribution, transfer agency, custodial, sales and marketing, audit, information technology, and legal services.
 
   
The Advisor maintains an in-house public relations and marketing department on behalf of the Fund.
 
   
The Advisor is actively involved with preparing regulatory filings for the Fund.
 
   
The Advisor manages proxy voting for the Fund.
 
   
The Advisor oversees distribution of the Fund through third-party broker/dealers and independent financial institutions such as Charles Schwab, Inc., Fidelity, TD Waterhouse, and Pershing. The Advisor participates in “no transaction fee” (“NTF”) programs with these companies on behalf of the Fund,
 

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which allows customers to purchase the Fund through third-party distribution channels without paying a transaction fee. The Advisor compensates a number of these third-party providers of NTF programs out of its own revenues and not those of the Fund.
 
   
The Advisor pays the incentive compensation of all of the Fund’s compliance officers and employs other staff such as management executives, legal personnel, marketing personnel, national accounts and distribution personnel, sales personnel, and trading oversight personnel.
 
   
The Advisor prepares or reviews Board materials, frequently presents to the Board or leads Board discussions, prepares or reviews meeting minutes, and arranges for Board training and education.
 
 
The Board compared the performance of the Fund to benchmark indices over various periods of time and concluded that the positive performance of the Fund warranted the continuation of the advisory agreement.
 
 
The Board reviewed the Fund’s expense ratio and comparable expense ratios for funds comparable to the Fund. The Board used data from Morningstar showing funds similar in asset size and investment objective to the Fund and determined that the expense ratio of the Fund falls within the range of the ratios of other comparable funds and concluded that the expenses of the Fund were reasonable.
 
 
The Board considered the fees charged by the Advisor to those of funds similar in asset size and investment objective to the Fund and concluded the advisory fee of the Fund was reasonable and warranted continuation of the advisory agreement. The Trustees noted that the investment advisory fees are not adjusted if economies of scale are realized as the Fund grows because many of the expenses incurred by the Advisor to manage the Fund are asset-based fees and thus do not result in material economies of scale being realized as the net assets of the Fund increase.
 
 
The Board considered the profitability of the Advisor with respect to the Fund and concluded the profits were reasonable and not excessive when compared to profitability guidelines set forth in relevant court cases.
 
 
The Board considered the high level of professionalism and knowledge of the Advisor’s employees, along with an extremely low level of turnover of the employees of the Advisor, and concluded that this was beneficial to the Fund and its shareholders, as it ensures that the Fund is operated efficiently.
 
 
All of the factors above were considered separately by the Board, including the Trustees who are not “interested persons” (as defined in the Investment Company Act of 1940, as amended) of the Fund (the “Independent Trustees”) meeting in an executive session. The factors were viewed in their totality by the Board, with no single factor being the principal or determinative factor in the Board’s determination of whether to approve the continuation of the advisory agreement. Based on the factors discussed above, the Board, including all of the Independent Trustees, recommended continuation of the advisory agreement.
 

 

 

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
29

 

For information, questions or assistance, please call
 
The Hennessy Funds
 
1-800-966-4354 or 1-415-899-1555
 
 
INVESTMENT ADVISOR
Hennessy Advisors, Inc.
7250 Redwood Blvd., Suite 200
Novato, California 94945

ADMINISTRATOR,
TRANSFER AGENT,
DIVIDEND PAYING AGENT &
SHAREHOLDER SERVICING AGENT
U.S. Bancorp Fund Services, LLC
P.O. Box 701
Milwaukee, Wisconsin 53201-0701

CUSTODIAN
U.S. Bank N.A.
Custody Operations
1555 North River Center Dr., Suite 302
Milwaukee, Wisconsin 53212

TRUSTEES
Neil J. Hennessy
Robert T. Doyle
J. Dennis DeSousa
Gerald P. Richardson

COUNSEL
Foley & Lardner LLP
777 East Wisconsin Avenue
Milwaukee, Wisconsin 53202-5306

INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM
KPMG LLP
777 East Wisconsin Avenue
Milwaukee, Wisconsin 53202-5306

DISTRIBUTOR
Quasar Distributors, LLC
615 East Michigan Street
Milwaukee, Wisconsin 53202

 
 
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hennessyfunds.com  |  1-800-966-4354

This report has been prepared for shareholders and may be distributed to
others only if preceded or accompanied by a current prospectus.
 

 
 
 

 

Hennessy Funds Logo


SEMI-ANNUAL REPORT

APRIL 30, 2014

 

Hennessy Cornerstone Growth Fund Cover Photo

 

HENNESSY CORNERSTONE
VALUE FUND
 
Investor Class  HFCVX
Institutional Class  HICVX





Investing, Uncomprised Graphic

hennessyfunds.com  |  1-800-966-4354


 
 
 

 







 
 
 
 
 

 



(This Page Intentionally Left Blank.)
 

 

 

 

 
 

 

 

 

 

 
 
 

 

Contents
 
 
Letter to Shareholders
2
Performance Overview
4
Financial Statements
 
Schedule of Investments
6
Statement of Assets and Liabilities
10
Statement of Operations
11
Statements of Changes in Net Assets
13
Financial Highlights
14
Notes to the Financial Statements
18
Expense Example
26
Proxy Voting
28
Quarterly Filings on Form N-Q
28
Federal Tax Distribution Information
28
Householding
28
Board Approval of Investment Advisory Agreement
29

 

 

 

 

 

 

 

 

 

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
 

 
 
June 2014
 
Dear Shareholder:
 
 
The financial markets have provided strong returns over the past six-months ended April 30, 2014, with the Dow Jones Industrial Average (DJIA) and S&P 500 both returning approximately 8% during the period.  The current valuation metrics of the major indices are solid; for example, the DJIA currently has a price-to-earnings ratio of 15x and a price-to-sales ratio of 1.75x.  The DJIA also has a dividend yield of 2.2%, which is nearly as high as that of a 10-Year U.S. Treasury, which is currently yielding 2.6%.  Investing in high-yielding, high-quality DJIA stocks have the potential to not only provide an income stream but also for stock price appreciation as well.  Fixed income investing has run its course, in my opinion, and many individuals are currently benefiting from the return to investing in equities that possess strong fundamentals.
 
U.S. corporations continue to drive shareholder value by making acquisitions, initiating and raising dividends, investing in internal infrastructure, and buying back stock.  However, lately I have begun to see a shift in those business strategies.  The easier-to-execute acquisitions seem to be a thing of the past, and firms now have to be even more creative to execute accretive deals.  I also believe that while firms may continue to initiate dividends, fewer firms will raise their dividends and fewer firms will participate in stock buyback programs going forward.  So what will these cash-rich companies do with their capital if they are not raising dividends or buying back stock? I believe we will see companies begin to initiate capital expenditure programs.
 
Due to the continuing uncertainty from a lack of clear policies on taxes, healthcare, and regulations, I have observed that corporations would rather wait for clarity from our government leaders and defer any significant changes to their current business models.  Up until this point, there has been no real cost for firms to defer spending their capital as they wait for anticipated guidance on policies that directly affect their businesses.  But, this economic handcuffing from all of this uncertainty has gone on long enough.  I believe there will now be firms who want to improve their margins and will begin spending money to expand their sales, and may even begin to hire.  Once a competitor begins to move in this way, then the cost to defer becomes real for companies.  This movement to expansion may well be a catalyst to propel the financial markets.   I do believe this will be a slow shift, but one that will keep the economy improving, and should, in my opinion, help to generate reasonable market returns over the next few years.
 
With almost $3 trillion in cash sitting on the sidelines, this strategic shift by companies to begin spending their idle capital should help the economic recovery in the U.S.  But that is only one part of the equation.  Washington politics still play a role in how strong that recovery will be.  The national political landscape will change in the next few years, and the future generation of elected officials will be faced with what I believe are fictitious unemployment figures (6.3% reported, when over 20 million Americans are looking for more work or a better job), a sluggish economy, and global competition in business.  The next regime needs to provide real clarity on the issues that face all Americans and American corporations: taxation, regulation, and how to pay for our new healthcare system.  I also believe that our government needs to regard business as a noble profession and to implement common sense and logic in their policy making instead of politics as usual.  As Confucius is quoted as saying, “Life is really simple, but we insist on making it complicated.”
 

HENNESSYFUNDS.COM
 
2

 
 
I am confident that even with all the hurdles facing corporate America, companies continue to provide good value for their shareholders, and I believe that means the financial markets are in good shape and should remain strong moving forward, I also believe that the next few months may be volatile.  Fads come and go, and the current buzz on the Street is around investing in social media stocks.  I believe that chasing hot products has contributed and will continue to contribute to the volatility of the markets this year.  After over 35 years in the business, I still firmly believe the best way to position your portfolio is by investing in good companies over the long term, rather than trying to buy the next hot idea at exactly the right time.  At Hennessy Funds, hunches and fads have no place in our investment process, and we understand that successful investing comes from time in the market, not timing the market.
 
We remain focused on investing based on proven fundamentals, and we are committed to managing money for the sole benefit of our shareholders.  If you have any questions or want to speak with us directly, please don’t hesitate to call us at (800) 966-4354.
 
Best regards,
 
Neil J. Hennessy Signature
 
Neil J. Hennessy
President and Chief Investment Officer

 
 
Past performance does not guarantee future results.
 
Mutual fund investing involves risk.  Principal loss is possible.
 
Opinions expressed are those of Neil Hennessy and are subject to change, are not guaranteed and should not be considered investment advice.
 
The Dow Jones Industrial Average and S&P 500 are unmanaged indices commonly used to measure the performance of U.S. stocks.  One cannot invest directly in an index.
 
Price-to-sales ratio and price-to-earnings ratio are tools for calculating relative valuation.  Price-to-sales ratio is calculated by dividing the market price by revenue per share.  Price-to-earnings ratio is the market price per share divided by earnings per share.

 

 

 

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
3

 

Performance Overview (Unaudited)
 
 
The opinions expressed in the following commentary reflect those of the Portfolio Managers as of the date written. Any such opinions are subject to change based on market or other conditions and are not guaranteed. These opinions may not be relied upon as investment advice. Investment decisions for the Fund are based on several factors, and may not be relied upon as an indication of trading intent on behalf of the Fund. Security positions can and do change.
 
AVERAGE ANNUAL TOTAL RETURN PERIODS ENDED APRIL 30, 2014
 
 
Six
One
Five
Ten
 
Months(1)
Year
Years
Years
Hennessy Cornerstone Value Fund –
       
  Investor Class (HFCVX)
8.41%
17.52%
20.13%
7.17%
Hennessy Cornerstone Value Fund –
       
  Institutional Class (HICVX)(2)
8.48%
17.74%
20.50%
7.35%
Russell 1000® Value Index
9.61%
20.90%
19.52%
7.95%
S&P 500 Index
8.36%
20.44%
19.14%
7.67%
 
Expense ratios: 1.22% (Investor Class); Gross 1.10%, Net 0.98%(3) (Institutional Class)
 
Performance data quoted represents past performance; past performance does not guarantee future results. The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost.  Current performance of the Fund may be lower or higher than the performance quoted. Performance data current to the most recent month end may be obtained by visiting hennessyfunds.com.
 
The expense ratios presented are from the most recent prospectus.
 
(1)
Periods less than one year are not annualized.
(2)
The inception date of the Institutional Class shares is March 3, 2008. Performance shown prior to the inception of the Institutional Class shares reflects the performance of the Investor Class shares and includes expenses that are not applicable to and are higher than those of the Institutional Class shares.
(3)
With regard to Institutional Class shares, the Funds’ investment advisor has contractually agreed to waive a portion of its expenses indefinitely.
 
 
PERFORMANCE NARRATIVE
 
Portfolio Manager, Neil Hennessy, and Co-Portfolio Manager, Brian Peery
 
Over the previous six months, how did the Fund perform and what factors contributed to this performance?
 
For the six-month period ended April 30, 2014, the Investor Class of the Hennessy Cornerstone Value Fund returned 8.41%, underperforming the Russell 1000® Value Index, which returned 9.61% for the same period, but outperforming the S&P 500 Index and the Morningstar Large Value Category Average, which returned 8.36%, and 8.14% for the same period, respectively.
 
While the Fund had strong absolute performance for the six-month period, its performance versus the Russell 1000® Value Index was hampered slightly by both asset allocation and stock selection.  Relative overweighting in the Consumer Staples sector, combined with stock selection within the sector, attributed to all of the Fund’s relative underperformance versus the Russell 1000® Value Index.  Specifically, a significant contributor to the relative underperformance was CVS Caremark Corporation, which is no longer held by the Fund.
 

HENNESSYFUNDS.COM
 
4

 

Additional Portfolio Manager commentary and related investment outlook:
 
The financial markets continue to appear to favor companies that place a high emphasis on shareholder value, specifically those companies that reward shareholders with higher dividends, and we expect this trend to continue.  There are many companies whose dividend yield is currently higher than that of a 10-Year U.S. Treasury.  As of the end of April, the Fund’s 30-Day SEC Yield was 2.10% (as a reference point, the U.S. Treasury 10-Year and 5-Year yields at the end of April were 2.65% and 1.68%, respectively).  As investors continue to seek out opportunities to generate income while having exposure to the upside potential of the equity markets, we believe that large capitalization, dividend-paying companies should continue to do well.
 
A recent focus in the financial news is how poorly high multiple stocks have performed recently.  We have managed to avoid owning any of these stocks in the Fund by virtue of being a value fund that utilizes a high dividend approach to its investing.  And, while we do not own any stocks within the sectors and areas currently under selling pressure, we do anticipate that investors will continue to migrate out of high risk, high multiple stocks and into stocks that should do well as the economy expands.  With interest rates expected to remain low for quite some time, we would expect investors will continue to migrate towards high-quality, dividend-paying companies as a means of potential income generation, especially after taking into consideration the favorable tax rates of income from dividends versus ordinary income.  While the equation for high-dividend stocks might not be as obvious today as it was just a few years ago, when dividend yields were even higher, we still believe they offer an excellent means of potentially generating income while maintaining exposure to potential appreciation of the underlying asset in the form of a higher stock price.
 

The Russell 1000® Value Index is an unmanaged index commonly used to measure the performance of U.S. large-capitalization value stocks.  The S&P 500 Index is an unmanaged index commonly used to measure the performance of U.S. stocks.  You cannot invest directly in an index.  Performance data for an index does not reflect any deductions for fees, expenses or taxes.  The Fund may invest in medium-capitalization companies, which may have more limited liquidity and greater price volatility than large-capitalization companies.  Investments in foreign securities involve greater volatility and political, economic and currency risk and differences in accounting methods. The Fund’s portfolio is rebalanced annually in accordance with its strategy, which may result in the elimination of better performing assets from the Fund’s investments and increases in investments with relatively lower total return.  References to specific securities should not be considered a recommendation to buy or sell any security.  Fund holdings and sector allocations are subject to change.  Please refer to the Schedule of Investments included in this report for additional portfolio information.  Any tax or legal information provided is not exhaustive.  Investors must consult their tax advisor or legal counsel for advice and information concerning their particular situation.  Neither the Fund nor any of its representatives may give legal or tax advice.
 
30-Day SEC Yield is a standardized yield computed by dividing the net investment income per share earned during the past 30-day period by the share price at the end of the period, expressed as an annual percentage rate.
 
Each Morningstar category average represents a universe of funds with similar investment objectives.  © Morningstar, Inc.  All Rights Reserved.  The information contained herein: 1) is proprietary to Morningstar; 2) may not be copied or distributed and 3) is not warranted to be accurate, complete or timely.  Neither Morningstar nor its content providers are responsible for any damages or losses arising from any use of this information.  Past performance does not guarantee future results.
 

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
5

 

Schedule of Investments
 


HENNESSY CORNERSTONE VALUE FUND
 
As of April 30, 2014 (Unaudited)
(% of Net Assets)
 


 
 
 
TOP TEN HOLDINGS (EXCLUDING CASH/CASH EQUIVALENTS)
% NET ASSETS
 
Total SA – ADR
2.19%
 
CenturyLink, Inc.
2.15%
 
Banco Santander SA – ADR
2.06%
 
Royal Dutch Shell PLC – ADR
2.05%
 
Unilever PLC – ADR
2.04%
 
Altria Group, Inc.
2.03%
 
Kellogg Co.
2.03%
 
Johnson & Johnson
2.02%
 
ConocoPhillips
2.01%
 
Exxon Mobil Corp.
1.97%


 
 
Note:  For presentation purposes, the Fund has grouped some of the industry categories.  For purposes of categorizing securities for compliance with Section 8(b)(1) of the Investment Company Act of 1940, the Fund uses more specific industry classifications.
 

HENNESSYFUNDS.COM
 
6

 
 
 
COMMON STOCKS – 95.68%
 
Number
         
% of
 
     
of Shares
   
Value
   
Net Assets
 
 
Consumer Discretionary – 9.19%
                 
 
Ford Motor Co.
    190,600     $ 3,078,190       1.92 %
 
General Motors Co.
    78,700       2,713,576       1.69 %
 
McDonald’s Corp .
    29,800       3,021,124       1.89 %
 
Target Corp.
    50,000       3,087,500       1.93 %
 
Thomson Reuters Corp. (b)
    78,100       2,825,658       1.76 %
                14,726,048       9.19 %
                           
 
Consumer Staples – 23.01%
                       
 
Altria Group, Inc.
    81,300       3,260,943       2.03 %
 
ConAgra Foods, Inc.
    90,300       2,755,053       1.72 %
 
General Mills, Inc.
    59,200       3,138,784       1.96 %
 
Kellogg Co.
    48,700       3,254,621       2.03 %
 
Kimberly Clark Corp.
    26,300       2,952,175       1.84 %
 
Kraft Foods Group, Inc.
    54,200       3,081,812       1.92 %
 
Pepsico, Inc.
    35,300       3,031,917       1.89 %
 
Philip Morris International, Inc.
    36,800       3,143,824       1.96 %
 
Procter & Gamble Co.
    36,600       3,021,330       1.89 %
 
Sysco Corp.
    80,300       2,925,329       1.83 %
 
The Coca-Cola Co.
    74,500       3,038,855       1.90 %
 
Unilever PLC – ADR
    72,900       3,261,546       2.04 %
                36,866,189       23.01 %
                           
 
Energy – 13.97%
                       
 
BP PLC – ADR
    60,100       3,042,262       1.90 %
 
Chevron Corp.
    24,900       3,125,448       1.95 %
 
ConocoPhillips
    43,400       3,225,054       2.01 %
 
Exxon Mobil Corp.
    30,800       3,154,228       1.97 %
 
Occidental Petroleum Corp.
    31,800       3,044,850       1.90 %
 
Royal Dutch Shell PLC – ADR
    38,800       3,284,420       2.05 %
 
Total SA – ADR
    49,300       3,512,132       2.19 %
                22,388,394       13.97 %
                           
 
Financials – 3.85%
                       
 
Banco Santander SA – ADR
    331,600       3,302,736       2.06 %
 
J.P. Morgan Chase & Co.
    51,100       2,860,578       1.79 %
                6,163,314       3.85 %

 
The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
7

 
 
 
COMMON STOCKS
 
Number
         
% of
 
     
of Shares
   
Value
   
Net Assets
 
 
Health Care – 15.13%
                 
 
AbbVie, Inc.
    58,600     $ 3,051,888       1.91 %
 
Baxter International, Inc.
    41,700       3,035,343       1.89 %
 
Bristol-Myers Squibb Co.
    57,000       2,855,130       1.78 %
 
Eli Lilly & Co.
    52,700       3,114,570       1.94 %
 
GlaxoSmithKline PLC – ADR
    54,400       3,012,128       1.88 %
 
Johnson & Johnson
    31,900       3,231,151       2.02 %
 
Merck & Co., Inc.
    53,200       3,115,392       1.94 %
 
Pfizer, Inc.
    90,600       2,833,968       1.77 %
                24,249,570       15.13 %
                           
 
Industrials – 7.66%
                       
 
3M Co.
    22,400       3,115,616       1.94 %
 
General Electric Co.
    113,900       3,062,771       1.91 %
 
Lockheed Martin Corp.
    18,800       3,085,832       1.93 %
 
Waste Management, Inc.
    67,600       3,004,820       1.88 %
                12,269,039       7.66 %
                           
 
Information Technology – 7.59%
                       
 
Cisco Systems, Inc.
    128,700       2,974,257       1.86 %
 
Intel Corp.
    115,800       3,090,702       1.93 %
 
Microsoft Corp.
    76,000       3,070,400       1.91 %
 
Texas Instruments, Inc.
    66,800       3,036,060       1.89 %
                12,171,419       7.59 %
                           
 
Materials – 9.46%
                       
 
EI Du Pont de Nemours & Co.
    46,200       3,110,184       1.94 %
 
Freeport-McMoRan Copper & Gold, Inc.
    89,200       3,065,804       1.92 %
 
International Paper Co.
    60,200       2,808,330       1.75 %
 
Nucor Corp.
    59,500       3,079,125       1.92 %
 
The Dow Chemical Co.
    62,000       3,093,800       1.93 %
                15,157,243       9.46 %
                           
 
Telecommunication Services – 5.82%
                       
 
AT&T, Inc.
    86,800       3,098,760       1.93 %
 
CenturyLink, Inc.
    98,600       3,442,126       2.15 %
 
Verizon Communications, Inc.
    59,700       2,789,781       1.74 %
                9,330,667       5.82 %
 
Total Common Stocks
                       
 
  (Cost $119,319,287)
            153,321,883       95.68 %


The accompanying notes are an integral part of these financial statements.

HENNESSYFUNDS.COM
 
8

 
 
 
SHORT-TERM INVESTMENTS – 5.69%
 
Number
         
% of
 
     
of Shares
   
Value
   
Net Assets
 
 
Money Market Funds – 5.69%
                 
 
Federated Government Obligations Fund – Class I, 0.01% (a)
    1,195,062     $ 1,195,062       0.75 %
 
Fidelity Government Portfolio – Institutional Class, 0.01% (a)
    7,920,000       7,920,000       4.94 %
                           
 
Total Money Market Funds
                       
 
  (Cost $9,115,062)
            9,115,062       5.69 %
                           
 
Total Short-Term Investments
                       
 
  (Cost $9,115,062)
            9,115,062       5.69 %
                           
 
Total Investments
                       
 
  (Cost $128,434,349) – 101.37%
            162,436,945       101.37 %
 
Liabilities in Excess
                       
 
  of Other Assets – (1.37)%
            (2,189,143 )     (1.37 )%
 
TOTAL NET ASSETS – 100.00%
          $ 160,247,802       100.00 %
 
Percentages are stated as a percent of net assets.
 
ADR – American Depositary Receipt
(a)
The rate listed is the fund’s 7-day yield as of April 30, 2014.
(b)
U.S. traded security of a foreign corporation.
 
Summary of Fair Value Exposure at April 30, 2014
 
The following is a summary of the inputs used to value the Fund’s net assets as of April 30, 2014 (See Note 3 in the accompanying notes to the financial statements):
 
Common Stock
 
Level 1
   
Level 2
   
Level 3
   
Total
 
Consumer Discretionary
  $ 14,726,048     $     $     $ 14,726,048  
Consumer Staples
    36,866,189                   36,866,189  
Energy
    22,388,394                   22,388,394  
Financials
    6,163,314                   6,163,314  
Health Care
    24,249,570                   24,249,570  
Industrials
    12,269,039                   12,269,039  
Information Technology
    12,171,419                   12,171,419  
Materials
    15,157,243                   15,157,243  
Telecommunication Services
    9,330,667                   9,330,667  
Total Common Stock
  $ 153,321,883     $     $     $ 153,321,883  
Short-Term Investments
                               
Money Market Funds
  $ 9,115,062     $     $     $ 9,115,062  
Total Short-Term Investments
  $ 9,115,062     $     $     $ 9,115,062  
Total Investments
  $ 162,436,945     $     $     $ 162,436,945  

Transfers between levels are recognized at the end of the reporting period. During the six-month period ended April 30, 2014, the Fund recognized no transfers between levels.
 

 
The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
9

 

Financial Statements
 
Statement of Assets and Liabilities as of April 30, 2014 (Unaudited)
 
ASSETS:
     
Investments in securities, at value (cost $128,434,349)
  $ 162,436,945  
Dividends and interest receivable
    338,068  
Receivable for fund shares sold
    13,843  
Prepaid expenses and other assets
    21,126  
Total Assets
    162,809,982  
         
LIABILITIES:
       
Payable for securities purchased
    2,355,786  
Payable for fund shares redeemed
    11,027  
Payable to advisor
    90,579  
Payable to administrator
    47,109  
Payable to auditor
    12,948  
Accrued service fees
    11,704  
Accrued trustees fees
    5,073  
Accrued expenses and other payables
    27,954  
Total Liabilities
    2,562,180  
NET ASSETS
  $ 160,247,802  
         
NET ASSETS CONSIST OF:
       
Capital stock
  $ 149,086,385  
Accumulated net investment income
    957,137  
Accumulated net realized loss on investments
    (23,798,316 )
Unrealized net appreciation on investments
    34,002,596  
Total Net Assets
  $ 160,247,802  
         
NET ASSETS
       
Investor Class:
       
Shares authorized (no par value)
 
Unlimited
 
Net assets applicable to outstanding Investor Class shares
    144,848,668  
Shares issued and outstanding
    8,103,767  
Net asset value, offering price and redemption price per share
  $ 17.87  
         
Institutional Class:
       
Shares authorized (no par value)
 
Unlimited
 
Net assets applicable to outstanding Institutional Class shares
    15,399,134  
Shares issued and outstanding
    862,021  
Net asset value, offering price and redemption price per share
  $ 17.86  

 
 
 
 
The accompanying notes are an integral part of these financial statements.

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Financial Statements
 
Statement of Operations Six Months Ended April 30, 2014 (Unaudited)
 
INVESTMENT INCOME:
     
Dividend income(1)
  $ 2,359,550  
Interest income
    267  
Total investment income
    2,359,817  
         
EXPENSES:
       
Investment advisory fees
    527,827  
Administration, fund accounting, custody and transfer agent fees
    142,656  
Service fees – Investor Class (See Note 5)
    69,338  
Sub-transfer agent expenses – Investor Class (See Note 5)
    47,496  
Sub-transfer agent expenses – Institutional Class (See Note 5)
    1,592  
Federal and state registration fees
    15,368  
Audit fees
    11,425  
Compliance expense
    10,655  
Reports to shareholders
    9,025  
Trustees’  fees and expenses
    7,488  
Legal fees
    2,480  
Other expenses
    8,743  
Total expenses before waiver
    854,093  
Administration expense waiver (See Note 5)
    (3,201 )
Net expenses
    850,892  
NET INVESTMENT INCOME
  $ 1,508,925  
         
REALIZED AND UNREALIZED GAINS:
       
Net realized gain on investments
  $ 8,681,478  
Change in unrealized appreciation on investments
    1,647,176  
Net gain on investments
    10,328,654  
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS
  $ 11,837,579  








 



(1)
Net of foreign taxes withheld of $38,625.

 
The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
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Financial Statements
 
Statements of Changes in Net Assets
 
   
Six Months Ended
       
   
April 30, 2014
   
Year Ended
 
   
(Unaudited)
   
October 31, 2013
 
OPERATIONS:
           
Net investment income
  $ 1,508,925     $ 3,507,085  
Net realized gain on securities
    8,681,478       12,225,964  
Change in unrealized appreciation on securities
    1,647,176       13,004,866  
Net increase in net assets resulting from operations
    11,837,579       28,737,915  
                 
DISTRIBUTIONS TO SHAREHOLDERS FROM:
               
Net investment income
               
Investor Class
    (3,513,687 )     (3,262,318 )
Institutional Class
    (87,011 )     (77,674 )
Total distributions
    (3,600,698 )     (3,339,992 )
                 
CAPITAL SHARE TRANSACTIONS:
               
Proceeds from shares subscribed – Investor Class
    1,929,519       5,921,525  
Proceeds from shares subscribed – Institutional Class
    12,638,477       2,126,066  
Dividends reinvested – Investor Class
    3,144,018       2,900,074  
Dividends reinvested – Institutional Class
    73,379       66,521  
Cost of shares redeemed – Investor Class
    (7,024,297 )(1)     (19,568,045 )
Cost of shares redeemed – Institutional Class
    (1,783,229 )     (1,332,315 )
Net increase (decrease) in net assets
               
  derived from capital share transactions
    8,977,867       (9,886,174 )
TOTAL INCREASE IN NET ASSETS
    17,214,748       15,511,749  
                 
NET ASSETS:
               
Beginning of period
    143,033,054       127,521,305  
End of period
  $ 160,247,802     $ 143,033,054  
Undistributed net investment income, end of period
  $ 957,137     $ 3,048,910  
                 
CHANGES IN SHARES OUTSTANDING:
               
Shares sold – Investor Class
    112,571       395,919  
Shares sold – Institutional Class
    718,950       140,683  
Shares issued to holders as reinvestment
               
  of dividends – Investor Class
    183,861       209,090  
Shares issued to holders as reinvestment
               
  of dividends – Institutional Class
    4,296       4,803  
Shares redeemed – Investor Class
    (412,387 )     (1,299,056 )
Shares redeemed – Institutional Class
    (102,882 )     (84,166 )
Net increase (decrease) in shares outstanding
    504,409       (632,727 )
 
 
(1)
Net of redemption fees of $2,165 related to redemption fees imposed by the Fund during a prior year but not received until the six-month period ended April 30, 2014.
 

The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
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Financial Highlights
 
Hennessy Cornerstone Value Fund
 
For an Investor Class share outstanding throughout each period
   
Six Months Ended
 
   
April 30, 2014
 
   
(Unaudited)
 
PER SHARE DATA:
     
Net asset value, beginning of period
  $ 16.90  
         
Income from investment operations:
       
Net investment income
    0.18  
Net realized and unrealized gains on investments
    1.22  
Total from investment operations
    1.40  
         
Less distributions:
       
Dividends from net investment income
    (0.43 )
Total distributions
    (0.43 )
Net asset value, end of period
  $ 17.87  
         
TOTAL RETURN
    8.41 %(1)
         
SUPPLEMENTAL DATA AND RATIOS:
       
Net assets, end of period (millions)
  $ 144.85  
Ratio of expenses to average net assets
    1.20 %(2)
Ratio of net investment income to average net assets
    2.11 %(2)
Portfolio turnover rate(3)
    32 %(1)










 



(1)
Not annualized.
(2)
Annualized.
(3)
Portfolio turnover is calculated on the basis of the Fund as a whole.

 
The accompanying notes are an integral part of these financial statements.

HENNESSYFUNDS.COM
 
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Year Ended October 31,
 
2013
   
2012
   
2011
   
2010
   
2009
 
                           
$ 14.02     $ 12.84     $ 12.53     $ 10.63     $ 9.05  
                                     
                                     
  0.42       0.37       0.45       0.29       0.24  
  2.84       1.23       0.23       1.81       1.87  
  3.26       1.60       0.68       2.10       2.11  
                                     
                                     
  (0.38 )     (0.42 )     (0.37 )     (0.20 )     (0.53 )
  (0.38 )     (0.42 )     (0.37 )     (0.20 )     (0.53 )
$ 16.90     $ 14.02     $ 12.84     $ 12.53     $ 10.63  
                                     
  23.84 %     12.79 %     5.58 %     19.98 %     25.51 %
                                     
                                     
$ 138.94     $ 124.99     $ 116.41     $ 155.87     $ 145.91  
  1.22 %     1.26 %     1.31 %     1.29 %     1.27 %
  2.60 %     2.67 %     2.94 %     2.33 %     3.19 %
  41 %     47 %     40 %     91 %     59 %

 
 
 
 
 
 
 
 
 
 
The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
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Financial Highlights
 
Hennessy Cornerstone Value Fund
 
For an Institutional Class share outstanding throughout each period
   
Six Months Ended
 
   
April 30, 2014
 
   
(Unaudited)
 
PER SHARE DATA:
     
Net asset value, beginning of period
  $ 16.92  
         
Income from investment operations:
       
Net investment income
    0.31  
Net realized and unrealized gains on investments
    1.10  
Total from investment operations
    1.41  
         
Less distributions:
       
Dividends from net investment income
    (0.47 )
Total distributions
    (0.47 )
Net asset value, end of period
  $ 17.86  
         
TOTAL RETURN
    8.48 %(1)
         
SUPPLEMENTAL DATA AND RATIOS:
       
Net assets, end of period (millions)
  $ 15.40  
Ratio of expenses to average net assets:
       
Before expense reimbursement
    1.14 %(2)
After expense reimbursement
    0.98 %(2)
Ratio of net investment income to average net assets:
       
Before expense reimbursement
    2.01 %(2)
After expense reimbursement
    2.17 %(2)
Portfolio turnover rate(3)
    32 %(1)











(1)
Not annualized.
(2)
Annualized.
(3)
Portfolio turnover is calculated on the basis of the Fund as a whole.

 
The accompanying notes are an integral part of these financial statements.

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Year Ended October 31,
 
2013
   
2012
   
2011
   
2010
   
2009
 
                           
$ 14.04     $ 12.86     $ 12.54     $ 10.63     $ 9.06  
                                     
                                     
  0.50       0.45       0.36       0.30       0.30  
  2.80       1.19       0.37       1.83       1.83  
  3.30       1.64       0.73       2.13       2.13  
                                     
                                     
  (0.42 )     (0.46 )     (0.41 )     (0.22 )     (0.56 )
  (0.42 )     (0.46 )     (0.41 )     (0.22 )     (0.56 )
$ 16.92     $ 14.04     $ 12.86     $ 12.54     $ 10.63  
                                     
  24.13 %     13.13 %     6.00 %     20.31 %     25.87 %
                                     
                                     
$ 4.09     $ 2.53     $ 1.17     $ 1.35     $ 1.11  
                                     
  1.10 %     1.20 %     1.14 %     1.10 %     1.13 %
  0.98 %     0.98 %     0.98 %     0.98 %     0.98 %
                                     
  2.64 %     2.72 %     3.04 %     2.52 %     3.33 %
  2.76 %     2.94 %     3.20 %     2.64 %     3.48 %
  41 %     47 %     40 %     91 %     59 %




 
 
 
 
 

 
The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
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Notes to the Financial Statements
April 30, 2014 (Unaudited)

 
1).  ORGANIZATION
 
The Hennessy Cornerstone Value Fund (the “Fund”) is a series of Hennessy Funds Trust (the “Trust”), which was organized as a Delaware statutory trust on September 17, 1992.  The Fund is an open-end management investment company registered under the Investment Company Act of 1940, as amended.  The Fund is a successor to a fund with the same name (the “Predecessor Fund”) that was a series of Hennessy Mutual Funds, Inc., a Maryland corporation, pursuant to a reorganization that took place after the close of business on February 28, 2014.  Prior to February 28, 2014, the Fund had no investment operations.  As a result of the reorganization, holders of the Investor Class shares of the Predecessor Fund received Investor Class shares of the Fund (the Investor Class shares of the Fund are the successor to the accounting and performance information of the Predecessor Fund), and holders of the Institutional Class shares of the Predecessor Fund received Institutional Class shares of the Fund (the Institutional Class shares of the Fund are the successor to the accounting and performance information of the Predecessor Fund).  The investment objective of the Fund is total return, consisting of capital appreciation and current income.  The Fund is a diversified fund.
 
The Fund offers Investor Class and Institutional Class shares.  Prior to October 26, 2012, the Investor Class shares were known as Original Class shares. Each class of shares differs principally in its respective administration, 12b-1 distribution and service fees, shareholder servicing, and transfer agent expenses and sales charges, if any.  Each class has identical rights to earnings, assets, and voting privileges, except for class-specific expenses and exclusive rights to vote on matters affecting only individual classes.
 
 
2).  SIGNIFICANT ACCOUNTING POLICIES
 
The following is a summary of significant accounting policies consistently followed by the Fund in the preparation of the financial statements. These policies are in conformity with U.S. generally accepted accounting principles (“GAAP”)..
 
a).
Investment Valuation – All investments in securities are recorded at their estimated fair value, as described in Note 3.
 
b).
Federal Income Taxes – Provision for Federal income taxes or excise taxes has not been made since the Fund has elected to be taxed as a “regulated investment company” and intends to distribute substantially all of its taxable income to its shareholders and otherwise comply with the provisions of the Internal Revenue Code of 1986, as amended, applicable to regulated investment companies. Net investment income or loss and realized gains and losses for federal income tax purposes may differ from that reported on the financial statements because of temporary book and tax basis differences. Temporary differences are primarily the result of the treatment of wash sales for tax reporting purposes. Distributions from net realized gains for book purposes may include short-term capital gains, which are included as ordinary income to shareholders for tax purposes.
 
c).
Income and Expenses – Dividend income is recognized on the ex-dividend date or as soon as information is available to the Fund. Interest income, which includes the amortization of premium and accretion of discount, is recognized on an accrual basis. The Fund is charged for those expenses that are directly attributable to the portfolio,
 

HENNESSYFUNDS.COM
 
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such as advisory, administration, and certain shareholder service fees. Income, expenses (other than expenses attributable to a specific class), and realized and unrealized gains or losses on investments are allocated to each class of shares based on its respective net assets.
 
d).
Distributions to Shareholders – Dividends from net investment income for the Fund, if any, are declared and paid out  annually, usually in November or December.  Distributions of net realized capital gains, if any, are declared and paid annually, usually in November or December.
 
e).
Security Transactions – Investment and shareholder transactions are recorded on the trade date. The Fund determines the gain or loss realized from the investment transactions by comparing the original cost of the security lot sold with the net sale proceeds. Discounts and premiums on securities purchased are accreted/amortized over the life of the respective security.
 
f).
Use of Estimates – The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported change in net assets during the reporting period. Actual results could differ from those estimates.
 
g).
Share Valuation – The net asset value (“NAV”) per share of the Fund is calculated by dividing the sum of the value of the securities held by the Fund, plus cash or other assets, minus all liabilities (including estimated accrued expenses) by the total number of shares outstanding for the Fund, rounded to the nearest cent. The Fund’s shares will not be priced on days the New York Stock Exchange is closed for trading. The offering and redemption price per share for the Fund is equal to the Fund’s net asset value per share.
 
h).
Foreign Currency – Values of investments denominated in foreign currencies, if any, are converted into U.S. dollars using the spot market rate of exchange at the time of valuation.  Purchases and sales of investments and income are translated into U.S. dollars using the spot market rate of exchange prevailing on the respective dates of such transactions.  The Fund does not isolate the portion of the results of operations resulting from fluctuations in foreign exchange rates on investments from fluctuations resulting from changes in the market prices of securities held.  Such fluctuations are included with the net realized and unrealized gain or loss on investments.  Foreign investments present additional risks due to currency fluctuations, economic and political factors, lower liquidity, government regulations, differences in accounting standards, and other factors.
 
i).
Forward Contracts – The Fund may enter into forward currency contracts to reduce its exposure to changes in foreign currency exchange rates on its foreign holdings and to lock in the U.S. dollar cost of firm purchase and sale commitments for securities denominated in foreign currencies.  A forward currency contract is a commitment to purchase or sell a foreign currency at a future date at a negotiated forward rate.  The gain or loss arising from the difference between the U.S. dollar cost of the original contract and the value of the foreign currency in U.S. dollars upon closing of such contract is included in net realized gain or loss from foreign currency transactions.  During the six months ended April 30, 2014, the Fund did not enter into any forward contracts.
 
j).
Repurchase Agreements – The Fund may enter into repurchase agreements with member banks or security dealers of the Federal Reserve Board whom the investment advisor deems creditworthy. The repurchase price generally equals the price paid by the Fund plus interest negotiated on the basis of current short-term rates.
 

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
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Securities pledged as collateral for repurchase agreements are held by the custodian bank until the respective agreements mature. Provisions of the repurchase agreements ensure that the market value of the collateral, including accrued interest thereon, is sufficient in the event of default of the counterparty. If the counterparty defaults and the value of the collateral declines or if the counterparty enters an insolvency proceeding, realization of the collateral by the Fund may be delayed or limited.
 
k).
Accounting for Uncertainty in Income Taxes – The Fund has adopted accounting policies regarding recognition and measurement of tax positions taken or expected to be taken on a tax return.  The Fund has reviewed all open tax years in major jurisdictions and concluded that there is no impact on the Fund’s net assets and no tax liability resulting from unrecognized tax benefits relating to uncertain income tax positions taken or expected to be taken on a tax return.  The Fund’s major tax jurisdictions are U.S. Federal and Delaware.  As of April 30, 2014, open Federal and state tax years for the Fund include the tax years ended October 31, 2011 through 2013.
 
l).
Derivatives – The Fund may invest in, or enter into, derivatives, such as options, futures contracts, options on futures contracts, and swaps, for a variety of reasons, including to hedge certain risks, to provide a substitute for purchasing or selling particular securities, or to increase potential income gain.  Derivatives may provide a cheaper, quicker, or more specifically focused way for a Fund to invest than “traditional” securities would.  The main purpose of utilizing these derivative instruments is for hedging purposes.
 
 
The Fund has adopted the financial accounting reporting rules as required by the Derivatives and Hedging Topic of the Financial Accounting Standards Board Accounting Standards Codification. Under such rules, the Fund is required to include enhanced disclosure that enables investors to understand how and why an entity uses derivatives, how derivatives are accounted for, and how derivatives instruments affect an entity’s results of operations and financial position. During the six months ended April 30, 2014, the Fund did not hold any derivative instruments.
 
m).
Events Subsequent to the Fiscal Period End – The Fund has adopted financial reporting rules regarding subsequent events that require an entity to recognize in the financial statements the effects of all subsequent events that provide additional evidence about conditions that existed at the date of the balance sheet.  Management has evaluated the Fund’s related events and transactions that occurred subsequent to April 30, 2014 through the date of issuance of the Fund’s financial statements.  There were no events or transactions that occurred during this period that materially impacted the amounts or disclosures in the Fund’s financial statements.
 
 
3).  SECURITIES VALUATION
 
The Fund has adopted authoritative fair valuation accounting standards that establish an authoritative definition of fair value and set out a hierarchy for measuring fair value.  These standards require additional disclosures about the various inputs and valuation techniques used to develop the measurements of fair value and a discussion in changes in valuation techniques and related inputs during the period.  These inputs are summarized in the three broad levels listed below:
 
 
Level 1 –
Quoted unadjusted prices for identical instruments in active markets to which the Fund has access at the date of measurement.
 

HENNESSYFUNDS.COM
 
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Level 2 –
Quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; and model-derived valuations in which all significant inputs and significant value drivers are observable in active markets.  Level 2 inputs are those in markets for which there are few transactions, the prices are not current, the prices are fair value adjusted due to post-market close subsequent events (foreign markets), little public information exists, or instances where prices vary substantially over time or among brokered market makers.  These inputs may also include interest rates, prepayment speeds, credit risk curves, default rates, and similar data.
 
 
Level 3 –
Model-derived valuations in which one or more significant inputs or significant value drivers are unobservable.  Unobservable inputs are those inputs that reflect the Fund’s own assumptions about what market participants would use to price the asset or liability based on the best available information.
 
Following is a description of the valuation techniques applied to the Fund’s major categories of assets and liabilities measured at fair value on a recurring basis.
 
Equity Securities – Equity securities, including common stocks, preferred stocks, foreign issued common stocks, exchange traded funds, closed-end mutual funds, and real estate investment trusts, that are traded on a securities exchange for which a last-quoted sales price is readily available will be valued at the last sales price as reported by the primary exchange on which the securities are listed.  Securities listed on The NASDAQ Stock Market (“NASDAQ”) will be valued at the NASDAQ Official Closing Price, which may differ from the last sales price reported.  Securities traded on a securities exchange for which a last-quoted sales price is not readily available will be valued at the mean between the bid and ask prices.  To the extent these securities are actively traded and valuation adjustments are not applied, they are classified in Level 1 of the fair value hierarchy.
 
Investment Companies – Investments in investment companies (e.g., mutual funds and exchange traded funds) are generally priced at the ending NAV provided by the Fund’s service agent and will be classified in Level 1 of the fair value hierarchy.
 
Debt Securities – Debt securities, including corporate bonds, asset-backed securities, mortgage-backed securities, municipal bonds, U.S. Treasuries, and U.S. government agency issues, are valued at market on the basis of valuations furnished by an independent pricing service that utilizes both dealer-supplied valuations and formula-based techniques.  The pricing service may consider recently executed transactions in securities of the issuer or comparable issuers, market price quotations (where observable), bond spreads, and fundamental data relating to the issuer.  In addition, the model may incorporate market observable data such as reported sales of similar securities, broker quotes, yields, bids, offers, and reference data.  Certain securities are valued principally using dealer quotations.  These securities are generally classified in Level 2 of the fair value hierarchy.
 
Short-Term Securities – Short-term equity investments, including money market funds, are valued in the manner specified above.  Short-term debt investments are valued at amortized cost, if their original maturity was 60 days or less, or by amortizing the values as of the 61st day prior to maturity, if their original term to maturity exceeded 60 days.  Short-term securities are generally classified in Level 1 or Level 2 of the fair market hierarchy depending on the inputs used and market activity levels for specific securities.
 
The Board of Trustees of the Fund (the “Board”) has adopted fair value pricing procedures that are followed when a price for a security is not readily available or if a
 

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
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significant event has occurred that indicates the closing price of a security no longer represents the true value of that security.  Fair value pricing determinations are made in good faith in accordance with these procedures. There are numerous criteria that will be given consideration in determining a fair value of a security. Some of these criteria are trading volume of security and markets, the value of other like securities, and news events with direct bearing to security or market. Fair value pricing results in an estimated price that reasonably reflects the current market conditions in order to rate the portfolio holdings such that shareholder transactions receive a fair net asset value.  Depending on the relative significance of the valuation inputs, these securities may be classified in either Level 2 or Level 3 of the fair value hierarchy.
 
Fair valuing of foreign securities may be determined with the assistance of a pricing service using correlations between the movement of prices of such securities and indices of domestic securities and other appropriate indicators, such as closing market prices of relevant American Depositary Receipts or futures contracts.  The effect of using fair value pricing is that the Fund’s NAV will reflect the affected portfolio securities’ value as determined in the judgment of the Board or its designee instead of being determined by the market.  Using a fair value pricing methodology to price foreign securities may result in a value that is different from a foreign security’s most recent closing price and from the prices used by other investment companies to calculate their net asset values and are generally considered Level 2 prices in the fair valuation hierarchy.  Because the Fund may invest in foreign securities, the value of the Fund’s portfolio securities may change on days when you will not be able to purchase or redeem your shares.
 
The Board has delegated day-to-day valuation matters to a Valuation Committee comprised of one or more representatives from Hennessy Advisors, Inc., the Fund’s investment advisor.  The function of the Valuation Committee is to value securities where current and reliable market quotations are not readily available.  All actions taken by the Valuation Committee are reviewed by the Board.
 
The Fund has performed an analysis of all existing investments to determine the significance and character of all inputs to their fair value determination.  Various inputs are used in determining the value of the Fund’s investments.  The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.  Details related to the fair valuation hierarchy of the Fund’s securities as of April 30, 2014 are included in the Fund’s Schedule of Investments.
 
 
4).  INVESTMENT TRANSACTIONS
 
Purchases and sales of investment securities (excluding government and short-term investments) for the Fund during the six months ended April 30, 2014 were $46,434,443 and $44,878,918, respectively.
 
There were no purchases or sales/maturities of long-term U.S. Government Securities for the Fund during the six months ended April 30, 2014.
 
 
5).  INVESTMENT MANAGEMENT FEE AND OTHER TRANSACTIONS WITH AFFILIATES
 
Hennessy Advisors, Inc. (the “Advisor”) is the investment advisor of the Fund. The Advisor provides the Fund with investment management services under an Investment Advisory Agreement. The Advisor furnishes all investment advice, office space, facilities, and provides most of the personnel needed by the Fund. As compensation for its services, the Advisor is entitled to a monthly fee from the Fund. The fee is based upon the average daily net assets of the Fund at the annual rate of 0.74%.  The net investment advisory fees payable for the Fund as of April 30, 2014 were $90,579.
 

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The Advisor has agreed to waive its fees and absorb expenses to the extent that the total annual operating expenses (excluding all Federal, state and local taxes, interest, brokerage commissions, acquired fund fees and expenses and other costs incurred in connection with the purchase and sale of securities and extraordinary items) exceed 0.98% of the Fund’s net assets for the Institutional Class shares of the Fund.  The expense limitation agreement for the Institutional Class shares can only be terminated by the Board.
 
For a period of three years after the year in which the Advisor waives or reimburses expenses, the Advisor may seek reimbursement from the Fund to the extent that total annual fund operating expenses are less than the expense limitation in effect at the time of the reimbursement.  During the three years ended October 31, 2013, no Advisor fees were waived and therefore no expenses are subject to potential recovery.
 
The Board has approved a Shareholder Servicing Agreement for the Investor Class shares of the Fund, which was instituted to compensate the Advisor for the non-investment management services it provides to the Fund. The Shareholder Servicing Agreement provides for a monthly fee paid to the Advisor at an annual rate of 0.10% of the average daily net assets of the Fund attributable to Investor Class shares. Shareholder servicing fees payable for the Fund as of April 30, 2014 were $11,704.
 
The Fund has entered into agreements with various brokers, dealers, and financial intermediaries in connection with the sale of shares of the Fund.  The agreements provide for periodic payments by the Fund to the brokers, dealers, and financial intermediaries for providing certain shareholder maintenance services (sub-transfer agent expenses).  These shareholder services include the pre-processing and quality control of new accounts, shareholder correspondence, answering customer inquiries regarding account status, and facilitating shareholder telephone transactions. Fees paid by the Fund to various brokers, dealers, and financial intermediaries for the six months ended April 30, 2014 were $49,088.
 
U.S. Bancorp Fund Services, LLC (“USBFS”) provides the Fund with administrative, fund accounting, and transfer agent services, including all regulatory reporting, and necessary office equipment and personnel.  As administrator, USBFS prepares various federal and state regulatory filings, reports, and returns for the Fund; prepares reports and materials to be supplied to the Board; monitors the activities of the Fund’s custodian, transfer agent, and accountants; and coordinates the preparation and payment of the Fund’s expenses and reviews the Fund’s expense accruals. Fees paid to USBFS for the six months ended April 30, 2014 were $139,455.
 
USBFS has voluntarily waived all or a portion of its fees allocated to the Institutional Class shares of the Fund.  The administration fees voluntarily waived by USBFS during the six months ended April 30, 2014 were $3,201.
 
U.S. Bank, N.A., an affiliate of USBFS, serves as the Fund’s custodian.  Quasar Distributors, LLC acts as the Fund’s principal underwriter in a continuous public offering of the Fund’s shares.  Quasar Distributors, LLC is an affiliate of USBFS and U.S. Bank, N.A.
 
 
6).  LINE OF CREDIT
 
The Fund has a line of credit with the other funds in the Hennessy Funds family of funds (the “Hennessy Funds”) in the amount of the lesser of (i) $100,000,000 or (ii) 33.33% of each Hennessy Fund’s net assets, or 30% for the Hennessy Gas Utility Index Fund and 10% for the Hennessy Balanced Fund, intended to provide short-term financing, if necessary, subject to certain restrictions, in connection with shareholder redemptions. The credit facility is with the Hennessy Funds’ custodian bank, U.S. Bank, N.A.  Borrowings
 

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
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under this arrangement bear interest at the bank’s prime rate. During the six months ended April 30, 2014, the Fund did not have any borrowings outstanding under the line of credit.
 
 
7).  FEDERAL TAX INFORMATION
 
As of October 31, 2013, the Fund’s most recent fiscal year end, the components of accumulated earnings (losses) for income tax purposes for the Fund were as follows:
 
 
Cost of investments for tax purposes
  $ 110,932,811  
 
Gross tax unrealized appreciation
  $ 34,383,174  
 
Gross tax unrealized depreciation
    (2,440,803 )
 
Net tax unrealized appreciation/depreciation
  $ 31,942,371  
 
Undistributed ordinary income
  $ 3,048,910  
 
Undistributed long-term capital gains
     
 
Total distributable earnings
  $ 3,048,910  
 
Other accumulated gain (loss)
  $ (32,066,745 )
 
Total accumulated gain (loss)
  $ 2,924,536  
 
The difference between book-basis and tax-basis unrealized appreciation is attributable primarily to capital loss carry overs, wash sales, and partnership adjustments.
 
At October 31, 2013, the Fund’s most recent fiscal year end, the Fund had capital loss carryforwards that expire as follows:
 
 
$32,066,745
10/31/17
 
During the year ended October 31, 2013, the Fund’s most recent fiscal year end, the capital loss carry forwards utilized for the Fund were $11,775,111.
 
Capital losses sustained in the year ended October 31, 2012 and in future taxable years will not expire and may be carried over by the Fund without limitation; however, they will retain the character of the original loss. Furthermore, any losses incurred during those taxable years will be required to be utilized prior to the losses incurred in the pre-enactment taxable years. As a result of this ordering rule, pre-enactment capital loss carryforwards may be more likely to expire unused. Under pre-enactment law, capital losses could be carried forward for eight years, and carried forward as short-term capital losses, irrespective of the character of the original loss.
 
At October 31, 2013, the Fund did not defer, on a tax basis, any post-December late year ordinary loss deferrals or post-December loss deferrals.
 
The tax character of distributions paid during fiscal year 2014 (year-to-date) and fiscal year 2013 for the Fund were as follows:
 
     
Six Months Ended
   
Year Ended
 
     
April 30, 2014
   
October 31, 2013
 
 
Ordinary income
  $ 3,600,698     $ 3,339,992  
 
Long-term capital gain
           
      $ 3,600,698     $ 3,339,992  
 
 
8).  AGREEMENT AND PLAN OF REORGANIZATION
 
On December 11, 2013, the Board approved an Agreement and Plan of Reorganization (the “Agreement”), of the Hennessy Cornerstone Value Fund (the “New Fund”), pursuant to which the New Fund would be a successor to the corresponding series of the same name of  Hennessy Mutual Funds, Inc., a Maryland corporation (the “Predecessor Fund”).  The Agreement provided for the transfer of assets of the Predecessor Fund to the New Fund and the assumption of the liabilities of the Predecessor Fund by the New Fund.  The
 

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New Fund had the same investment objective and substantially similar principal investment strategies as the Predecessor Fund.  The reorganization was effective as of the close of business on February 28, 2014.  The following table illustrates the specifics of the reorganization:
 
   
Shares of the New Fund
     
 
Predecessor Fund
Issued to Shareholders of
New Fund
Combined
Tax Status
 
Net Assets
the Predecessor Fund
Net Assets
Net Assets
of Transfer
 
$143,051,399(1)
8,349,070
$143,051,399
$143,051,399
Non-taxable
 
 
(1)
Included accumulated realized losses and unrealized appreciation in the amounts of $(23,524,673) and $28,156,692, respectively.

 

 

 

 

 

 

 

 

 

 

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
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Expense Example (Unaudited)
April 30, 2014

 
As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments, reinvested dividends, or other distributions; redemption fees; and exchange fees; and (2) ongoing costs, including management fees; service fees; and other Fund 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 Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period from November 1, 2013 through April 30, 2014.
 
Actual Expenses
The first line of the table below under the “Investor Class” and “Institutional Class” headings provides information about actual account values and actual expenses. Although the Fund charges no sales loads or transaction fees, you will be assessed fees for outgoing wire transfers, returned checks and stop payment orders at prevailing rates charged by U.S. Bancorp Fund Services, LLC, the Fund’s transfer agent.  If you request that a redemption be made by wire transfer, currently a $15.00 fee is charged by the Fund’s transfer agent. IRA accounts will be charged a $15.00 annual maintenance fee. The example below includes, but is not limited to, management fees, shareholder servicing fees, fund accounting, custody, and transfer agent fees.  However, the example below does not include portfolio trading commissions and related expenses, and other extraordinary expenses as determined under generally accepted accounting principles.  You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period.  Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line of the table under the “Investor Class” and “Institutional Class” headings in the column entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.
 
Hypothetical Example for Comparison Purposes
The second line of the table below under the “Investor Class” and “Institutional Class” headings provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratios 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 your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads), or exchange fees. Therefore, the second line of the table under the “Investor Class” and “Institutional Class” headings 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.
 

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Expenses Paid
 
Beginning
Ending
During Period(1)
 
Account Value
Account Value
November 1, 2013 –
 
November 1, 2013
April 30, 2014
April 30, 2014
Investor Class
     
       
Actual
$1,000.00
$1,084.10
$6.20
       
Hypothetical (5% return
     
  before expenses)
$1,000.00
$1,018.84
$6.01
       
Institutional Class
     
       
Actual
$1,000.00
$1,084.80
$5.07
       
Hypothetical (5% return
     
  before expenses)
$1,000.00
$1,019.93
$4.91

(1)
Expenses are equal to the Fund’s annualized expense ratio of 1.20% for Investor Class shares or 0.98% for Institutional Class shares, as applicable, multiplied by the average account value over the period, multiplied by 181/365 days (to reflect one-half year period).












HENNESSY FUNDS                                                                                                        1-800-966-4354
 
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Proxy Voting
 
A description of the policies and procedures the Fund uses to determine how to vote proxies relating to portfolio securities is available without charge: (1) by calling 1-800-966-4354; (2) on the Hennessy Funds’ website at hennessyfunds.com; or (3) on the U.S. Securities and Exchange Commission’s (the “SEC”) website at www.sec.gov. The Fund’s proxy voting record is available on both the Hennessy Funds’ website at hennessyfunds.com and the SEC’s website at www.sec.gov no later than August 31 for the prior 12 months ending June 30.
 
 
Quarterly Filings on Form N-Q
 
The Fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. The Fund’s Forms N-Q will be available on the SEC’s website at www.sec.gov. The Fund’s Forms N-Q may be reviewed and copied at the SEC’s Public Reference Room in Washington, DC and information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330.  Information included in the Fund’s Forms N-Q will also be available upon request by calling 1-800-966-4354.
 
 
Federal Tax Distribution Information
(Unaudited)
 
For the fiscal year ended October 31, 2013, certain dividends paid by the Fund may be subject to a maximum tax rate of 15%, as provided for by the Jobs and Growth Tax Relief Reconciliation Act of 2003.  The percentage of dividends declared from ordinary income designated as qualified dividend income was 100.00%.
 
For corporate shareholders, the percent of ordinary income distributions qualifying for the corporate dividends received deduction for the fiscal year ended October 31, 2013 was 100.00%.
 
The percentage of taxable ordinary income distributions that are designated as short-term capital gain distributions under Section 871(k)(2)(C) of the Internal Revenue Code of 1986, as amended, for the Fund was 0.00%.
 
 
Householding
 
To help keep the Fund’s costs as low as possible, we generally deliver a single copy of most financial reports and prospectuses to shareholders who share an address, even if the accounts are registered under different names. This process, known as “householding,” does not apply to account statements. You may, of course, request an individual copy of a prospectus or financial report at any time. If you would like to receive separate mailings, please call the Administrator at 1-800-261-6950 or 1-414-765-4124 and we will begin individual delivery within 30 days of your request. If your account is held through a financial institution or other intermediary, please contact them directly to request individual delivery.
 

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Board Approval of Investment Advisory
Agreement
 
At its meeting on December  4, 2013, the Board of Trustees of the Fund (the “Board”) unanimously approved the investment advisory agreement of the Fund for an initial period of two years.
 
The Board reviewed a number of documents, including a memorandum provided by outside legal counsel that described the fiduciary duties of the Board with respect to approving the investment advisory agreement and the relevant factors for consideration, the Advisor’s most recent Form  10-K, a copy of the advisory agreement, a fund fact sheet, and peer expense and performance comparisons.  The Board considered and discussed numerous factors, including the following:
 
 
The Board considered the services identified below that are provided by the Advisor:
 
   
The Advisor acts as portfolio manager for the Fund. In this capacity, the Advisor manages the composition of the portfolio of the Fund, including the purchase, retention, and disposition of portfolio securities in accordance with the Fund’s investment objectives, policies, and restrictions.  The Advisor holds a perpetual, royalty-free, exclusive license to the formula used for the Fund.
 
   
The Advisor oversees distribution of the Fund through third-party broker/dealers and independent financial institutions such as Charles Schwab, Inc., Fidelity, TD Waterhouse, and Pershing. The Advisor participates in “no transaction fee” (“NTF”) programs with these companies on behalf of the Fund, which allows customers to purchase the Fund through third-party distribution channels without paying a transaction fee. The Advisor compensates a number of these third-party providers of NTF programs out of its own revenues and not those of the Fund.
 
   
The Advisor oversees service providers that support the Fund in providing fund accounting, fund administration, fund distribution, transfer agency, and custodial services.
 
 
The Board considered that the advisory services to be provided by the Advisor are services required for the operation of the Fund.
 
 
The Board considered the nature and quality of the advisory services offered by the Advisor to the Fund.
 
 
The Board considered that the terms of the advisory agreement are fair and reasonable.
 
 
The Board compared the performance of the Fund to benchmark indices over various periods of time and concluded that the positive performance of the Fund warranted the approval of the advisory agreement.
 
 
The Board reviewed the Fund’s expense ratio and comparable expense ratios for funds comparable to the Fund. The Board used data from Morningstar showing funds similar in asset size and investment objective to the Fund and determined that the expense ratio of the Fund falls within the range of the ratios of other comparable funds and concluded that the expenses of the Fund were reasonable.
 
 
The Board considered the fees charged by the Advisor to those of funds similar in asset size and investment objective to the Fund and concluded the advisory fee of the Fund was reasonable and warranted approval of the advisory agreement.
 

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The Board considered the profitability of the Advisor with respect to the Fund and concluded the profits were reasonable and not excessive when compared to profitability guidelines set forth in relevant court cases.
 
 
The Board considered the high level of professionalism and knowledge of the Advisor’s employees, along with an extremely low level of turnover of the employees of the Advisor, and concluded that this was beneficial to the Fund and its shareholders, as it ensures that the Fund is operated efficiently.
 
All of the factors above were considered separately by the Board, including the Trustees who are not “interested persons” (as defined in the Investment Company Act of 1940, as amended) of the Fund (the “Independent Trustees”) meeting in an executive session. The factors were viewed in their totality by the Board, with no single factor being the principal or determinative factor in the Board’s determination of whether to approve the advisory agreement. Based on the factors discussed above, the Board, including all of the Independent Trustees, recommended approval of the advisory agreement.
 
 
 
 
 
 
 
 
 
 
 
 
 

 
 

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(This Page Intentionally Left Blank.)
 

 

 
 

 

 

 

 

 

 

 

 

 
 
 

 
 
For information, questions or assistance, please call
 
The Hennessy Funds
 
1-800-966-4354 or 1-415-899-1555
 

 
INVESTMENT ADVISOR
Hennessy Advisors, Inc.
7250 Redwood Blvd., Suite 200
Novato, California 94945

ADMINISTRATOR,
TRANSFER AGENT,
DIVIDEND PAYING AGENT &
SHAREHOLDER SERVICING AGENT
U.S. Bancorp Fund Services, LLC
P.O. Box 701
Milwaukee, Wisconsin 53201-0701

CUSTODIAN
U.S. Bank N.A.
Custody Operations
1555 North River Center Dr., Suite 302
Milwaukee, Wisconsin 53212

TRUSTEES
Neil J. Hennessy
Robert T. Doyle
J. Dennis DeSousa
Gerald P. Richardson

COUNSEL
Foley & Lardner LLP
777 East Wisconsin Avenue
Milwaukee, Wisconsin 53202-5306

INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM
KPMG LLP
777 East Wisconsin Avenue
Milwaukee, Wisconsin 53202-5306

DISTRIBUTOR
Quasar Distributors, LLC
615 East Michigan Street
Milwaukee, Wisconsin 53202

 
 
Hennessy Funds Logo
 
Investing, Uncomprised Graphic

hennessyfunds.com | 1-800-966-4354

This report has been prepared for shareholders and may be distributed to
others only if preceded or accompanied by a current prospectus.
 

 
 
 

 

 Hennessy Funds Logo

SEMI-ANNUAL REPORT

APRIL 30, 2014




 

HENNESSY LARGE VALUE FUND
 
Investor Class  HLVFX
Institutional Class  HLVIX
 
 
 
 
 
 
 
 
 
 
 
Investing, Uncomprised Graphic

hennessyfunds.com | 1-800-966-4354


 
 
 

 


 
 
 
 
 
 
 
 
 
 
 

 

(This Page Intentionally Left Blank.)
 

 
 
 
 
 
 
 
 
 
 

 

 

 
 
 

 

Contents
 
 
Letter to Shareholders
2
Performance Overview
4
Financial Statements
 
    Schedule of Investments
7
    Statement of Assets and Liabilities
13
    Statement of Operations
14
    Statements of Changes in Net Assets
16
    Financial Highlights
18
    Notes to the Financial Statements
22
Expense Example
29
Proxy Voting
31
Quarterly Filings on Form N-Q
31
Federal Tax Distribution Information
31
Householding
31
Board Approval of Investment Advisory Agreements
32

 

 

 

 

 

 

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
 

 

June 2014
 
Dear Shareholder:
 
 
The financial markets have provided strong returns over the past six-months ended April 30, 2014, with the Dow Jones Industrial Average (DJIA) and S&P 500 both returning approximately 8% during the period.  The current valuation metrics of the major indices are solid; for example, the DJIA currently has a price-to-earnings ratio of 15x and a price-to-sales ratio of 1.75x.  The DJIA also has a dividend yield of 2.2%, which is nearly as high as that of a 10-Year U.S. Treasury, which is currently yielding 2.6%.  Investing in high-yielding, high-quality DJIA stocks have the potential to not only provide an income stream but also for stock price appreciation as well.  Fixed income investing has run its course, in my opinion, and many individuals are currently benefiting from the return to investing in equities that possess strong fundamentals.
 
U.S. corporations continue to drive shareholder value by making acquisitions, initiating and raising dividends, investing in internal infrastructure, and buying back stock.  However, lately I have begun to see a shift in those business strategies.  The easier-to-execute acquisitions seem to be a thing of the past, and firms now have to be even more creative to execute accretive deals.  I also believe that while firms may continue to initiate dividends, fewer firms will raise their dividends and fewer firms will participate in stock buyback programs going forward.  So what will these cash-rich companies do with their capital if they are not raising dividends or buying back stock? I believe we will see companies begin to initiate capital expenditure programs.
 
Due to the continuing uncertainty from a lack of clear policies on taxes, healthcare, and regulations, I have observed that corporations would rather wait for clarity from our government leaders and defer any significant changes to their current business models.  Up until this point, there has been no real cost for firms to defer spending their capital as they wait for anticipated guidance on policies that directly affect their businesses.  But, this economic handcuffing from all of this uncertainty has gone on long enough.  I believe there will now be firms who want to improve their margins and will begin spending money to expand their sales, and may even begin to hire.  Once a competitor begins to move in this way, then the cost to defer becomes real for companies.  This movement to expansion may well be a catalyst to propel the financial markets.   I do believe this will be a slow shift, but one that will keep the economy improving, and should, in my opinion, help to generate reasonable market returns over the next few years.
 
With almost $3 trillion in cash sitting on the sidelines, this strategic shift by companies to begin spending their idle capital should help the economic recovery in the U.S.  But that is only one part of the equation.  Washington politics still play a role in how strong that recovery will be.  The national political landscape will change in the next few years, and the future generation of elected officials will be faced with what I believe are fictitious unemployment figures (6.3% reported, when over 20 million Americans are looking for more work or a better job), a sluggish economy, and global competition in business.  The next regime needs to provide real clarity on the issues that face all Americans and American corporations: taxation, regulation, and how to pay for our new healthcare system.  I also believe that our government needs to regard business as a noble profession and to implement common sense and logic in their policy making instead of politics as usual.  As Confucius is quoted as saying, “Life is really simple, but we insist on making it complicated.”
 

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I am confident that even with all the hurdles facing corporate America, companies continue to provide good value for their shareholders, and I believe that means the financial markets are in good shape and should remain strong moving forward, I also believe that the next few months may be volatile.  Fads come and go, and the current buzz on the Street is around investing in social media stocks.  I believe that chasing hot products has contributed and will continue to contribute to the volatility of the markets this year.  After over 35 years in the business, I still firmly believe the best way to position your portfolio is by investing in good companies over the long term, rather than trying to buy the next hot idea at exactly the right time.  At Hennessy Funds, hunches and fads have no place in our investment process, and we understand that successful investing comes from time in the market, not timing the market.
 
We remain focused on investing based on proven fundamentals, and we are committed to managing money for the sole benefit of our shareholders.  If you have any questions or want to speak with us directly, please don’t hesitate to call us at (800) 966-4354.
 
Best regards,
 
Neil J. Hennessy Signature
 
Neil J. Hennessy
President and Chief Investment Officer
 

 
Past performance does not guarantee future results.
 
Mutual fund investing involves risk.  Principal loss is possible.
 
Opinions expressed are those of Neil Hennessy and are subject to change, are not guaranteed and should not be considered investment advice.
 
The Dow Jones Industrial Average and S&P 500 are unmanaged indices commonly used to measure the performance of U.S. stocks.  One cannot invest directly in an index.
 
Price-to-sales ratio and price-to-earnings ratio are tools for calculating relative valuation.  Price-to-sales ratio is calculated by dividing the market price by revenue per share.  Price-to-earnings ratio is the market price per share divided by earnings per share.
 

 
 

 

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
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Performance Overview (Unaudited)
 
 
The opinions expressed in the following commentary reflect those of the Portfolio Managers as of the date written. Any such opinions are subject to change based on market or other conditions and are not guaranteed. These opinions may not be relied upon as investment advice. Investment decisions for the Fund are based on several factors, and may not be relied upon as an indication of trading intent on behalf of the Fund. Security positions can and do change.
 
AVERAGE ANNUAL TOTAL RETURN PERIODS ENDED APRIL 30, 2014
 
 
Six
One
Five
Ten
 
Months(1)
Year
Years
Years
Hennessy Large Value Fund –
       
  Investor Class (HLVFX)
7.57%
17.24%
16.37%
6.15%
Hennessy Large Value Fund –
       
  Institutional Class (HLVIX)(2)
7.77%
17.65%
16.81%
6.36%
Russell 1000® Value Index
9.61%
20.90%
19.52%
7.95%
S&P 500 Index
8.36%
20.44%
19.14%
7.67%

Expense ratios: 1.33% (Investor Class); Gross 1.14%, Net 0.98%(3) (Institutional Class)
 
Performance data quoted represents past performance; past performance does not guarantee future results.  The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost.  Current performance of the Fund may be lower or higher than the performance quoted. Performance for periods prior to March 20, 2009 reflects the performance of the Tamarack Value Fund, the predecessor to the Hennessy Large Value Fund. Performance data current to the most recent month end may be obtained by visiting hennessyfunds.com.
 
The expense ratios presented are from the most recent prospectus.
 
(1)
Periods less than one year are not annualized.
(2)
The inception date of the Institutional Class shares is March 20, 2009.  Performance shown prior to the inception of the Institutional Class shares reflects the performance of the Tamarack Value Fund’s Class S shares and includes expenses that are not applicable to and are different than those of the Investor Class and Institutional Class shares.
(3)
With regard to Institutional Class shares, the Fund’s investment advisor has contractually agreed to waive a portion of its expenses indefinitely.

 
PERFORMANCE NARRATIVE
RBC GLOBAL ASSET MANAGEMENT (U.S.) INC., SUB-ADVISOR
 
Portfolio Managers Stuart Lippe, Barbara Browning, CFA, and Adam Scheiner, CFA, RBC Global Asset Management (U.S.) Inc. (sub-advisor)
 
Over the previous six months, how did the Fund perform and what factors contributed to this performance?
 
For the six-month period ended April 30, 2014, the Investor Class of the Hennessy Large Value Fund returned 7.57%, underperforming the Russell 1000® Value Index, the S&P 500 Index, and the Morningstar Large Value Category Average, which returned 9.61%, 8.36%, and 8.14% for the same period, respectively.
 
While the Fund had strong absolute performance for the six-month period, its relative underperformance was driven by stock selection across a number of sectors including Health Care, Materials, Consumer Discretionary, Financials, Utilities, Consumer Staples and Telecommunications.  Conversely, stock selection in the Energy, Industrials,
 

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and Information Technology sectors benefited performance.  Sector allocation detracted modestly from performance as the Fund’s sector neutral mandate, by design, limits the impact of sector weighting decisions.  We instead make investment decisions at the industry level.
 
Within the Health Care sector, not owning Merck & Co., Inc. (up 32% during the six-month period) hurt relative performance.  Merck & Co., Inc. reported strong earnings and experienced higher than expected sales throughout much of its product line.  The Fund’s overweight position in Pfizer, Inc. partially offset this, as some excitement over the company’s oncology pipeline and a solid beating of earnings created significant interest in the stock.  Also, the Fund’s slight overweight position in Johnson & Johnson benefited performance as the stock was up nearly 11% during the six-month period.  A solid quarter on the back of the fact that Johnson & Johnson has one of the youngest and strongest drug portfolios in the industry propelled the stock.  The company has strong entries in atrial fibrillation (Eliquis), diabetes (Invokana) and prostate cancer (Zytiga), which continue to push the stock higher.  The Fund continues to hold positions in Pfizer Inc. and Johnson & Johnson.
 
Stock selection in the Materials sector was also a significant detractor from relative performance over the six-month period.  The Fund’s overweight position in Freeport-McMoRan Copper & Gold, Inc. hurt performance as the stock was down 16% during the Fund’s holding period.  The stock was impacted by the announcement of an export tax from Indonesia, which is where the company’s largest and lowest cost mine is located, a slowing in Chinese economic data (China is the company’s largest user of copper), and a corporate bond default in China that scared the market as copper is often used as collateral in financing in the region.  The Fund’s overweight position in Huntsman Corporation and CF Industries Holdings, Inc., partially offset the negative performance of Freeport-McMoRan Copper & Gold, Inc.  The Fund no longer holds Freeport-McMoRan Copper & Gold Inc. or CF Industries Holdings, Inc.
 
On the positive side of the ledger, stock selection within the Energy sector added to the relative performance of the Fund.  Helmerich & Payne, Inc. and Exxon Mobil Corporation were both strong performers.  Helmerich & Payne, Inc. has been the single best performing energy stock in the Russell 1000® Value Index benchmark over the last six months, returning close to 42% over the period.  The stock has benefited from a variety of factors, including having the most technologically advanced fleet of rigs of any of the land drillers.  Demand and pricing for land rigs have been excellent as both majors and independent exploration and production companies have started to intensify their spending in the Permian, Eagle Ford, Marcellus, and other promising U.S. oil fields.  The Fund’s allocation to Exxon Mobil Corporation benefited performance as the stock reported better than expected earnings, and for the first time in many quarters output numbers did not disappoint.  Net income rose nicely, and the stock was up nearly 16% over the six–month period.  The Fund continues to hold both of these positions.
 
Additional Portfolio Manager commentary and related investment outlook:
 
We remain confident in our stock selection-driven process and our ability to find special situation stocks that we believe can outperform regardless of the market environment.  While investment decisions are the result of bottom-up stock selection, and our sector-neutral mandate requires investment in all ten major sectors, there are a number of industry-based themes that we believe could lead to outperformance as we head further into 2014.  With respect to consumer spending, consumers are spending more of their dollars on housing related, durable goods related, and hard-line retail related (home and auto) items, and less on soft-line and multi-line retail-related items (apparel and shoes).  

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
5

 

This trend has been apparent in company results and stock performance through 2013 and the beginning of 2014, and while we think it will continue, we are looking for opportunities in stocks that have over-discounted this theme.
 
In regard to technology, trends in the industry continue to favor companies exposed to the secular growth areas of mobile, cloud, and IT as a service.  We continue to look for attractively valued opportunities in these areas rather than the legacy enterprise IT names.  We are overweight semiconductors as we look for exposure to the Internet of Things (IoT).  Essentially, IoT is the idea of everyday things becoming “connected” or “smart.” This transition is occurring in autos through infotainment offerings, safety features, and fuel efficiency mechanisms that all require integrated circuits and sensors to communicate, measure, and process data.  The theme is also accelerating in industrial automation, appliances, and fitness wearables to name a few areas.  While IoT is still in its infancy, we are seeing strong penetration in autos and other industrial end markets.
 
We also expect a continued rebound in capital market activity to positively impact the Fund’s holdings in asset managers and money center banks and an increased utilization in the health care industry prompted by health care reform (specifically with regard to managed care) to support our overweight position in health care providers and services.
 
_______________
 
The Russell 1000® Value Index is an unmanaged index commonly used to measure the performance of U.S. large-capitalization value stocks.  The S&P 500 Index is an unmanaged index commonly used to measure the performance of U.S. stocks.  You cannot invest directly in an index.  Performance data for an index does not reflect any deductions for fees, expenses or taxes.  The Fund may invest in medium-capitalization companies, which may have more limited liquidity and greater price volatility than large-capitalization companies.  References to specific securities should not be considered a recommendation to buy or sell any security.  Fund holdings and sector allocations are subject to change.  Please refer to the Schedule of Investments included in this report for additional portfolio information.
 
Each Morningstar category average represents a universe of funds with similar investment objectives.  © Morningstar, Inc.  All Rights Reserved.  The information contained herein: 1) is proprietary to Morningstar; 2) may not be copied or distributed and 3) is not warranted to be accurate, complete or timely.  Neither Morningstar nor its content providers are responsible for any damages or losses arising from any use of this information.  Past performance does not guarantee future results.
 

 

 

 

 

 

HENNESSYFUNDS.COM
 
6

 

Schedule of Investments
 


HENNESSY LARGE VALUE FUND
 
As of April 30, 2014 (Unaudited)
(% of Net Assets)
 

 

 

 
 
TOP TEN HOLDINGS (EXCLUDING CASH/CASH EQUIVALENTS)
% NET ASSETS
 
Wells Fargo & Co.
4.58%
 
Pfizer, Inc.
3.76%
 
J.P. Morgan Chase & Co.
3.47%
 
Chevron Corp.
3.44%
 
Johnson & Johnson
3.14%
 
Exxon Mobil Corp.
3.05%
 
Helmerich & Payne, Inc.
2.77%
 
Apple, Inc.
2.21%
 
The Walt Disney Co.
2.09%
 
Medtronic, Inc.
1.99%

 

 

 
Note:  For presentation purposes, the Fund has grouped some of the industry categories.  For purposes of categorizing securities for compliance with Section 8(b)(1) of the Investment Company Act of 1940, the Fund uses more specific industry classifications.
 

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
7

 
 
 
COMMON STOCKS – 96.13%
 
Number
         
% of
 
     
of Shares
   
Value
   
Net Assets
 
 
Consumer Discretionary – 6.38%
                 
 
Ford Motor Co.
    120,665     $ 1,948,740       1.31 %
 
Lowes Companies, Inc.
    19,060       875,044       0.58 %
 
Macy’s, Inc.
    26,135       1,500,933       1.01 %
 
The Walt Disney Co.
    39,195       3,109,731       2.09 %
 
Time Warner, Inc.
    31,195       2,073,220       1.39 %
                9,507,668       6.38 %
                           
 
Consumer Staples – 4.21%
                       
 
CVS Caremark Corp.
    33,480       2,434,666       1.63 %
 
Kraft Foods Group, Inc.
    37,880       2,153,857       1.45 %
 
Procter & Gamble Co.
    20,410       1,684,845       1.13 %
                6,273,368       4.21 %
                           
 
Energy – 15.28%
                       
 
Anadarko Petroleum Corp.
    22,395       2,217,553       1.49 %
 
Chevron Corp.
    40,825       5,124,354       3.44 %
 
Exxon Mobil Corp.
    44,385       4,545,468       3.05 %
 
Helmerich & Payne, Inc.
    37,995       4,128,157       2.77 %
 
Marathon Oil Corp.
    63,050       2,279,258       1.53 %
 
Pioneer Natural Resources Co.
    11,560       2,234,201       1.50 %
 
Valero Energy Corp.
    39,020       2,230,773       1.50 %
                22,759,764       15.28 %
                           
 
Financials – 24.25%
                       
 
Affiliated Managers Group, Inc. (a)
    5,950       1,179,290       0.79 %
 
Allstate Corp.
    40,810       2,324,129       1.56 %
 
American International Group, Inc.
    28,200       1,498,266       1.01 %
 
BlackRock, Inc.
    6,990       2,103,990       1.41 %
 
Citigroup, Inc.
    50,455       2,417,299       1.62 %
 
Genworth Financial, Inc. (a)
    86,150       1,537,777       1.03 %
 
Hartford Financial Services Group, Inc.
    48,945       1,755,657       1.18 %
 
J.P. Morgan Chase & Co.
    92,365       5,170,593       3.47 %
 
Marsh & McLennan Companies, Inc.
    39,595       1,952,429       1.31 %
 
MetLife, Inc.
    32,965       1,725,718       1.16 %
 
Morgan Stanley
    66,875       2,068,444       1.39 %
 
Regions Financial Corp.
    132,540       1,343,956       0.90 %
 
State Street Corp.
    18,895       1,219,861       0.82 %
 

The accompanying notes are an integral part of these financial statements.

HENNESSYFUNDS.COM
 
8

 
 
 
COMMON STOCKS
 
Number
         
% of
 
     
of Shares
   
Value
   
Net Assets
 
 
Financials (Continued)
                 
 
SunTrust Banks, Inc.
    32,875     $ 1,257,797       0.85 %
 
The PNC Financial Services Group, Inc.
    20,780       1,746,351       1.17 %
 
Wells Fargo & Co.
    137,340       6,817,558       4.58 %
                36,119,115       24.25 %
                           
 
Health Care – 13.20%
                       
 
C.R. Bard, Inc.
    7,775       1,067,741       0.72 %
 
CIGNA Corp.
    29,525       2,363,181       1.59 %
 
Covidien PLC (b)
    30,340       2,161,725       1.45 %
 
Johnson & Johnson
    46,150       4,674,533       3.14 %
 
McKesson Corp.
    4,805       812,958       0.55 %
 
Medtronic, Inc.
    50,400       2,964,528       1.99 %
 
Pfizer, Inc.
    179,210       5,605,689       3.76 %
                19,650,355       13.20 %
                           
 
Industrials – 10.89%
                       
 
Caterpillar, Inc.
    20,140       2,122,756       1.42 %
 
Danaher Corp.
    19,490       1,430,176       0.96 %
 
Delta Air Lines, Inc.
    37,065       1,365,104       0.92 %
 
General Dynamics Corp.
    20,230       2,214,174       1.49 %
 
General Electric Co.
    69,230       1,861,595       1.25 %
 
Honeywell International, Inc.
    22,115       2,054,483       1.38 %
 
Ingersoll-Rand PLC (b)
    23,575       1,409,785       0.95 %
 
Lockheed Martin Corp.
    7,435       1,220,381       0.82 %
 
Parker Hannifin Corp.
    8,645       1,096,878       0.73 %
 
Ryder System, Inc.
    17,585       1,445,135       0.97 %
                16,220,467       10.89 %
                           
 
Information Technology – 10.50%
                       
 
Adobe Systems, Inc. (a)
    20,540       1,267,113       0.85 %
 
Apple, Inc.
    5,560       3,280,900       2.21 %
 
Autodesk, Inc. (a)
    22,705       1,090,294       0.73 %
 
Cisco Systems, Inc.
    80,525       1,860,933       1.25 %
 
Hewlett-Packard Co.
    46,925       1,551,340       1.04 %
 
LAM Research Corp. (a)
    16,295       938,755       0.63 %
 
Microchip Technology, Inc.
    19,180       911,817       0.61 %
 
NXP Semiconductors NV (a)(b)
    24,210       1,443,400       0.97 %
 

The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
9

 
 
 
COMMON STOCKS
 
Number
         
% of
 
     
of Shares
   
Value
   
Net Assets
 
 
Information Technology (Continued)
                 
 
Skyworks Solutions, Inc. (a)
    33,670     $ 1,382,154       0.93 %
 
TE Connectivity, Ltd. (b)
    14,830       874,673       0.59 %
 
Western Digital Corp.
    11,660       1,027,596       0.69 %
                15,628,975       10.50 %
                           
 
Materials – 3.91%
                       
 
CF Industries Holdings, Inc.
    3,975       974,551       0.65 %
 
Eastman Chemical Co.
    8,505       741,381       0.50 %
 
Huntsman Corp.
    56,165       1,406,933       0.94 %
 
International Paper Co.
    22,295       1,040,062       0.70 %
 
Newmont Mining Corp.
    36,440       904,805       0.61 %
 
Steel Dynamics, Inc.
    41,405       756,469       0.51 %
                5,824,201       3.91 %
                           
 
Telecommunication Services – 1.57%
                       
 
AT&T, Inc.
    65,580       2,341,206       1.57 %
                           
 
Utilities – 5.94%
                       
 
American Electric Power, Inc.
    46,075       2,479,296       1.66 %
 
DTE Energy Co.
    33,160       2,591,122       1.74 %
 
Northeast Utilities
    33,340       1,575,649       1.06 %
 
Sempra Energy
    22,305       2,199,496       1.48 %
                8,845,563       5.94 %
 
Total Common Stocks
                       
 
  (Cost $109,589,901)
            143,170,682       96.13 %
                           
 
REITS – 2.80%
                       
 
Prologis, Inc.
    46,655       1,895,593       1.27 %
 
Simon Property Group, Inc.
    13,103       2,269,440       1.53 %
                           
 
Total REITS
                       
 
  (Cost $2,908,963)
            4,165,033       2.80 %
 
 
 
 

 
The accompanying notes are an integral part of these financial statements.

HENNESSYFUNDS.COM
 
10

 
 
 
SHORT-TERM INVESTMENTS – 1.05%
 
Number
         
% of
 
     
of Shares
   
Value
   
Net Assets
 
 
Money Market Funds – 1.05%
                 
 
Fidelity Government Portfolio –
                 
 
  Institutional Class, 0.01% (c)
    1,566,474     $ 1,566,474       1.05 %
                           
 
Total Money Market Funds
                       
 
  (Cost $1,566,474)
            1,566,474       1.05 %
                           
 
Total Short-Term Investments
                       
 
  (Cost $1,566,474)
            1,566,474       1.05 %
                           
 
Total Investments
                       
 
  (Cost $114,065,338) – 99.98%
            148,902,189       99.98 %
 
Other Assets in Excess
                       
 
  of Liabilities – 0.02%
            26,617       0.02 %
 
TOTAL NET ASSETS – 100.00%
          $ 148,928,806       100.00 %
                           
Percentages are stated as a percent of net assets.
(a)
Non-income producing security.
(b)
U.S. traded security of a foreign corporation.
(c)
The rate listed is the fund’s 7-day yield as of April 30, 2014.
 
 
 
 
 
 
 
 
 
 
 

 
The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
11

 
 
Summary of Fair Value Exposure at April 30, 2014
 
The following is a summary of the inputs used to value the Fund’s net assets as of April 30, 2014 (See Note 3 in the accompanying notes to the financial statements):
 
Common Stock
 
Level 1
   
Level 2
   
Level 3
   
Total
 
Consumer Discretionary
  $ 9,507,668     $     $     $ 9,507,668  
Consumer Staples
    6,273,368                   6,273,368  
Energy
    22,759,764                   22,759,764  
Financials
    36,119,115                   36,119,115  
Health Care
    19,650,355                   19,650,355  
Industrials
    16,220,467                   16,220,467  
Information Technology
    15,628,975                   15,628,975  
Materials
    5,824,201                   5,824,201  
Telecommunication Services
    2,341,206                   2,341,206  
Utilities
    8,845,563                   8,845,563  
Total Common Stock
  $ 143,170,682     $     $     $ 143,170,682  
REITS
                               
Financials
  $ 4,165,033     $     $     $ 4,165,033  
Total REITS
  $ 4,165,033     $     $     $ 4,165,033  
Short-Term Investments
                               
Money Market Funds
  $ 1,566,474     $     $     $ 1,566,474  
Total Short-Term Investments
  $ 1,566,474     $     $     $ 1,566,474  
Total Investments
  $ 148,902,189     $     $     $ 148,902,189  
 
Transfers between levels are recognized at the end of the reporting period. During the six-month period ended April 30, 2014, the Fund recognized no transfers between levels.

 
 
 
 
 
 
 
 
 
 
 
The accompanying notes are an integral part of these financial statements.

HENNESSYFUNDS.COM
 
12

 

Financial Statements
 
Statement of Assets and Liabilities as of April 30, 2014 (Unaudited)
 
ASSETS:
     
Investments in securities, at value (cost $114,065,338)
  $ 148,902,189  
Dividends and interest receivable
    129,708  
Receivable for fund shares sold
    14,292  
Receivable for securities sold
    1,330,046  
Prepaid expenses and other assets
    21,264  
Total Assets
    150,397,499  
         
LIABILITIES:
       
Payable for securities purchased
    1,197,634  
Payable for fund shares redeemed
    60,856  
Payable to advisor
    102,790  
Payable to administrator
    49,682  
Payable to auditor
    12,333  
Accrued service fees
    12,064  
Accrued trustees fees
    4,735  
Accrued expenses and other payables
    28,599  
Total Liabilities
    1,468,693  
NET ASSETS
  $ 148,928,806  
         
NET ASSETS CONSIST OF:
       
Capital stock
  $ 120,119,400  
Accumulated net investment income
    309,599  
Accumulated net realized loss on investments
    (6,337,044 )
Unrealized net appreciation on investments
    34,836,851  
    Total Net Assets
  $ 148,928,806  
         
NET ASSETS
       
Investor Class:
       
Shares authorized (no par value)
 
Unlimited
 
Net assets applicable to outstanding Investor Class shares
    148,573,208  
Shares issued and outstanding
    4,534,296  
Net asset value, offering price and redemption price per share
  $ 32.77  
         
Institutional Class:
       
Shares authorized (no par value)
 
Unlimited
 
Net assets applicable to outstanding Institutional Class shares
    355,598  
Shares issued and outstanding
    10,819  
Net asset value, offering price and redemption price per share
  $ 32.87  

 
 
 
 
 
 
The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
13

 

Financial Statements
 
Statement of Operations Six Months Ended April 30, 2014 (Unaudited)

INVESTMENT INCOME:
     
Dividend income
  $ 1,497,577  
Interest income
    59  
    Total investment income
    1,497,636  
         
EXPENSES:
       
Investment advisory fees
    614,245  
Administration, fund accounting, custody and transfer agent fees
    144,528  
Service fees – Investor Class (See Note 5)
    72,092  
Sub-transfer agent expenses – Investor Class (See Note 5)
    50,465  
Sub-transfer agent expenses – Institutional Class (See Note 5)
    143  
Federal and state registration fees
    17,388  
Audit fees
    10,811  
Compliance expense
    10,655  
Reports to shareholders
    9,521  
Trustees’  fees and expenses
    7,536  
Legal fees
    2,480  
Other expenses
    8,239  
    Total expenses before waiver
    948,103  
Administration expense waiver (See Note 5)
    (422 )
Net expenses
    947,681  
NET INVESTMENT INCOME
  $ 549,955  
         
REALIZED AND UNREALIZED GAINS:
       
    Net realized gain on investments
  $ 6,023,881  
    Change in unrealized appreciation on investments
    4,097,154  
    Net gain on investments
    10,121,035  
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS
  $ 10,670,990  

 
 
 
 
 
 
The accompanying notes are an integral part of these financial statements.

HENNESSYFUNDS.COM
 
14

 


 

 
 
 
 
 
 
 

 
 

 
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HENNESSY FUNDS                                                                                                        1-800-966-4354
 
15

 

Financial Statements
 
Statements of Changes in Net Assets

   
Six Months Ended
       
   
April 30, 2014
   
Year Ended
 
   
(Unaudited)
   
October 31, 2013
 
OPERATIONS:
           
Net investment income
  $ 549,955     $ 1,323,440  
Net realized gain on securities
    6,023,881       17,493,521  
Change in unrealized appreciation
               
  on securities
    4,097,154       11,896,355  
Net increase in net assets resulting
               
  from operations
    10,670,990       30,713,316  
                 
DISTRIBUTIONS TO SHAREHOLDERS FROM:
               
Net investment income
               
    Investor Class
    (1,140,763 )     (1,437,942 )
    Institutional Class
    (3,752 )     (921 )
Total distributions
    (1,144,515 )     (1,438,863 )
                 
CAPITAL SHARE TRANSACTIONS:
               
Proceeds from shares subscribed –
               
  Investor Class
    770,878       2,715,396  
Proceeds from shares subscribed –
               
  Institutional Class
    9,484       440,166  
Dividends reinvested – Investor Class
    1,092,130       1,378,307  
Dividends reinvested – Institutional Class
    3,353       921  
Cost of shares redeemed – Investor Class
    (6,278,694 )     (14,868,801 )
Cost of shares redeemed – Institutional Class
    (16,114 )     (209,593 )
Net decrease in net assets derived from
               
  capital share transactions
    (4,418,963 )     (10,543,604 )
TOTAL INCREASE IN NET ASSETS
    5,107,512       18,730,849  
                 
NET ASSETS:
               
Beginning of period
    143,821,294       125,090,445  
End of period
  $ 148,928,806     $ 143,821,294  
Undistributed net investment
               
  income, end of period
  $ 309,599     $ 904,159  
 
 
 
 
 

 
The accompanying notes are an integral part of these financial statements.

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Statements of Changes in Net Assets – Continued

   
Six Months Ended
       
   
April 30, 2014
   
Year Ended
 
   
(Unaudited)
   
October 31, 2013
 
CHANGES IN SHARES OUTSTANDING:
           
Shares sold – Investor Class
    24,546       99,185  
Shares sold – Institutional Class
    295       15,876  
Shares issued to holders as reinvestment of dividends –
               
  Investor Class
    34,322       55,132  
Shares issued to holders as reinvestment of dividends –
               
  Institutional Class
    105       37  
Shares redeemed – Investor Class
    (199,051 )     (538,927 )
Shares redeemed – Institutional Class
    (506 )     (7,267 )
Net decrease in shares outstanding
    (140,289 )     (375,964 )
 
 
 
 
 
 
 
 
 
 
 
 

 
 
The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
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Financial Highlights
 
Hennessy Large Value Fund

For an Investor Class share outstanding throughout each period

   
Six Months Ended
 
   
April 30, 2014
 
   
(Unaudited)
 
PER SHARE DATA:
     
Net asset value, beginning of period
  $ 30.70  
         
Income from investment operations:
       
Net investment income
    0.12  
Net realized and unrealized gains (losses) on securities
    2.20  
    Total from investment operations
    2.32  
         
Less distributions:
       
Dividends from net investment income
    (0.25 )
    Total distributions
    (0.25 )
Net asset value, end of period
  $ 32.77  
         
TOTAL RETURN
    7.57 %(3)
         
SUPPLEMENTAL DATA AND RATIOS:
       
Net assets, end of period (millions)
  $ 148.57  
Ratio of expenses to average net assets:
       
    Before expense reimbursement
    1.31 %(4)
    After expense reimbursement
    1.31 %(4)
Ratio of net investment income to average net assets:
       
    Before expense reimbursement
    0.76 %(4)
    After expense reimbursement
    0.76 %(4)
Portfolio turnover rate(5)
    41 %(3)
 

 
(1)
For the one month ended October 31, 2009.  Effective October 31, 2009, the Fund changed its fiscal year end to October 31 from September 30.
(2)
The financial highlights set forth for periods prior to March 20, 2009 represent the historical financial highlights of the Tamarack Value Fund, Class S shares.  The assets of the Tamarack Value Fund were acquired by the Hennessy Large Value (formerly known as Hennessy Select Large Value Fund) Fund on March 20, 2009.  Prior to the reorganization, Tamarack Value Fund also offered Class A, Class C and R shares. At that time, RBC Global Asset Management (U.S.) Inc., (formerly known as Voyageur Asset Management Inc.) ceased to be investment advisor and Hennessy Advisors, Inc. became investment advisor.  The return of the Tamarack Value Fund, Class S shares during the period October 1, 2008 through March 20, 2009 was (33.09)%.  The return of the Hennessy Select Large Value Fund, Original Class shares during the period March 20, 2009 through September 30, 2009 was 36.84%.
(3)
Not annualized.
(4)
Annualized.
(5)
Portfolio turnover is calculated on the basis of the Fund as a whole.

 
The accompanying notes are an integral part of these financial statements.

HENNESSYFUNDS.COM
 
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                                  One Month Ended      
Year Ended
 
 
Year Ended October 31,
      October 31,      
September 30,
 
 
2013
     
2012
     
2011
     
2010
      2009(1)      
2009(2)
 
                                             
$ 24.71     $ 21.47     $ 20.57     $ 18.88     $ 19.49     $ 21.80  
                                             
                                             
  0.28       0.28       0.22       0.14       0.01       0.31  
  6.00       3.14       0.89       1.78       (0.62 )     (2.21 )
  6.28       3.42       1.11       1.92       (0.61 )     (1.90 )
                                             
                                             
  (0.29 )     (0.18 )     (0.21 )     (0.23 )           (0.41 )
  (0.29 )     (0.18 )     (0.21 )     (0.23 )           (0.41 )
$ 30.70     $ 24.71     $ 21.47     $ 20.57     $ 18.88     $ 19.49  
                                             
  25.64 %     16.07 %     5.36 %     10.22 %     (3.13 )%(3)     (8.43 )%
                                             
                                             
$ 143.48     $ 125.00     $ 123.97     $ 131.54     $ 132.77     $ 138.34  
                                             
  1.33 %     1.40 %     1.38 %     1.41 %     1.37 %(4)     1.42 %
  1.33 %     1.40 %     1.38 %     1.38 %     1.30 %(4)     1.17 %
                                             
  0.98 %     1.16 %     0.97 %     0.64 %     0.28 %(4)     1.46 %
  0.98 %     1.16 %     0.97 %     0.67 %     0.35 %(4)     1.71 %
  91 %     111 %     149 %     146 %     10 %(3)     142 %
 
 
 
 
 
 
 
 
 

 
The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
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Financial Highlights
 
Hennessy Large Value Fund

For an Institutional Class share outstanding throughout each period

   
Six Months Ended
 
   
April 30, 2014
 
   
(Unaudited)
 
PER SHARE DATA:
     
Net asset value, beginning of period
  $ 30.83  
         
Income from investment operations:
       
Net investment income
    0.17  
Net realized and unrealized gains (losses) on securities
    2.21  
    Total from investment operations
    2.38  
         
Less distributions:
       
Dividends from net investment income
    (0.34 )
    Total distributions
    (0.34 )
Net asset value, end of period
  $ 32.87  
         
TOTAL RETURN
    7.77 %(4)
         
SUPPLEMENTAL DATA AND RATIOS:
       
Net assets, end of period (millions)
  $ 0.36  
Ratio of expenses to average net assets:
       
    Before expense reimbursement
    1.23 %(5)
    After expense reimbursement
    0.98 %(5)
Ratio of net investment income to average net assets:
       
    Before expense reimbursement
    0.85 %(5)
    After expense reimbursement
    1.10 %(5)
Portfolio turnover rate(6)
    41 %(4)
 
 
 
 
 
 

 
(1)
For the one month ended October 31, 2009.  Effective October 31, 2009, the Fund changed its fiscal year end to October 31 from September 30.
(2)
Institutional Class shares commenced operations on March 20, 2009.
(3)
Amount is less than $0.01 or $(0.01).
(4)
Not annualized.
(5)
Annualized.
(6)
Portfolio turnover is calculated on the basis of the Fund as a whole.

 
The accompanying notes are an integral part of these financial statements.

HENNESSYFUNDS.COM
 
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One Month Ended
     
Period Ended
 
 
Year Ended October 31,
     
October 31,
     
September 30,
 
 
2013
     
2012
     
2011
     
2010
     
2009(1)
     
2009(2)
 
                                             
$ 24.83     $ 21.56     $ 20.65     $ 18.92     $ 19.53     $ 14.25  
                                             
                                             
  0.49       0.39       0.27       0.21       0.00 (3)     0.08  
  5.90       3.15       0.92       1.80       (0.61 )     5.20  
  6.39       3.54       1.19       2.01       (0.61 )     5.28  
                                             
                                             
  (0.39 )     (0.27 )     (0.28 )     (0.28 )            
  (0.39 )     (0.27 )     (0.28 )     (0.28 )            
$ 30.83     $ 24.83     $ 21.56     $ 20.65     $ 18.92     $ 19.53  
                                             
  26.08 %     16.58 %     5.76 %     10.65 %     (3.12 )%(4)     37.05 %(4)
                                             
                                             
$ 0.34     $ 0.06     $ 0.04     $ 0.04     $ 0.03     $ 0.03  
                                             
  1.14 %     1.22 %     1.21 %     1.22 %     1.20 %(5)     26.18 %(5)
  0.98 %     0.98 %     0.98 %     0.98 %     0.98 %(5)     0.98 %(5)
                                             
  1.07 %     1.29 %     1.13 %     0.80 %     0.44 %(5)     (24.06 )%(5)
  1.23 %     1.53 %     1.36 %     1.04 %     0.66 %(5)     1.14 %(5)
  91 %     111 %     149 %     146 %     10 %(4)     142 %(4)
 
 
 
 
 
 
 
 
 
 

 
The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
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Notes to the Financial Statements
April 30, 2014 (Unaudited)

 
1).  ORGANIZATION
 
The Hennessy Large Value Fund (the “Fund”) is a series of Hennessy Funds Trust (the “Trust”), which was organized as a Delaware statutory trust on September 17, 1992.  The Fund is an open-end management investment company registered under the Investment Company Act of 1940, as amended.  The investment objective of the Fund is long-term growth of capital and current income.  The Fund is a diversified fund.
 
The Fund offers Investor Class and Institutional Class shares.  Prior to October 26, 2012, the Investor Class shares were known as Original Class shares. Each class of shares differs principally in its respective administration, 12b-1 distribution and service fees, shareholder servicing, and transfer agent expenses and sales charges, if any.  Each class has identical rights to earnings, assets, and voting privileges, except for class-specific expenses and exclusive rights to vote on matters affecting only individual classes.
 
 
2).  SIGNIFICANT ACCOUNTING POLICIES
 
The following is a summary of significant accounting policies consistently followed by the Fund in the preparation of the financial statements. These policies are in conformity with U.S. generally accepted accounting principles (“GAAP”).
 
a).
Investment Valuation – All investments in securities are recorded at their estimated fair value, as described in Note 3.
 
b).
Federal Income Taxes – Provision for Federal income taxes or excise taxes has not been made since the Fund has elected to be taxed as a “regulated investment company” and intends to distribute substantially all of its taxable income to its shareholders and otherwise comply with the provisions of the Internal Revenue Code of 1986, as amended, applicable to regulated investment companies. Net investment income or loss and realized gains and losses for federal income tax purposes may differ from that reported on the financial statements because of temporary book and tax basis differences. Temporary differences are primarily the result of the treatment of wash sales for tax reporting purposes. Distributions from net realized gains for book purposes may include short-term capital gains, which are included as ordinary income to shareholders for tax purposes.
 
c).
Income and Expenses – Dividend income is recognized on the ex-dividend date or as soon as information is available to the Fund. Interest income, which includes the amortization of premium and accretion of discount, is recognized on an accrual basis. The Fund is charged for those expenses that are directly attributable to the portfolio, such as advisory, administration, and certain shareholder service fees. Income, expenses (other than expenses attributable to a specific class), and realized and unrealized gains or losses on investments are allocated to each class of shares based on its respective net assets.
 
d).
Distributions to Shareholders – Dividends from net investment income for the Fund, if any, are declared and paid out annually, usually in November or December.  Distributions of net realized capital gains, if any, are declared and paid annually, usually in November or December.
 
e).
Security Transactions – Investment and shareholder transactions are recorded on the trade date. The Fund determines the gain or loss realized from the investment
 

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transactions by comparing the original cost of the security lot sold with the net sale proceeds. Discounts and premiums on securities purchased are accreted/amortized over the life of the respective security.
 
f).
Use of Estimates – The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported change in net assets during the reporting period. Actual results could differ from those estimates.
 
g).
Share Valuation – The net asset value (“NAV”) per share of the Fund is calculated by dividing the sum of the value of the securities held by the Fund, plus cash or other assets, minus all liabilities (including estimated accrued expenses) by the total number of shares outstanding for the Fund, rounded to the nearest cent. The Fund’s shares will not be priced on days the New York Stock Exchange is closed for trading. The offering and redemption price per share for the Fund is equal to the Fund’s net asset value per share.
 
h).
Foreign Currency – Values of investments denominated in foreign currencies, if any, are converted into U.S. dollars using the spot market rate of exchange at the time of valuation.  Purchases and sales of investments and income are translated into U.S. dollars using the spot market rate of exchange prevailing on the respective dates of such transactions.  The Fund does not isolate the portion of the results of operations resulting from fluctuations in foreign exchange rates on investments from fluctuations resulting from changes in the market prices of securities held.  Such fluctuations are included with the net realized and unrealized gain or loss on investments.  Foreign investments present additional risks due to currency fluctuations, economic and political factors, lower liquidity, government regulations, differences in accounting standards, and other factors.
 
i).
Forward Contracts – The Fund may enter into forward currency contracts to reduce its exposure to changes in foreign currency exchange rates on its foreign holdings and to lock in the U.S. dollar cost of firm purchase and sale commitments for securities denominated in foreign currencies.  A forward currency contract is a commitment to purchase or sell a foreign currency at a future date at a negotiated forward rate.  The gain or loss arising from the difference between the U.S. dollar cost of the original contract and the value of the foreign currency in U.S. dollars upon closing of such contract is included in net realized gain or loss from foreign currency transactions.  During the six months ended April 30, 2014, the Fund did not enter into any forward contracts.
 
j).
Repurchase Agreements – The Fund may enter into repurchase agreements with member banks or security dealers of the Federal Reserve Board whom the investment advisor deems creditworthy. The repurchase price generally equals the price paid by the Fund plus interest negotiated on the basis of current short-term rates.
 
 
Securities pledged as collateral for repurchase agreements are held by the custodian bank until the respective agreements mature. Provisions of the repurchase agreements ensure that the market value of the collateral, including accrued interest thereon, is sufficient in the event of default of the counterparty. If the counterparty defaults and the value of the collateral declines or if the counterparty enters an insolvency proceeding, realization of the collateral by the Fund may be delayed or limited.
 
k).
Accounting for Uncertainty in Income Taxes – The Fund has adopted accounting policies regarding recognition and measurement of tax positions taken or expected to be taken on a tax return.  The Fund has reviewed all open tax years in major jurisdictions and concluded that there is no impact on the Fund’s net assets and no tax liability
 

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
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resulting from unrecognized tax benefits relating to uncertain income tax positions taken or expected to be taken on a tax return.  The Fund’s major tax jurisdictions are U.S. Federal and Delaware.  As of April 30, 2014, open Federal and state tax years for the Fund include the tax years ended October 31, 2011 through 2013.
 
l).
Derivatives – The Fund may invest in, or enter into, derivatives, such as options, futures contracts, options on futures contracts, and swaps, for a variety of reasons, including to hedge certain risks, to provide a substitute for purchasing or selling particular securities, or to increase potential income gain.  Derivatives may provide a cheaper, quicker, or more specifically focused way for a Fund to invest than “traditional” securities would.  The main purpose of utilizing these derivative instruments is for hedging purposes.
 
 
The Fund has adopted the financial accounting reporting rules as required by the Derivatives and Hedging Topic of the Financial Accounting Standards Board Accounting Standards Codification. Under such rules, the Fund is required to include enhanced disclosure that enables investors to understand how and why an entity uses derivatives, how derivatives are accounted for, and how derivatives instruments affect an entity’s results of operations and financial position. During the six months ended April 30, 2014, the Fund did not hold any derivative instruments.
 
m).
Events Subsequent to the Fiscal Period End – The Fund has adopted financial reporting rules regarding subsequent events that require an entity to recognize in the financial statements the effects of all subsequent events that provide additional evidence about conditions that existed at the date of the balance sheet.  Management has evaluated the Fund’s related events and transactions that occurred subsequent to April 30, 2014 through the date of issuance of the Fund’s financial statements.  There were no events or transactions that occurred during this period that materially impacted the amounts or disclosures in the Fund’s financial statements.
 
 
3).  SECURITIES VALUATION
 
The Fund has adopted authoritative fair valuation accounting standards that establish an authoritative definition of fair value and set out a hierarchy for measuring fair value.  These standards require additional disclosures about the various inputs and valuation techniques used to develop the measurements of fair value and a discussion in changes in valuation techniques and related inputs during the period.  These inputs are summarized in the three broad levels listed below:
 
 
Level 1 –
Quoted unadjusted prices for identical instruments in active markets to which the Fund has access at the date of measurement.
 
 
Level 2 –
Quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; and model-derived valuations in which all significant inputs and significant value drivers are observable in active markets.  Level 2 inputs are those in markets for which there are few transactions, the prices are not current, the prices are fair value adjusted due to post-market close subsequent events (foreign markets), little public information exists, or instances where prices vary substantially over time or among brokered market makers.  These inputs may also include interest rates, prepayment speeds, credit risk curves, default rates, and similar data.
 
 
Level 3 –
Model-derived valuations in which one or more significant inputs or significant value drivers are unobservable.  Unobservable inputs are those inputs that reflect the Fund’s own assumptions about what market participants would use to price the asset or liability based on the best available information.
 

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Following is a description of the valuation techniques applied to the Fund’s major categories of assets and liabilities measured at fair value on a recurring basis.
 
Equity Securities – Equity securities, including common stocks, preferred stocks, foreign issued common stocks, exchange traded funds, closed-end mutual funds, and real estate investment trusts, that are traded on a securities exchange for which a last-quoted sales price is readily available will be valued at the last sales price as reported by the primary exchange on which the securities are listed.  Securities listed on The NASDAQ Stock Market (“NASDAQ”) will be valued at the NASDAQ Official Closing Price, which may differ from the last sales price reported.  Securities traded on a securities exchange for which a last-quoted sales price is not readily available will be valued at the mean between the bid and ask prices.  To the extent these securities are actively traded and valuation adjustments are not applied, they are classified in Level 1 of the fair value hierarchy.
 
Investment Companies – Investments in investment companies (e.g., mutual funds and exchange traded funds) are generally priced at the ending NAV provided by the Fund’s service agent and will be classified in Level 1 of the fair value hierarchy.
 
Debt Securities – Debt securities, including corporate bonds, asset-backed securities, mortgage-backed securities, municipal bonds, U.S. Treasuries, and U.S. government agency issues, are valued at market on the basis of valuations furnished by an independent pricing service that utilizes both dealer-supplied valuations and formula-based techniques.  The pricing service may consider recently executed transactions in securities of the issuer or comparable issuers, market price quotations (where observable), bond spreads, and fundamental data relating to the issuer.  In addition, the model may incorporate market observable data such as reported sales of similar securities, broker quotes, yields, bids, offers, and reference data.  Certain securities are valued principally using dealer quotations.  These securities are generally classified in Level 2 of the fair value hierarchy.
 
Short-Term Securities – Short-term equity investments, including money market funds, are valued in the manner specified above.  Short-term debt investments are valued at amortized cost, if their original maturity was 60 days or less, or by amortizing the values as of the 61st day prior to maturity, if their original term to maturity exceeded 60 days.  Short-term securities are generally classified in Level 1 or Level 2 of the fair market hierarchy depending on the inputs used and market activity levels for specific securities.
 
The Board of Trustees of the Fund (the “Board”) has adopted fair value pricing procedures that are followed when a price for a security is not readily available or if a significant event has occurred that indicates the closing price of a security no longer represents the true value of that security.  Fair value pricing determinations are made in good faith in accordance with these procedures. There are numerous criteria that will be given consideration in determining a fair value of a security. Some of these criteria are trading volume of security and markets, the value of other like securities, and news events with direct bearing to security or market. Fair value pricing results in an estimated price that reasonably reflects the current market conditions in order to rate the portfolio holdings such that shareholder transactions receive a fair net asset value.  Depending on the relative significance of the valuation inputs, these securities may be classified in either Level 2 or Level 3 of the fair value hierarchy.
 
Fair valuing of foreign securities may be determined with the assistance of a pricing service using correlations between the movement of prices of such securities and indices of domestic securities and other appropriate indicators, such as closing market prices of relevant American Depositary Receipts or futures contracts.  The effect of using fair value pricing is that the Fund’s NAV will reflect the affected portfolio securities’ value as
 

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
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determined in the judgment of the Board or its designee instead of being determined by the market.  Using a fair value pricing methodology to price foreign securities may result in a value that is different from a foreign security’s most recent closing price and from the prices used by other investment companies to calculate their net asset values and are generally considered Level 2 prices in the fair valuation hierarchy.  Because the Fund may invest in foreign securities, the value of the Fund’s portfolio securities may change on days when you will not be able to purchase or redeem your shares.
 
The Board has delegated day-to-day valuation matters to a Valuation Committee comprised of one or more representatives from Hennessy Advisors, Inc., the Fund’s investment advisor.  The function of the Valuation Committee is to value securities where current and reliable market quotations are not readily available.  All actions taken by the Valuation Committee are reviewed by the Board.
 
The Fund has performed an analysis of all existing investments to determine the significance and character of all inputs to their fair value determination.  Various inputs are used in determining the value of the Fund’s investments.  The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.  Details related to the fair valuation hierarchy of the Fund’s securities as of April 30, 2014 are included in the Fund’s Schedule of Investments.
 
 
4).  INVESTMENT TRANSACTIONS
 
Purchases and sales of investment securities (excluding government and short-term investments) for the Fund during the six months ended April 30, 2014 were $59,934,480 and $65,361,497, respectively.
 
There were no purchases or sales/maturities of long-term U.S. Government Securities for the Fund during the six months ended April 30, 2014.
 
 
5).  INVESTMENT MANAGEMENT FEE AND OTHER TRANSACTIONS WITH AFFILIATES
 
Hennessy Advisors, Inc. (the “Advisor”) is the investment advisor of the Fund. The Advisor provides the Fund with investment management services under an Investment Advisory Agreement. The Advisor furnishes all investment advice, office space, facilities, and provides most of the personnel needed by the Fund. As compensation for its services, the Advisor is entitled to a monthly fee from the Fund. The fee is based upon the average daily net assets of the Fund at the annual rate of 0.85%.  The net investment advisory fees payable for the Fund as of April 30, 2014 were $102,790.
 
The Advisor has delegated the day-to-day management of the Fund to a sub-advisor, RBC Global Asset Management (U.S.) Inc.  The Advisor pays the sub-advisor fees for the Fund from its own assets and these fees are not an additional expense of the Fund.
 
The Advisor has agreed to waive its fees and absorb expenses to the extent that the total annual operating expenses (excluding all Federal, state and local taxes, interest, brokerage commissions, acquired fund fees and expenses and other costs incurred in connection with the purchase and sale of securities and extraordinary items) exceed 0.98% of the Fund’s net assets for the Institutional Class shares of the Fund.  The expense limitation agreement for the Institutional Class shares can only be terminated by the Board.
 
For a period of three years after the year in which the Advisor waives or reimburses expenses, the Advisor may seek reimbursement from the Fund to the extent that total annual fund operating expenses are less than the expense limitation in effect at the time of the reimbursement.  During the three years ended October 31, 2013, no Advisor fees were waived and therefore no expenses are subject to potential recovery.
 

HENNESSYFUNDS.COM
 
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The Board has approved a Shareholder Servicing Agreement for Investor Class shares of the Fund, which was instituted to compensate the Advisor for the non-investment management services it provides to the Fund. The Shareholder Servicing Agreement provides for a monthly fee paid to the Advisor at an annual rate of 0.10% of the average daily net assets of the Fund attributable to Investor Class shares. Shareholder servicing fees payable for the Fund as of April 30, 2014 were $12,064.
 
The Fund has entered into agreements with various brokers, dealers, and financial intermediaries in connection with the sale of shares of the Fund.  The agreements provide for periodic payments by the Fund to the brokers, dealers, and financial intermediaries for providing certain shareholder maintenance services (sub-transfer agent expenses).  These shareholder services include the pre-processing and quality control of new accounts, shareholder correspondence, answering customer inquiries regarding account status, and facilitating shareholder telephone transactions. Fees paid by the Fund to various brokers, dealers, and financial intermediaries for the six months ended April 30, 2014 were $50,608.
 
U.S. Bancorp Fund Services, LLC (“USBFS”) provides the Fund with administrative, fund accounting, and transfer agent services, including all regulatory reporting, and necessary office equipment and personnel.  As administrator, USBFS prepares various federal and state regulatory filings, reports, and returns for the Fund; prepares reports and materials to be supplied to the Board; monitors the activities of the Fund’s custodian, transfer agent, and accountants; and coordinates the preparation and payment of the Fund’s expenses and reviews the Fund’s expense accruals. Fees paid to USBFS for the six months ended April 30, 2014 were $144,106.
 
USBFS has voluntarily waived all or a portion of its fees allocated to the Institutional Class shares of the Fund.  The administration fees voluntarily waived by USBFS during the six months ended April 30, 2014 were $422.
 
U.S. Bank, N.A., an affiliate of USBFS, serves as the Fund’s custodian.  Quasar Distributors, LLC acts as the Fund’s principal underwriter in a continuous public offering of the Fund’s shares.  Quasar Distributors, LLC is an affiliate of USBFS and U.S. Bank, N.A.
 
 
6).  LINE OF CREDIT
 
The Fund has a line of credit with the other funds in the Hennessy Funds family of funds (the “Hennessy Funds”) in the amount of the lesser of (i) $100,000,000 or (ii) 33.33% of each Hennessy Fund’s net assets, or 30% for the Hennessy Gas Utility Index Fund and 10% for the Hennessy Balanced Fund, intended to provide short-term financing, if necessary, subject to certain restrictions, in connection with shareholder redemptions. The credit facility is with the Hennessy Funds’ custodian bank, U.S. Bank, N.A.  Borrowings under this arrangement bear interest at the bank’s prime rate. During the six months ended April 30, 2014, the Fund did not have any borrowings outstanding under the line of credit.
 

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
27

 

7).  FEDERAL TAX INFORMATION
 
As of October 31, 2013, the Fund’s most recent fiscal year end, the components of accumulated earnings (losses) for income tax purposes for the Fund were as follows:
 
 
Cost of investments for tax purposes
  $ 114,439,789  
 
Gross tax unrealized appreciation
  $ 31,694,757  
 
Gross tax unrealized depreciation
    (1,266,680 )
 
Net tax unrealized appreciation/depreciation
  $ 30,428,077  
 
Undistributed ordinary income
  $ 904,159  
 
Undistributed long-term capital gains
     
 
Total distributable earnings
  $ 904,159  
 
Other accumulated gain (loss)
  $ (12,049,305 )
 
Total accumulated gain (loss)
  $ 19,282,931  
 
The difference between book-basis and tax-basis unrealized appreciation is attributable primarily to capital loss carry overs, wash sales, and partnership adjustments.
 
At October 31, 2013, the Fund’s most recent fiscal year end, the Fund had capital loss carryforwards that expire as follows:
 
 
$12,049,003
10/31/17
 
During the year ended October 31, 2013, the Fund’s most recent fiscal year end, the capital loss carry forwards utilized for the Fund were $17,419,429.
 
Capital losses sustained in the year ended October 31, 2012 and in future taxable years will not expire and may be carried over by the Fund without limitation; however, they will retain the character of the original loss. Furthermore, any losses incurred during those taxable years will be required to be utilized prior to the losses incurred in the pre-enactment taxable years. As a result of this ordering rule, pre-enactment capital loss carryforwards may be more likely to expire unused. Under pre-enactment law, capital losses could be carried forward for eight years, and carried forward as short-term capital losses, irrespective of the character of the original loss.
 
At October 31, 2013, the Fund did not defer, on a tax basis, any post-December late year ordinary loss deferrals or post-December loss deferrals.
 
The tax character of distributions paid during fiscal year 2014 (year-to-date) and fiscal year 2013 for the Fund were as follows:
 
     
Six Months Ended
   
Year Ended
 
     
April 30, 2014
   
October 31, 2013
 
 
Ordinary income
  $ 1,144,515     $ 1,438,863  
 
Long-term capital gain
           
      $ 1,144,515     $ 1,438,863  

 
 
 
 

HENNESSYFUNDS.COM
 
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Expense Example (Unaudited)
April 30, 2014

 
As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments, reinvested dividends, or other distributions; redemption fees; and exchange fees; and (2) ongoing costs, including management fees; service fees; and other Fund 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 Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period from November 1, 2013 through April 30, 2014.
 
 
Actual Expenses
The first line of the table below under the “Investor Class” and “Institutional Class” headings provides information about actual account values and actual expenses. Although the Fund charges no sales loads or transaction fees, you will be assessed fees for outgoing wire transfers, returned checks and stop payment orders at prevailing rates charged by U.S. Bancorp Fund Services, LLC, the Fund’s transfer agent.  If you request that a redemption be made by wire transfer, currently a $15.00 fee is charged by the Fund’s transfer agent. IRA accounts will be charged a $15.00 annual maintenance fee. The example below includes, but is not limited to, management fees, shareholder servicing fees, fund accounting, custody, and transfer agent fees.  However, the example below does not include portfolio trading commissions and related expenses, and other extraordinary expenses as determined under generally accepted accounting principles.  You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line of the table under the “Investor Class” and “Institutional Class” headings in the column entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.
 
 
Hypothetical Example for Comparison Purposes
The second line of the table below under the “Investor Class” and “Institutional Class” headings provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratios 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 your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads), or exchange fees. Therefore, the second line of the table under the “Investor Class” and “Institutional Class” headings 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.

 
 

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
29

 


     
Expenses Paid
 
Beginning
Ending
During Period(1)
 
Account Value
Account Value
November 1, 2013 –
 
November 1, 2013
April 30, 2014
April 30, 2014
Investor Class
     
       
Actual
$1,000.00
$1,075.70
$6.74
       
Hypothetical (5% return
     
  before expenses)
$1,000.00
$1,018.30
$6.56
       
Institutional Class
     
       
Actual
$1,000.00
$1,077.70
$5.05
       
Hypothetical (5% return
     
  before expenses)
$1,000.00
$1,019.93
$4.91

 
(1)
Expenses are equal to the Fund’s annualized expense ratio of 1.31% for Investor Class shares or 0.98% for Institutional Class shares, as applicable, multiplied by the average account value over the period, multiplied by 181/365 days (to reflect one-half year period).



 
 
 
 
 
 
 
 
 
 

 

HENNESSYFUNDS.COM
 
30

 

Proxy Voting
 
A description of the policies and procedures the Fund uses to determine how to vote proxies relating to portfolio securities is available without charge: (1) by calling 1-800-966-4354; (2) on the Hennessy Funds’ website at hennessyfunds.com; or (3) on the U.S. Securities and Exchange Commission’s (the “SEC”) website at www.sec.gov. The Fund’s proxy voting record is available on both the Hennessy Funds’ website at hennessyfunds.com and the SEC’s website at www.sec.gov no later than August 31 for the prior 12 months ending June 30.
 
 
Quarterly Filings on Form N-Q
 
The Fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. The Fund’s Forms N-Q are available on the SEC’s website at www.sec.gov. The Fund’s Forms N-Q may be reviewed and copied at the SEC’s Public Reference Room in Washington, DC and information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330.  Information included in the Fund’s Forms N-Q will also be available upon request by calling 1-800-966-4354.
 
 
Federal Tax Distribution Information
(Unaudited)
 
For the fiscal year ended October 31, 2013, certain dividends paid by the Fund may be subject to a maximum tax rate of 15%, as provided for by the Jobs and Growth Tax Relief Reconciliation Act of 2003.  The percentage of dividends declared from ordinary income designated as qualified dividend income was 100.00%.
 
For corporate shareholders, the percent of ordinary income distributions qualifying for the corporate dividends received deduction for the fiscal year ended October 31, 2013 was 100.00%.
 
The percentage of taxable ordinary income distributions that are designated as short-term capital gain distributions under Section 871(k)(2)(C) of the Internal Revenue Code of 1986, as amended, for the Fund was 0.00%.
 
 
Householding
 
To help keep the Fund’s costs as low as possible, we generally deliver a single copy of most financial reports and prospectuses to shareholders who share an address, even if the accounts are registered under different names. This process, known as “householding,” does not apply to account statements. You may, of course, request an individual copy of a prospectus or financial report at any time. If you would like to receive separate mailings, please call the Administrator at 1-800-261-6950 or 1-414-765-4124 and we will begin individual delivery within 30 days of your request. If your account is held through a financial institution or other intermediary, please contact them directly to request individual delivery.
 






HENNESSY FUNDS                                                                                                        1-800-966-4354
 
31

 

Board Approval of Investment Advisory
Agreements
 
At its meeting on March 3, 2014, the Board of Trustees of the Fund (the “Board”) unanimously approved the continuation of the investment advisory agreement and sub-advisory agreement of the Fund.
 
The Board reviewed a number of documents, including a memorandum provided by outside legal counsel that described the fiduciary duties of the Board with respect to approving the continuance of the investment advisory and sub-advisory agreements and the relevant factors for consideration, a memorandum from the Advisor that listed each of the relevant factors and the documents provided to help the Board assess each such factor, the Advisor’s most recent Form 10-K and 10-Q, the Advisor’s Form ADV Part I, a document that listed the range of services provided by the Advisor for the Fund, a written discussion of economies of scale, a completed questionnaire from the sub-advisor, the sub-advisor’s Form ADV Parts I and II, copies of the advisory and sub-advisory agreements, a fund fact sheet, and peer expense and performance comparisons.  The Board considered and discussed numerous factors, including the following:
 
 
The Board considered the services identified below that are provided by the Advisor and the sub-advisor:
 
   
The Advisor oversees the sub-advisor for the Fund. The sub-advisor acts as the portfolio manager to the Fund, managing the composition of the portfolio of the Fund, including the purchase, retention, and disposition of portfolio securities in accordance with the Fund’s investment objectives, policies, and restrictions.
 
   
The Advisor performs daily reconciliations of portfolio positions and cash for the Fund.
 
   
The Advisor oversees the use of soft dollars for the Fund.
 
   
The Advisor monitors compliance by the Fund with its investment objectives and restrictions.
 
   
The Advisor monitors compliance with federal securities laws and performs activities such as maintaining a compliance program, conducting ongoing reviews of the compliance programs of the sub-advisor and the Fund’s other service providers, conducting on-site visits to the sub-advisor and the Fund’s other service providers, monitoring incidents of abusive trading practices, reviewing Fund expense accruals, payments, and fixed expense ratios, evaluating insurance providers for fidelity bond coverage and D&O/E&O insurance coverage, conducting employee compliance training, reviewing reports provided by service providers, maintaining books and records, and preparing an annual compliance report to the Board.
 
   
The Advisor oversees service providers that support the Fund in providing fund accounting, fund administration, fund distribution, transfer agency, custodial, sales and marketing, audit, information technology, and legal services.
 
   
The Advisor maintains an in-house public relations and marketing department on behalf of the Fund.
 
   
The Advisor is actively involved with preparing regulatory filings for the Fund.
 
   
The Advisor oversees proxy voting for the Fund.
 
   
The Advisor oversees distribution of the Fund through third-party broker/dealers and independent financial institutions such as Charles Schwab,
 

HENNESSYFUNDS.COM
 
32

 
 
     
Inc., Fidelity, TD Waterhouse, and Pershing. The Advisor participates in “no transaction fee” (“NTF”) programs with these companies on behalf of the Fund, which allows customers to purchase the Fund through third-party distribution channels without paying a transaction fee. The Advisor compensates a number of these third-party providers of NTF programs out of its own revenues and not those of the Fund.
 
   
The Advisor pays the incentive compensation of all of the Fund’s compliance officers and employs other staff such as management executives, legal personnel, marketing personnel, national accounts and distribution personnel, sales personnel, and trading oversight personnel.
 
   
The Advisor prepares or reviews Board materials, frequently presents to the Board or leads Board discussions, prepares or reviews meeting minutes, and arranges for Board training and education.
 
 
The Board compared the performance of the Fund to benchmark indices over various periods of time and concluded that the positive performance of the Fund warranted the continuation of the advisory and sub-advisory agreements.
 
 
The Board reviewed the Fund’s expense ratio and comparable expense ratios for funds comparable to the Fund. The Board used data from Morningstar showing funds similar in asset size and investment objective to the Fund and determined that the expense ratio of the Fund falls within the range of the ratios of other comparable funds and concluded that the expenses of the Fund were reasonable.
 
 
The Board considered the fees charged by the Advisor and the sub-advisor of the Fund to those of funds similar in asset size and investment objective to the Fund and concluded the advisory and sub-advisory fees of the Fund were reasonable and warranted continuation of the advisory and sub-advisory agreements. The Trustees noted that the investment advisory and sub-advisory fees are not adjusted if economies of scale are realized as the Fund grows because many of the expenses incurred to manage the Fund are asset-based fees and thus do not result in material economies of scale being realized as the net assets of the Fund increase.
 
 
The Board considered the profitability of the Advisor and the sub-advisor with respect to the Fund and concluded the profits were reasonable and not excessive when compared to profitability guidelines set forth in relevant court cases.
 
 
The Board considered the high level of professionalism and knowledge of the Advisor’s employees, along with an extremely low level of turnover of the employees of the Advisor, and concluded that this was beneficial to the Fund and its shareholders, as it ensures that the Fund is operated efficiently.
 
All of the factors above were considered separately by the Board, including the Trustees who are not “interested persons” (as defined in the Investment Company Act of 1940, as amended) of the Fund (the “Independent Trustees”) meeting in an executive session. The factors were viewed in their totality by the Board, with no single factor being the principal or determinative factor in the Board’s determination of whether to approve the continuation of the advisory and sub-advisory agreements. Based on the factors discussed above, the Board, including all of the Independent Trustees, recommended continuation of the advisory and sub-advisory agreements.
 




HENNESSY FUNDS                                                                                                        1-800-966-4354
 
33

 

For information, questions or assistance, please call
 
The Hennessy Funds
 
1-800-966-4354 or 1-415-899-1555
 

INVESTMENT ADVISOR
Hennessy Advisors, Inc.
7250 Redwood Blvd., Suite 200
Novato, California 94945

ADMINISTRATOR,
TRANSFER AGENT,
DIVIDEND PAYING AGENT &
SHAREHOLDER SERVICING AGENT
U.S. Bancorp Fund Services, LLC
P.O. Box 701
Milwaukee, Wisconsin 53201-0701

CUSTODIAN
U.S. Bank N.A.
Custody Operations
1555 North River Center Dr., Suite 302
Milwaukee, Wisconsin 53212

TRUSTEES
Neil J. Hennessy
Robert T. Doyle
J. Dennis DeSousa
Gerald P. Richardson

COUNSEL
Foley & Lardner LLP
777 East Wisconsin Avenue
Milwaukee, Wisconsin 53202-5306

INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM
KPMG LLP
777 East Wisconsin Avenue
Milwaukee, Wisconsin 53202-5306

DISTRIBUTOR
Quasar Distributors, LLC
615 East Michigan Street
Milwaukee, Wisconsin 53202
 
 
Hennessy Funds Logo
Investing, Uncomprised Graphic

hennessyfunds.com  |  1-800-966-4354

This report has been prepared for shareholders and may be distributed to
others only if preceded or accompanied by a current prospectus.

 
 
 

 

 
Hennessy Funds Logo

SEMI-ANNUAL REPORT

APRIL 30, 2014




 

HENNESSY TOTAL RETURN FUND
 
Investor Class HDOGX


 
 
 
 
 
 
 
 
Investing, Uncomprised Graphic

hennessyfunds.com | 1-800-966-4354


 
 
 

 
















(This Page Intentionally Left Blank.)
 



















 
 
 

 

Contents
 
 
Letter to Shareholders
2
Performance Overview
4
Financial Statements
 
Schedule of Investments
6
Statement of Assets and Liabilities
10
Statement of Operations
11
Statements of Changes in Net Assets
12
Statement of Cash Flows
13
Financial Highlights
14
Notes to the Financial Statements
16
Expense Example
24
Proxy Voting
26
Quarterly Filings on Form N-Q
26
Federal Tax Distribution Information
26
Householding
26
Board Approval of Investment Advisory Agreement
27




HENNESSY FUNDS                                                                                                        1-800-966-4354
 
 

 
 
June 2014
 
Dear Shareholder:
 

The financial markets have provided strong returns over the past six-months ended April 30, 2014, with the Dow Jones Industrial Average (DJIA) and S&P 500 both returning approximately 8% during the period.  The current valuation metrics of the major indices are solid; for example, the DJIA currently has a price-to-earnings ratio of 15x and a price-to-sales ratio of 1.75x.  The DJIA also has a dividend yield of 2.2%, which is nearly as high as that of a 10-Year U.S. Treasury, which is currently yielding 2.6%.  Investing in high-yielding, high-quality DJIA stocks have the potential to not only provide an income stream but also for stock price appreciation as well.  Fixed income investing has run its course, in my opinion, and many individuals are currently benefiting from the return to investing in equities that possess strong fundamentals.
 
U.S. corporations continue to drive shareholder value by making acquisitions, initiating and raising dividends, investing in internal infrastructure, and buying back stock.  However, lately I have begun to see a shift in those business strategies.  The easier-to-execute acquisitions seem to be a thing of the past, and firms now have to be even more creative to execute accretive deals.  I also believe that while firms may continue to initiate dividends, fewer firms will raise their dividends and fewer firms will participate in stock buyback programs going forward.  So what will these cash-rich companies do with their capital if they are not raising dividends or buying back stock? I believe we will see companies begin to initiate capital expenditure programs.
 
Due to the continuing uncertainty from a lack of clear policies on taxes, healthcare, and regulations, I have observed that corporations would rather wait for clarity from our government leaders and defer any significant changes to their current business models.  Up until this point, there has been no real cost for firms to defer spending their capital as they wait for anticipated guidance on policies that directly affect their businesses.  But, this economic handcuffing from all of this uncertainty has gone on long enough.  I believe there will now be firms who want to improve their margins and will begin spending money to expand their sales, and may even begin to hire.  Once a competitor begins to move in this way, then the cost to defer becomes real for companies.  This movement to expansion may well be a catalyst to propel the financial markets.   I do believe this will be a slow shift, but one that will keep the economy improving, and should, in my opinion, help to generate reasonable market returns over the next few years.
 
With almost $3 trillion in cash sitting on the sidelines, this strategic shift by companies to begin spending their idle capital should help the economic recovery in the U.S.  But that is only one part of the equation.  Washington politics still play a role in how strong that recovery will be.  The national political landscape will change in the next few years, and the future generation of elected officials will be faced with what I believe are fictitious unemployment figures (6.3% reported, when over 20 million Americans are looking for more work or a better job), a sluggish economy, and global competition in business.  The next regime needs to provide real clarity on the issues that face all Americans and American corporations: taxation, regulation, and how to pay for our new healthcare system.  I also believe that our government needs to regard business as a noble profession and to implement common sense and logic in their policy making instead of politics as usual.  As Confucius is quoted as saying, “Life is really simple, but we insist on making it complicated.”
 

HENNESSYFUNDS.COM
 
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I am confident that even with all the hurdles facing corporate America, companies continue to provide good value for their shareholders, and I believe that means the financial markets are in good shape and should remain strong moving forward, I also believe that the next few months may be volatile.  Fads come and go, and the current buzz on the Street is around investing in social media stocks.  I believe that chasing hot products has contributed and will continue to contribute to the volatility of the markets this year.  After over 35 years in the business, I still firmly believe the best way to position your portfolio is by investing in good companies over the long term, rather than trying to buy the next hot idea at exactly the right time.  At Hennessy Funds, hunches and fads have no place in our investment process, and we understand that successful investing comes from time in the market, not timing the market.
 
We remain focused on investing based on proven fundamentals, and we are committed to managing money for the sole benefit of our shareholders.  If you have any questions or want to speak with us directly, please don’t hesitate to call us at (800) 966-4354.
 
Best regards,
 
Neil J. Hennessy Signature
 
Neil J. Hennessy
President and Chief Investment Officer
 

 
 
Past performance does not guarantee future results.
 
Mutual fund investing involves risk.  Principal loss is possible.
 
Opinions expressed are those of Neil Hennessy and are subject to change, are not guaranteed and should not be considered investment advice.
 
The Dow Jones Industrial Average and S&P 500 are unmanaged indices commonly used to measure the performance of U.S. stocks.  One cannot invest directly in an index.
 
Price-to-sales ratio and price-to-earnings ratio are tools for calculating relative valuation.  Price-to-sales ratio is calculated by dividing the market price by revenue per share.  Price-to-earnings ratio is the market price per share divided by earnings per share.
 


HENNESSY FUNDS                                                                                                        1-800-966-4354
 
3

 

Performance Overview (Unaudited)
 
 
The opinions expressed in the following commentary reflect those of the Portfolio Managers as of the date written. Any such opinions are subject to change based on market or other conditions and are not guaranteed. These opinions may not be relied upon as investment advice. Investment decisions for the Fund are based on several factors, and may not be relied upon as an indication of trading intent on behalf of the Fund. Security positions can and do change.
 
AVERAGE ANNUAL TOTAL RETURN PERIODS ENDED APRIL 30, 2014
 
 
Six
One
Five
Ten
 
Months(1)
Year
Years
Years
Hennessy Total
       
  Return Fund (HDOGX)
5.34%
  8.34%
15.40%
5.42%
75/25 Blended DJIA/Treasury Index(2)
5.95%
10.79%
13.67%
6.33%
Dow Jones Industrial Average
7.90%
14.44%
18.32%
7.68%
 
Expense ratio: 1.37%
 
Performance data quoted represents past performance; past performance does not guarantee future results. The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost.  Current performance of the Fund may be lower or higher than the performance quoted. Performance data current to the most recent month end may be obtained by visiting hennessyfunds.com.
 
The expense ratio presented is from the most recent prospectus.
 
(1)
Periods less than one year are not annualized.
(2)
The 75/25 Blended DJIA/Treasury Index consists of 75% common stocks represented by the Dow Jones Industrial Average and 25% short-duration Treasury securities represented by the BofA Merrill Lynch 90-day Treasury Bill Index.
 
 
PERFORMANCE NARRATIVE

Portfolio Manager, Neil Hennessy, and Co-Portfolio Manager, Brian Peery
 
Over the previous six months, how did the Fund perform and what factors contributed to this performance?
 
For the six-month period ended April 30, 2014, the Hennessy Total Return Fund returned 5.34%, underperforming the 75/25 Blended DJIA/Treasury Index, the Dow Jones Industrial Average, and the Morningstar Large Value Category Average, which returned 5.95%, 7.90%, and 8.14% for the same period, respectively.
 
While the Fund’s roughly 25% weighting in U.S. Treasuries was a detriment to overall performance compared to its equity benchmarks, the Fund’s relative underperformance compared to the 75/25 Blended DJIA/Treasury Index was due to stock selection.
 
During the six-month period ended April 30, 2014, 15 of the Fund’s 18 equity positions had positive returns, with only Verizon Communication, Inc., Hewlett-Packard Company, and Kraft Foods Group, Inc. posting negative returns.  Although Hewlett-Packard Company and Kraft Foods Group, Inc. are no longer members of the Dow Jones Industrial Average, both stocks remained in the Fund’s portfolio until the Fund was rebalanced.  When the portfolio was rebalanced, the newest “Dogs of the Dow” stocks replaced those stocks no longer in the index.
 
While the Fund’s portfolio may underperform its benchmarks in periods where equities rise sharply, the strategy aims to capture near market returns with a lower risk

HENNESSYFUNDS.COM
 
4

 

profile, since only approximately 75% of the Fund’s assets are invested in equities.  Conversely, if equity markets were to fall sharply, we would expect the Fund to perform better than its equity benchmarks due to its approximately 25% exposure to short-term U.S. Treasuries that are held to maturity.  Ultimately, the overall goal of this portfolio is to capture near-market upside performance while mitigating some of the potential market downside risk.
 
Additional Portfolio Manager commentary and related investment outlook:
 
We continue to believe that the Dow Jones Industrial Average stocks, and in particular the stocks comprising the high dividend- yielding “Dogs of the Dow” (the methodology employed within the Fund), provide an excellent way to gain equity exposure to the markets.  With U.S. Treasury yields still trading near historic lows, many investors are seeking high quality, dividend-paying companies as a means of potentially generating current income.  We believe that the rotation out of bonds and into equities, where investors have historically received higher yields as well as the potential for capital appreciation, should continue.
 
As the market reaches new highs and investors become more wary of a potential pullback, we believe that a trend of moving some money away from more risky asset classes and into the perceived “safety” of very large dividend-paying companies will prevail.  We believe the Fund is well positioned for the more moderately conservative investor as the equity portion of the portfolio holds what we would deem to be high quality, high dividend-paying companies, while the short duration of the Treasury component (all less than three months) will allow us the ability to roll into higher yielding treasuries in the event yields continue to rise.
 

The 75/25 Blended DJIA/Treasury Index consists of 75% common stocks represented by the Dow Jones Industrial Average and 25% short-duration Treasury securities represented by the BofA Merrill Lynch 90-day U.S. Treasury Bill Index.  The Dow Jones Industrial Average is an unmanaged index commonly used to measure the performance of U.S. stocks.  The BofA Merrill Lynch 90-day U.S. Treasury Bill Index is an unmanaged index of Treasury securities maturing in 90 days.  You cannot invest directly in an index.  Performance data for an index does not reflect any deductions for fees, expenses or taxes.  The Fund is non-diversified, meaning it concentrates its assets in fewer individual holdings than a diversified fund and is therefore more exposed to individual stock volatility than a diversified fund.  The Fund’s portfolio is rebalanced annually in accordance with its strategy, which may result in the elimination of better performing assets from the Fund’s investments and increases in investments with relatively lower total return.  References to specific securities should not be considered a recommendation to buy or sell any security.  Fund holdings and sector allocations are subject to change.  Please refer to the Schedule of Investments included in this report for additional portfolio information.
 
Each Morningstar category average represents a universe of funds with similar investment objectives.  © Morningstar, Inc.  All Rights Reserved.  The information contained herein: 1) is proprietary to Morningstar; 2) may not be copied or distributed and 3) is not warranted to be accurate, complete or timely.  Neither Morningstar nor its content providers are responsible for any damages or losses arising from any use of this information.  Past performance does not guarantee future results.
 


HENNESSY FUNDS                                                                                                        1-800-966-4354
 
5

 

Schedule of Investments
 


HENNESSY TOTAL RETURN FUND
 
As of April 30, 2014 (Unaudited)
(% of Net Assets)
 


 

 
 
TOP TEN HOLDINGS
% NET ASSETS
 
U.S. Treasury Bill, 0.030%, 07/24/2014
26.83%
 
U.S. Treasury Bill, 0.050%, 06/26/2014
21.00%
 
U.S. Treasury Bill, 0.015%, 05/22/2014
15.17%
 
Merck & Co., Inc.
8.28%
 
Intel Corp.
7.43%
 
AT&T, Inc.
7.22%
 
Chevron Corp.
7.22%
 
Pfizer, Inc.
7.18%
 
McDonald’s Corp.
7.06%
 
Verizon Communications, Inc.
6.81%


 
 
Note:  For presentation purposes, the Fund has grouped some of the industry categories.  For purposes of categorizing securities for compliance with Section 8(b)(1) of the Investment Company Act of 1940, the Fund uses more specific industry classifications.
 


HENNESSYFUNDS.COM
 
6

 
 
 
COMMON STOCKS – 74.40%
 
Number
         
% of
 
     
of Shares
   
Value
   
Net Assets
 
 
Consumer Discretionary – 7.06%
                 
 
McDonald’s Corp.
    59,700     $ 6,052,386       7.06 %
                           
 
Consumer Staples – 6.39%
                       
 
Procter & Gamble Co.
    54,000       4,457,700       5.20 %
 
The Coca-Cola Co.
    25,100       1,023,829       1.19 %
                5,481,529       6.39 %
                           
 
Energy – 7.22%
                       
 
Chevron Corp.
    49,300       6,188,136       7.22 %
                           
 
Financials – 0.35%
                       
 
J.P. Morgan Chase & Co.
    5,300       296,694       0.35 %
                           
 
Health Care – 16.09%
                       
 
Johnson & Johnson
    5,300       536,837       0.63 %
 
Merck & Co., Inc.
    121,200       7,097,472       8.28 %
 
Pfizer, Inc.
    196,800       6,155,904       7.18 %
                13,790,213       16.09 %
                           
 
Industrials – 6.42%
                       
 
General Electric Co.
    204,700       5,504,383       6.42 %
                           
 
Information Technology – 12.91%
                       
 
Cisco Systems, Inc.
    66,200       1,529,882       1.79 %
 
Intel Corp.
    238,700       6,370,903       7.43 %
 
Microsoft Corp.
    78,300       3,163,320       3.69 %
                11,064,105       12.91 %
                           
 
Materials – 3.93%
                       
 
EI Du Pont de Nemours & Co.
    50,100       3,372,732       3.93 %
                           
 
Telecommunication Services – 14.03%
                       
 
AT&T, Inc.
    173,400       6,190,380       7.22 %
 
Verizon Communications, Inc.
    124,900       5,836,577       6.81 %
                12,026,957       14.03 %
 
Total Common Stocks
                       
 
  (Cost $50,187,041)
            63,777,135       74.40 %
 

 

The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
7

 
 
 
SHORT-TERM INVESTMENTS – 65.55%
 
Number of Shares/
         
% of
 
     
Par Amount
   
Value
   
Net Assets
 
 
Money Market Funds – 2.55%
                 
 
Fidelity Government Portfolio –
                 
 
  Institutional Class, 0.01% (a)
    2,184,782     $ 2,184,782       2.55 %
                           
 
Total Money Market Funds
                       
 
  (Cost $2,184,782)
            2,184,782       2.55 %
                           
 
U.S. Treasury Bills – 63.00%
                       
 
0.015%, 05/22/2014 (b)(c)
    13,000,000       12,999,697       15.17 %
 
0.050%, 06/26/2014 (b)(c)
    18,000,000       17,998,880       21.00 %
 
0.030%, 07/24/2014 (b)(c)
    23,000,000       22,999,402       26.83 %
                           
 
Total U.S. Treasury Bills
                       
 
  (Cost $53,997,773)
            53,997,979       63.00 %
                           
 
Total Short-Term Investments
                       
 
  (Cost $56,182,555)
            56,182,761       65.55 %
                           
 
Total Investments
                       
 
  (Cost $106,369,596) – 139.95%
            119,959,896       139.95 %
 
Liabilities in Excess
                       
 
  of Other Assets – (39.95)%
            (34,242,078 )     (39.95 )%
 
TOTAL NET ASSETS – 100.00%
          $ 85,717,818       100.00 %
 
Percentages are stated as a percent of net assets.

(a)
The rate listed is the fund’s 7-day yield as of April 30, 2014.
(b)
The rate listed is discount rate at issue.
(c)
Held as collateral for reverse repurchase agreements.
 
 
 
 
 

 

The accompanying notes are an integral part of these financial statements.

HENNESSYFUNDS.COM
 
8

 

Summary of Fair Value Exposure at April 30, 2014
 
The following is a summary of the inputs used to value the Fund’s net assets as of April 30, 2014 (See Note 3 in the accompanying notes to the financial statements):
 
Common Stock
 
Level 1
   
Level 2
   
Level 3
   
Total
 
Consumer Discretionary
  $ 6,052,386     $     $     $ 6,052,386  
Consumer Staples
    5,481,529                   5,481,529  
Energy
    6,188,136                   6,188,136  
Financials
    296,694                   296,694  
Health Care
    13,790,213                   13,790,213  
Industrials
    5,504,383                   5,504,383  
Information Technology
    11,064,105                   11,064,105  
Materials
    3,372,732                   3,372,732  
Telecommunication Services
    12,026,957                   12,026,957  
Total Common Stock
  $ 63,777,135     $     $     $ 63,777,135  
Short-Term Investments
                               
Money Market Funds
  $ 2,184,782     $     $     $ 2,184,782  
U.S. Treasury Bills
          53,997,979             53,997,979  
Total Short-Term Investments
  $ 2,184,782     $ 53,997,979     $     $ 56,182,761  
Total Investments
  $ 65,961,917     $ 53,997,979     $     $ 119,959,896  

Transfers between levels are recognized at the end of the reporting period. During the six-month period ended April 30, 2014, the Fund recognized no transfers between levels.
 
Reverse repurchase agreements are carried at face value; hence, they are not included in the fair valuation hierarchy.  The face value of the reverse repurchase agreements at April 30, 2014 was $34,181,000.  Due to the short-term nature of the reverse repurchase agreements, face value approximates fair value.  The face value plus interest due at maturity is equal to $34,202,363.
 
Schedule of Reverse Repurchase Agreements
 
           
Principal
Maturity
 
Maturity
 
Face Value
 
Counterparty
 
Rate
Trade Date
Date
 
Amount
 
$ 8,995,000  
Jefferies, LLC
  0.25%
2/20/14
5/22/14
  $ 9,000,622  
  10,794,000  
Jefferies, LLC
  0.25%
3/27/14
6/26/14
    10,800,746  
  14,392,000  
Jefferies, LLC
  0.25%
4/24/14
7/24/14
    14,400,995  
$ 34,181,000                 $ 34,202,363  

 
As of April 30, 2014, the fair value of securities held as collateral for reverse repurchase agreements was $53,997,979 as noted on the Schedule of Investments.
 



The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
9

 
Financial Statements
 
Statement of Assets and Liabilities as of April 30, 2014 (Unaudited)
 
ASSETS:
     
Investments in securities, at value (cost $106,369,596)
  $ 119,959,896  
Dividends and interest receivable
    182,150  
Receivable for fund shares sold
    18,381  
Prepaid expenses and other assets
    12,662  
Total Assets
    120,173,089  
         
LIABILITIES:
       
Payable for fund shares redeemed
    97,378  
Payable to advisor
    42,046  
Payable to administrator
    28,079  
Payable to auditor
    12,337  
Accrued distribution fees
    42,302  
Accrued service fees
    7,008  
Reverse repurchase agreement
    34,181,000  
Accrued interest payable
    5,465  
Accrued trustees fees
    3,295  
Accrued expenses and other payables
    36,361  
Total Liabilities
    34,455,271  
NET ASSETS
  $ 85,717,818  
         
NET ASSETS CONSIST OF:
       
Capital stock
  $ 70,680,595  
Accumulated net investment income
    97,646  
Accumulated net realized gain on investments
    1,349,277  
Unrealized net appreciation on investments
    13,590,300  
Total Net Assets
  $ 85,717,818  
         
NET ASSETS
       
Investor Class:
       
Shares authorized (no par value)
 
Unlimited
 
Net assets applicable to outstanding Investor Class shares
    85,717,818  
Shares issued and outstanding
    5,726,933  
Net asset value, offering price and redemption price per share
  $ 14.97  
 

 

The accompanying notes are an integral part of these financial statements.

HENNESSYFUNDS.COM
 
10

 

Financial Statements
 
Statement of Operations Six Months Ended April 30, 2014 (Unaudited)
 
INVESTMENT INCOME:
     
Dividend income
  $ 1,154,783  
Interest income
    10,102  
Total investment income
    1,164,885  
         
EXPENSES:
       
Investment advisory fees
    261,882  
Administration, fund accounting, custody and transfer agent fees
    87,294  
Distribution fees – Investor Class (See Note 5)
    65,470  
Service fees – Investor Class (See Note 5)
    43,647  
Sub-transfer agent expenses – Investor Class (See Note 5)
    40,423  
Interest expense (See Notes 6 and 8)
    39,891  
Federal and state registration fees
    14,303  
Compliance expense
    10,655  
Audit fees
    10,315  
Reports to shareholders
    6,248  
Trustees’  fees and expenses
    4,959  
Legal fees
    2,481  
Other expenses
    6,283  
Total expenses
    593,851  
NET INVESTMENT INCOME
  $ 571,034  
         
REALIZED AND UNREALIZED GAINS:
       
Net realized gain on investments
  $ 3,598,799  
Change in unrealized appreciation on investments
    274,796  
Net gain on investments
    3,873,595  
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS
  $ 4,444,629  

 

 
The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
11

 

Financial Statements
 
Statements of Changes in Net Assets
 
   
Six Months Ended
       
   
April 30, 2014
   
Year Ended
 
   
(Unaudited)
   
October 31, 2013
 
OPERATIONS:
           
Net investment income
  $ 571,034     $ 945,157  
Net realized gain on securities
    3,598,799       4,930,184  
Change in unrealized appreciation on securities
    274,796       4,920,747  
Net increase in net assets resulting from operations
    4,444,629       10,796,088  
                 
DISTRIBUTIONS TO SHAREHOLDERS FROM:
               
Net investment income
               
Investor Class
    (539,805 )     (957,145 )
Total distributions
    (539,805 )     (957,145 )
                 
CAPITAL SHARE TRANSACTIONS:
               
Proceeds from shares subscribed – Investor Class
    3,312,735       21,431,210  
Dividends reinvested – Investor Class
    502,323       873,732  
Cost of shares redeemed – Investor Class
    (12,243,186 )     (19,573,550 )
Net increase (decrease) in net assets
               
  derived from capital share transactions
    (8,428,128 )     2,731,392  
TOTAL INCREASE (DECREASE) IN NET ASSETS
    (4,523,304 )     12,570,335  
                 
NET ASSETS:
               
Beginning of period
    90,241,122       77,670,787  
End of period
  $ 85,717,818     $ 90,241,122  
Undistributed net investment income, end of period
  $ 97,646     $ 66,417  
                 
CHANGES IN SHARES OUTSTANDING:
               
Shares sold – Investor Class
    228,487       1,551,829  
Shares issued to holders as
               
  reinvestment of dividends – Investor Class
    34,119       64,334  
Shares redeemed – Investor Class
    (844,478 )     (1,451,726 )
Net increase (decrease) in shares outstanding
    (581,872 )     164,437  

 

 
The accompanying notes are an integral part of these financial statements.

HENNESSYFUNDS.COM
 
12

 

Financial Statements
 
Statement of Cash Flows For the Six Months Ended April 30,2014 (Unaudited)
 
Cash Flows From Operating Activities:
     
Net increase in net assets from operations
  $ 4,444,629  
Adjustments to reconcile net increase in net assets from
       
  operations to net cash provided by operating activities:
       
Purchase of investment securities
    (61,729,784 )
Proceeds on sale of securities
    70,210,794  
Increase in other receivables, net
    (14,415 )
Decrease in other assets
    4,895  
Decrease in accrued expenses and other payables
    (64,604 )
Net accretion of discount on securities
    (9,987 )
Net realized gain on investments
    (3,598,799 )
Unrealized appreciation on securities
    (274,796 )
Net cash provided by operating activities
  $ 8,967,933  
         
Cash Flows From Financing Activities:
       
Increase in reverse repurchase agreements
  $  
Proceeds on shares sold
    3,312,735  
Payment on shares repurchased
    (12,243,186 )
Cash dividends paid, net of dividends reinvested
    (37,482 )
Net cash used in financing activities
  $ (8,967,933 )
         
Cash at beginning of period
     
Cash at end of period
     
Net increase (decrease) in cash
  $  
         
Cash paid for interest
  $ 44,553  

 
 

 
The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
13

 

Financial Highlights
 
Hennessy Total Return Fund
 
For an Investor Class share outstanding throughout each period

   
Six Months Ended
 
   
April 30, 2014
 
   
(Unaudited)
 
PER SHARE DATA:
     
Net asset value, beginning of period
  $ 14.30  
         
Income from investment operations:
       
Net investment income
    0.10  
Net realized and unrealized gains (losses) on securities
    0.66  
Total from investment operations
    0.76  
         
Less distributions:
       
Dividends from net investment income
    (0.09 )
Total distributions
    (0.09 )
Net asset value, end of period
  $ 14.97  
         
TOTAL RETURN
    5.34 %(1)
         
SUPPLEMENTAL DATA AND RATIOS:
       
Net assets, end of period (millions)
  $ 85.72  
Gross ratio of expenses, including interest expense, to average net assets
    1.36 %(2)
Ratio of interest expense to average net assets
    0.09 %(2)
Net ratio of expenses, excluding interest expense, to average net assets
    1.27 %(2)
Ratio of net investment income to average net assets
    1.31 %(2)
Portfolio turnover rate
    10 %(1)














(1)
Not annualized.
(2)
Annualized.


The accompanying notes are an integral part of these financial statements.

HENNESSYFUNDS.COM
 
14

 


 
 


Year Ended October 31,
 
2013
   
2012
   
2011
   
2010
   
2009
 
                           
$ 12.64     $ 11.47     $ 10.57     $ 9.10     $ 9.22  
                                     
                                     
  0.16       0.18       0.18       0.16       0.18  
  1.66       1.17       0.89       1.48       (0.14 )
  1.82       1.35       1.07       1.64       0.04  
                                     
                                     
  (0.16 )     (0.18 )     (0.17 )     (0.17 )     (0.16 )
  (0.16 )     (0.18 )     (0.17 )     (0.17 )     (0.16 )
$ 14.30     $ 12.64     $ 11.47     $ 10.57     $ 9.10  
                                     
  14.49 %     11.78 %     10.22 %     18.09 %     0.69 %
                                     
                                     
$ 90.24     $ 77.67     $ 64.13     $ 69.08     $ 52.38  
  1.37 %     1.37 %     1.34 %     1.33 %     1.56 %
  0.10 %     0.08 %     0.10 %     0.08 %     0.29 %
  1.27 %     1.29 %     1.24 %     1.25 %     1.27 %
  1.16 %     1.44 %     1.56 %     1.62 %     2.12 %
  31 %     22 %     21 %     41 %     41 %

 
 
 

 
The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
15

 

Notes to the Financial Statements
April 30, 2014 (Unaudited)

 
1).  ORGANIZATION
 
The Hennessy Total Return Fund (the “Fund”) is a series of Hennessy Funds Trust (the “Trust”), which was organized as a Delaware statutory trust on September 17, 1992.  The Fund is an open-end management investment company registered under the Investment Company Act of 1940, as amended.  The Fund is a successor to a fund with the same name (the “Predecessor Fund”) that was a series of The Hennessy Funds, Inc., a Maryland corporation, pursuant to a reorganization that took place after the close of business on February 28, 2014.  Prior to February 28, 2014, the Fund had no investment operations.  As a result of the reorganization, holders of the Investor Class shares of the Predecessor Fund received Investor Class shares of the Fund (the Investor Class shares of the Fund are the successor to the accounting and performance information of the Predecessor Fund).  The investment objective of the Fund is total return, consisting of capital appreciation and current income.  The Fund is a non-diversified fund.
 
The Fund offers Investor Class shares. Prior to October 26, 2012, the Investor Class shares were known as Original Class shares.
 
 
2).  SIGNIFICANT ACCOUNTING POLICIES
 
The following is a summary of significant accounting policies consistently followed by the Fund in the preparation of the financial statements. These policies are in conformity with U.S. generally accepted accounting principles (“GAAP”).
 
a).
Investment Valuation – All investments in securities are recorded at their estimated fair value, as described in Note 3.
 
b).
Federal Income Taxes – Provision for Federal income taxes or excise taxes has not been made since the Fund has elected to be taxed as a “regulated investment company” and intends to distribute substantially all of its taxable income to its shareholders and otherwise comply with the provisions of the Internal Revenue Code of 1986, as amended, applicable to regulated investment companies. Net investment income or loss and realized gains and losses for federal income tax purposes may differ from that reported on the financial statements because of temporary book and tax basis differences. Temporary differences are primarily the result of the treatment of wash sales for tax reporting purposes. Distributions from net realized gains for book purposes may include short-term capital gains, which are included as ordinary income to shareholders for tax purposes.
 
c).
Income and Expenses – Dividend income is recognized on the ex-dividend date or as soon as information is available to the Fund. Interest income, which includes the amortization of premium and accretion of discount, is recognized on an accrual basis. The Fund is charged for those expenses that are directly attributable to the portfolio, such as advisory, administration, and certain shareholder service fees.
 
d).
Distributions to Shareholders – Dividends from net investment income for the Fund, if any, are declared and paid out on a calendar quarter basis.  Distributions of net realized capital gains, if any, are declared and paid annually, usually in November or December.
 
e).
Security Transactions – Investment and shareholder transactions are recorded on the trade date. The Fund determines the gain or loss realized from the investment
 

HENNESSYFUNDS.COM
 
16

 
 
 
transactions by comparing the original cost of the security lot sold with the net sale proceeds. Discounts and premiums on securities purchased are accreted/amortized over the life of the respective security.
 
f).
Use of Estimates – The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported change in net assets during the reporting period. Actual results could differ from those estimates.
 
g).
Share Valuation – The net asset value (“NAV”) per share of the Fund is calculated by dividing the sum of the value of the securities held by the Fund, plus cash or other assets, minus all liabilities (including estimated accrued expenses) by the total number of shares outstanding for the Fund, rounded to the nearest cent. The Fund’s shares will not be priced on days the New York Stock Exchange is closed for trading. The offering and redemption price per share for the Fund is equal to the Fund’s net asset value per share.
 
h).
Foreign Currency – Values of investments denominated in foreign currencies, if any, are converted into U.S. dollars using the spot market rate of exchange at the time of valuation.  Purchases and sales of investments and income are translated into U.S. dollars using the spot market rate of exchange prevailing on the respective dates of such transactions.  The Fund does not isolate the portion of the results of operations resulting from fluctuations in foreign exchange rates on investments from fluctuations resulting from changes in the market prices of securities held.  Such fluctuations are included with the net realized and unrealized gain or loss on investments.  Foreign investments present additional risks due to currency fluctuations, economic and political factors, lower liquidity, government regulations, differences in accounting standards, and other factors.
 
i).
Forward Contracts – The Fund may enter into forward currency contracts to reduce its exposure to changes in foreign currency exchange rates on its foreign holdings and to lock in the U.S. dollar cost of firm purchase and sale commitments for securities denominated in foreign currencies.  A forward currency contract is a commitment to purchase or sell a foreign currency at a future date at a negotiated forward rate.  The gain or loss arising from the difference between the U.S. dollar cost of the original contract and the value of the foreign currency in U.S. dollars upon closing of such contract is included in net realized gain or loss from foreign currency transactions.  During the six months ended April 30, 2014, the Fund did not enter into any forward contracts.
 
j).
Repurchase Agreements – The Fund may enter into repurchase agreements with member banks or security dealers of the Federal Reserve Board whom the investment advisor deems creditworthy. The repurchase price generally equals the price paid by the Fund plus interest negotiated on the basis of current short-term rates.
 
 
Securities pledged as collateral for repurchase agreements are held by the custodian bank until the respective agreements mature. Provisions of the repurchase agreements ensure that the market value of the collateral, including accrued interest thereon, is sufficient in the event of default of the counterparty. If the counterparty defaults and the value of the collateral declines or if the counterparty enters an insolvency proceeding, realization of the collateral by the Fund may be delayed or limited.
 
k).
Accounting for Uncertainty in Income Taxes – The Fund has adopted accounting policies regarding recognition and measurement of tax positions taken or expected to be taken on a tax return.  The Fund has reviewed all open tax years in major jurisdictions and concluded that there is no impact on the Fund’s net assets and no tax liability
 

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
17

 
 
 
resulting from unrecognized tax benefits relating to uncertain income tax positions taken or expected to be taken on a tax return.  The Fund’s major tax jurisdictions are U.S. Federal and Delaware.  As of April 30, 2014, open Federal and state tax years for the Fund include the tax years ended October 31, 2011 through 2013.
 
l).
Derivatives – The Fund may invest in, or enter into, derivatives, such as options, futures contracts, options on futures contracts, and swaps, for a variety of reasons, including to hedge certain risks, to provide a substitute for purchasing or selling particular securities, or to increase potential income gain.  Derivatives may provide a cheaper, quicker, or more specifically focused way for a Fund to invest than “traditional” securities would.  The main purpose of utilizing these derivative instruments is for hedging purposes.
 
 
The Fund has adopted the financial accounting reporting rules as required by the Derivatives and Hedging Topic of the Financial Accounting Standards Board Accounting Standards Codification. Under such rules, the Fund is required to include enhanced disclosure that enables investors to understand how and why an entity uses derivatives, how derivatives are accounted for, and how derivatives instruments affect an entity’s results of operations and financial position. During the six months ended April 30, 2014, the Fund did not hold any derivative instruments.
 
m).
Offsetting Assets and Liabilities – The Fund has adopted financial reporting rules regarding offsetting assets and liabilities and related netting arrangements to enable users of its financial statements to understand the effect of those arrangements on its financial position.  Reverse repurchase transactions are entered into by the Fund under Master Repurchase Agreements (“MRA”) that permit the Fund, under certain circumstances, including an event of default (such as bankruptcy or insolvency), to offset payables under the MRA with collateral held with the counterparty and create one single net payment from the Fund. Upon a bankruptcy or insolvency of the MRA counterparty, the Fund is considered an unsecured creditor with respect to excess collateral and, as such, the return of excess collateral may be delayed.  In the event the buyer of securities under an MRA files for bankruptcy or becomes insolvent, the Fund’s use of the proceeds of the agreement may be restricted while the other party, or its trustee or receiver, determines whether or not to enforce the Fund’s obligation to repurchase the securities.  For additional information regarding the offsetting of assets and liabilities at April 30, 2014, please reference the table in Note 8.
 
n).
Events Subsequent to the Fiscal Period End – The Fund has adopted financial reporting rules regarding subsequent events that require an entity to recognize in the financial statements the effects of all subsequent events that provide additional evidence about conditions that existed at the date of the balance sheet.  Management has evaluated the Fund’s related events and transactions that occurred subsequent to April 30, 2014 through the date of issuance of the Fund’s financial statements.  There were no events or transactions that occurred during this period that materially impacted the amounts or disclosures in the Fund’s financial statements.
 
 
3).  SECURITIES VALUATION
 
The Fund has adopted authoritative fair valuation accounting standards that establish an authoritative definition of fair value and set out a hierarchy for measuring fair value.  These standards require additional disclosures about the various inputs and valuation techniques used to develop the measurements of fair value and a discussion in changes in valuation techniques and related inputs during the period.  These inputs are summarized in the three broad levels listed below:
 

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Level 1 –
Quoted unadjusted prices for identical instruments in active markets to which the Fund has access at the date of measurement.
 
 
Level 2 –
Quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; and model-derived valuations in which all significant inputs and significant value drivers are observable in active markets.  Level 2 inputs are those in markets for which there are few transactions, the prices are not current, the prices are fair value adjusted due to post-market close subsequent events (foreign markets), little public information exists, or instances where prices vary substantially over time or among brokered market makers.  These inputs may also include interest rates, prepayment speeds, credit risk curves, default rates, and similar data.
 
 
Level 3 –
Model-derived valuations in which one or more significant inputs or significant value drivers are unobservable.  Unobservable inputs are those inputs that reflect the Fund’s own assumptions about what market participants would use to price the asset or liability based on the best available information.
 
Following is a description of the valuation techniques applied to the Fund’s major categories of assets and liabilities measured at fair value on a recurring basis.
 
Equity Securities – Equity securities, including common stocks, preferred stocks, foreign issued common stocks, exchange traded funds, closed-end mutual funds, and real estate investment trusts, that are traded on a securities exchange for which a last-quoted sales price is readily available will be valued at the last sales price as reported by the primary exchange on which the securities are listed.  Securities listed on The NASDAQ Stock Market (“NASDAQ”) will be valued at the NASDAQ Official Closing Price, which may differ from the last sales price reported.  Securities traded on a securities exchange for which a last-quoted sales price is not readily available will be valued at the mean between the bid and ask prices.  To the extent these securities are actively traded and valuation adjustments are not applied, they are classified in Level 1 of the fair value hierarchy.
 
Investment Companies – Investments in investment companies (e.g., mutual funds and exchange traded funds) are generally priced at the ending NAV provided by the Fund’s service agent and will be classified in Level 1 of the fair value hierarchy.
 
Debt Securities – Debt securities, including corporate bonds, asset-backed securities, mortgage-backed securities, municipal bonds, U.S. Treasuries, and U.S. government agency issues, are valued at market on the basis of valuations furnished by an independent pricing service that utilizes both dealer-supplied valuations and formula-based techniques.  The pricing service may consider recently executed transactions in securities of the issuer or comparable issuers, market price quotations (where observable), bond spreads, and fundamental data relating to the issuer.  In addition, the model may incorporate market observable data such as reported sales of similar securities, broker quotes, yields, bids, offers, and reference data.  Certain securities are valued principally using dealer quotations.  These securities are generally classified in Level 2 of the fair value hierarchy.
 
Short-Term Securities – Short-term equity investments, including money market funds, are valued in the manner specified above.  Short-term debt investments are valued at amortized cost, if their original maturity was 60 days or less, or by amortizing the values as of the 61st day prior to maturity, if their original term to maturity exceeded 60 days.  Short-term securities are generally classified in Level 1 or Level 2 of the fair market hierarchy depending on the inputs used and market activity levels for specific securities.
 

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
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The Board of Trustees of the Fund (the “Board”) has adopted fair value pricing procedures that are followed when a price for a security is not readily available or if a significant event has occurred that indicates the closing price of a security no longer represents the true value of that security.  Fair value pricing determinations are made in good faith in accordance with these procedures. There are numerous criteria that will be given consideration in determining a fair value of a security. Some of these criteria are trading volume of security and markets, the value of other like securities, and news events with direct bearing to security or market. Fair value pricing results in an estimated price that reasonably reflects the current market conditions in order to rate the portfolio holdings such that shareholder transactions receive a fair net asset value.  Depending on the relative significance of the valuation inputs, these securities may be classified in either Level 2 or Level 3 of the fair value hierarchy.
 
Fair valuing of foreign securities may be determined with the assistance of a pricing service using correlations between the movement of prices of such securities and indices of domestic securities and other appropriate indicators, such as closing market prices of relevant American Depositary Receipts or futures contracts.  The effect of using fair value pricing is that the Fund’s NAV will reflect the affected portfolio securities’ value as determined in the judgment of the Board or its designee instead of being determined by the market.  Using a fair value pricing methodology to price foreign securities may result in a value that is different from a foreign security’s most recent closing price and from the prices used by other investment companies to calculate their net asset values and are generally considered Level 2 prices in the fair valuation hierarchy.  Because the Fund may invest in foreign securities, the value of the Fund’s portfolio securities may change on days when you will not be able to purchase or redeem your shares.
 
The Board has delegated day-to-day valuation matters to a Valuation Committee comprised of one or more representatives from Hennessy Advisors, Inc., the Fund’s investment advisor.  The function of the Valuation Committee is to value securities where current and reliable market quotations are not readily available.  All actions taken by the Valuation Committee are reviewed by the Board.
 
The Fund has performed an analysis of all existing investments to determine the significance and character of all inputs to their fair value determination.  Various inputs are used in determining the value of the Fund’s investments.  The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.  Details related to the fair valuation hierarchy of the Fund’s securities as of April 30, 2014 are included in the Fund’s Schedule of Investments.
 
 
4).  INVESTMENT TRANSACTIONS
 
Purchases and sales of investment securities (excluding government and short-term investments) for the Fund during the six months ended April 30, 2014 were $6,099,978 and $10,383,908, respectively.
 
There were no purchases or sales/maturities of long-term U.S. Government Securities for the Fund during the six months ended April 30, 2014.
 
 
5).  INVESTMENT MANAGEMENT FEE AND OTHER TRANSACTIONS WITH AFFILIATES
 
Hennessy Advisors, Inc. (the “Advisor”) is the investment advisor of the Fund. The Advisor provides the Fund with investment management services under an Investment Advisory Agreement. The Advisor furnishes all investment advice, office space, facilities, and provides most of the personnel needed by the Fund. As compensation for its services, the Advisor is entitled to a monthly fee from the Fund. The fee is based upon the average
 

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daily net assets of the Fund at the annual rate of 0.60%.  The net investment advisory fees payable for the Fund as of April 30, 2014 were $42,046.
 
The Board has approved a Shareholder Servicing Agreement for the Fund, which was instituted to compensate the Advisor for the non-investment management services it provides to the Fund. The Shareholder Servicing Agreement provides for a monthly fee paid to the Advisor at an annual rate of 0.10% of the average daily net assets of the Fund. Shareholder servicing fees payable for the Fund as of April 30, 2014 were $7,008.
 
The Fund has adopted a plan pursuant to Rule 12b-1 under the Investment Company Act of 1940, as amended, that authorizes payments in connection with the distribution of the Fund’s shares at an annual rate of up to 0.15% of the Fund’s average daily net assets.  Amounts paid under the plan may be spent on any activities or expenses primarily intended to result in the sale of shares, including but not limited to, advertising, compensation for sales and marketing activities or financial institutions and others such as dealers and distributors, shareholder account servicing, the printing and mailing of prospectuses to other than current shareowners, and the printing and mailing of sales literature.
 
The Fund has entered into agreements with various brokers, dealers, and financial intermediaries in connection with the sale of shares of the Fund.  The agreements provide for periodic payments by the Fund to the brokers, dealers, and financial intermediaries for providing certain shareholder maintenance services (sub-transfer agent expenses).  These shareholder services include the pre-processing and quality control of new accounts, shareholder correspondence, answering customer inquiries regarding account status, and facilitating shareholder telephone transactions. Fees paid by the Fund to various brokers, dealers, and financial intermediaries for the six months ended April 30, 2014 were $40,423.
 
U.S. Bancorp Fund Services, LLC (“USBFS”) provides the Fund with administrative, fund accounting, and transfer agent services, including all regulatory reporting, and necessary office equipment and personnel.  As administrator, USBFS prepares various federal and state regulatory filings, reports, and returns for the Fund; prepares reports and materials to be supplied to the Board; monitors the activities of the Fund’s custodian, transfer agent, and accountants; and coordinates the preparation and payment of the Fund’s expenses and reviews the Fund’s expense accruals. Fees paid to USBFS for the six months ended April 30, 2014 were $87,294.
 
U.S. Bank, N.A., an affiliate of USBFS, serves as the Fund’s custodian.  Quasar Distributors, LLC acts as the Fund’s principal underwriter in a continuous public offering of the Fund’s shares.  Quasar Distributors, LLC is an affiliate of USBFS and U.S. Bank, N.A.
 
 
6).  LINE OF CREDIT
 
The Fund has a line of credit with the other funds in the Hennessy Funds family of funds (the “Hennessy Funds”) in the amount of the lesser of (i) $100,000,000 or (ii) 33.33% of each Hennessy Fund’s net assets, or 30% for the Hennessy Gas Utility Index Fund and 10% for the Hennessy Balanced Fund, intended to provide short-term financing, if necessary, subject to certain restrictions, in connection with shareholder redemptions. The credit facility is with the Hennessy Funds’ custodian bank, U.S. Bank, N.A.  Borrowings under this arrangement bear interest at the bank’s prime rate. During the six months ended April 30, 2014, the Fund had an outstanding average daily balance and a weighted average interest rate of $735 and 3.25%, respectively.  The maximum amount outstanding for the Fund during the period was $133,000.
 

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
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7).  FEDERAL TAX INFORMATION
 
As of October 31, 2013, the Fund’s most recent fiscal year end, the components of accumulated earnings (losses) for income tax purposes for the Fund were as follows:
 
 
Cost of investments for tax purposes
  $ 111,406,807  
 
Gross tax unrealized appreciation
  $ 13,388,054  
 
Gross tax unrealized depreciation
    (237,537 )
 
Net tax unrealized appreciation/depreciation
  $ 13,150,517  
 
Undistributed ordinary income
  $ 66,417  
 
Undistributed long-term capital gains
     
 
Total distributable earnings
  $ 66,417  
 
Other accumulated gain (loss)
  $ (2,084,535 )
 
Total accumulated gain (loss)
  $ 11,132,399  
 
The difference between book-basis and tax-basis unrealized appreciation is attributable primarily to capital loss carry overs, wash sales, and partnership adjustments.
 
At October 31, 2013, the Fund’s most recent fiscal year end, the Fund had capital loss carryforwards that expire as follows:
 
 
$2,084,535
10/31/17
 
During the year ended October 31, 2013, the Fund’s most recent fiscal year end, the capital loss carry forwards utilized for the Fund were $4,924,652.
 
Capital losses sustained in the year ended October 31, 2012 and in future taxable years will not expire and may be carried over by the Fund without limitation; however, they will retain the character of the original loss. Furthermore, any losses incurred during those taxable years will be required to be utilized prior to the losses incurred in the pre-enactment taxable years. As a result of this ordering rule, pre-enactment capital loss carryforwards may be more likely to expire unused. Under pre-enactment law, capital losses could be carried forward for eight years, and carried forward as short-term capital losses, irrespective of the character of the original loss.
 
At October 31, 2013, the Fund did not defer, on a tax basis, any post-December late year ordinary loss deferrals or post-December loss deferrals.
 
The tax character of distributions paid during fiscal year 2014 (year-to-date) and fiscal year 2013 for the Fund were as follows:
 
     
Six Months Ended
   
Year Ended
 
     
April 30, 2014
   
October 31, 2013
 
 
Ordinary income
  $ 539,805     $ 957,145  
 
Long-term capital gain
           
      $ 539,805     $ 957,145  
 
 
8).  REVERSE REPURCHASE AGREEMENTS
 
The Fund may enter into reverse repurchase agreements with the same parties with whom it may enter into repurchase agreements.  Under a reverse repurchase agreement, the Fund sells securities and agrees to repurchase them at a mutually agreed upon date and price.  Reverse repurchase agreements are regarded as a form of secured borrowing by the Fund.  Securities sold under reverse repurchase agreements are reflected as a liability on the Statement of Assets and Liabilities.  Interest payments made are recorded as a component of interest expense on the Statement of Operations.
 
For the six months ended April 30, 2014, the average daily balance and average interest rate in effect for reverse repurchase agreements were $34,449,359 and 0.241%,

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respectively. At April 30, 2014, the interest rate in effect for the outstanding reverse repurchase agreements scheduled to mature on May 22, 2014 ($8,995,000), June 26, 2014 ($10,794,000), and July 24, 2014 ($14,392,000) was 0.25%, 0.25%, and 0.25%, respectively. Outstanding reverse repurchase agreements at April 30, 2014 were equal to 39.88% of the Fund’s net assets.
 
Below is the gross and net information about instruments and transactions eligible for offset in the Statement of Assets and Liabilities as well as instruments and transactions subject to an agreement similar to a master netting arrangement:
 
   
Gross
Net
     
   
Amounts
Amounts
     
   
Offset
Presented
Gross Amounts Not
 
   
in the
in the
Offset in the Statement
 
 
Gross
Statement
Statement
of Assets and Liabilities
 
 
Amounts of
of
of
 
Collateral
 
 
Recognized
Assets and
Assets and
Financial
Pledged
Net
Description
Liabilities
Liabilities
Liabilities
Instruments
(Received)
Amount
Reverse
           
  Repurchase
           
  Agreements
$34,181,000
$      —
$34,181,000
$34,181,000
$      —
$      —
 
$34,181,000
$      —
$34,181,000
$34,181,000
$      —
$      —
 
For additional information, please reference the “Offsetting Assets and Liabilities” section in Note 2.
 
 
9).  AGREEMENT AND PLAN OF REORGANIZATION
 
On December 11, 2013, the Board approved an Agreement and Plan of Reorganization (the “Agreement”), of the Hennessy Total Return Fund (the “New Fund”), pursuant to which the New Fund would be a successor to the corresponding series of the same name of The Hennessy Funds, Inc., a Maryland corporation (the “Predecessor Fund”).  The Agreement provided for the transfer of assets of the Predecessor Fund to the New Fund and the assumption of the liabilities of the Predecessor Fund by the New Fund.  The New Fund had the same investment objective and substantially similar principal investment strategies as the Predecessor Fund.  The reorganization was effective as of the close of business on February 28, 2014.  The following table illustrates the specifics of the reorganization:
 
   
Shares of the New Fund
     
 
Predecessor Fund
Issued to Shareholders of
New Fund
Combined
Tax Status
 
Net Assets
the Predecessor Fund
Net Assets
Net Assets
of Transfer
 
$85,203,249(1)
5,860,970
$85,203,249
$85,203,249
Non-taxable
 
 
(1)
Included accumulated realized gains and unrealized appreciation in the amounts of $221,200 and $11,758,211, respectively.



HENNESSY FUNDS                                                                                                        1-800-966-4354
 
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Expense Example (Unaudited)
April 30, 2014

 
As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments, reinvested dividends, or other distributions; redemption fees; and exchange fees; and (2) ongoing costs, including management fees; service fees; and other Fund 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 Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period from November 1, 2013 through April 30, 2014.
 
Actual Expenses
The first line of the table below provides information about actual account values and actual expenses.  Although the Fund charges no sales loads or transaction fees, you will be assessed fees for outgoing wire transfers, returned checks and stop payment orders at prevailing rates charged by U.S. Bancorp Fund Services, LLC, the Fund’s transfer agent.  If you request that a redemption be made by wire transfer, currently a $15.00 fee is charged by the Fund’s transfer agent. IRA accounts will be charged a $15.00 annual maintenance fee. The example below includes, but is not limited to, management fees, shareholder servicing fees, fund accounting, custody, and transfer agent fees.  However, the example below does not include portfolio trading commissions and related expenses, and other extraordinary expenses as determined under generally accepted accounting principles.  You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line of the table under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.
 
Hypothetical Example for Comparison Purposes
The second line of the table below provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratios 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 your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads), or exchange fees. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds.  In addition, if these transactional costs were included, your costs would have been higher.
 


 
 

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Expenses Paid
 
Beginning
Ending
During Period(1)
 
Account Value
Account Value
November 1, 2013 –
 
November 1, 2013
April 30, 2014
April 30, 2014
Investor Class
     
       
Actual
$1,000.00
$1,053.40
$6.92
       
Hypothetical (5% return
     
  before expenses)
$1,000.00
$1,018.05
$6.80

(1)
Expenses are equal to the Fund’s annualized expense ratio of 1.36%, multiplied by the average account value over the period, multiplied by 181/365 days (to reflect one-half year period).

 
 
 
 
 
 
 
 
 
 

 

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
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Proxy Voting
 
A description of the policies and procedures the Fund uses to determine how to vote proxies relating to portfolio securities is available without charge: (1) by calling 1-800-966-4354; (2) on the Hennessy Funds’ website at hennessyfunds.com; or (3) on the U.S. Securities and Exchange Commission’s (the “SEC”) website at www.sec.gov. The Fund’s proxy voting record is available on both the Hennessy Funds’ website at hennessyfunds.com and the SEC’s website at www.sec.gov no later than August 31 for the prior 12 months ending June 30.
 
 
Quarterly Filings on Form N-Q
 
The Fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. The Fund’s Forms N-Q are available on the SEC’s website at www.sec.gov. The Fund’s Forms N-Q may be reviewed and copied at the SEC’s Public Reference Room in Washington, DC and information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330.  Information included in the Fund’s Forms N-Q will also be available upon request by calling 1-800-966-4354.
 
 
Federal Tax Distribution Information
(Unaudited)
 
For the fiscal year ended October 31, 2013, certain dividends paid by the Fund may be subject to a maximum tax rate of 15%, as provided for by the Jobs and Growth Tax Relief Reconciliation Act of 2003.  The percentage of dividends declared from ordinary income designated as qualified dividend income was 100.00%.
 
For corporate shareholders, the percent of ordinary income distributions qualifying for the corporate dividends received deduction for the fiscal year ended October 31, 2013 was 100.00%.
 
The percentage of taxable ordinary income distributions that are designated as short-term capital gain distributions under Section 871(k)(2)(C) of the Internal Revenue Code of 1986, as amended, for the Fund was 0.00%.
 
 
Householding
 
To help keep the Fund’s costs as low as possible, we generally deliver a single copy of most financial reports and prospectuses to shareholders who share an address, even if the accounts are registered under different names. This process, known as “householding,” does not apply to account statements. You may, of course, request an individual copy of a prospectus or financial report at any time. If you would like to receive separate mailings, please call the Administrator at 1-800-261-6950 or 1-414-765-4124 and we will begin individual delivery within 30 days of your request. If your account is held through a financial institution or other intermediary, please contact them directly to request individual delivery.
 



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Board Approval of Investment Advisory
Agreement
 
At its meeting on December 4, 2013, the Board of Trustees of the Fund (the “Board”) unanimously approved the investment advisory agreement of the Fund for an initial period of two years.
 
The Board reviewed a number of documents, including a memorandum provided by outside legal counsel that described the fiduciary duties of the Board with respect to approving the investment advisory agreement and the relevant factors for consideration, the Advisor’s most recent Form 10-K, a copy of the advisory agreement, a fund fact sheet, and peer expense and performance comparisons.  The Board considered and discussed numerous factors, including the following:
 
 
The Board considered the services identified below that are provided by the Advisor:
 
   
The Advisor acts as portfolio manager for the Fund. In this capacity, the Advisor manages the composition of the portfolio of the Fund, including the purchase, retention, and disposition of portfolio securities in accordance with the Fund’s investment objectives, policies, and restrictions.
 
   
The Advisor oversees distribution of the Fund through third-party broker/dealers and independent financial institutions such as Charles Schwab, Inc., Fidelity, TD Waterhouse, and Pershing. The Advisor participates in “no transaction fee” (“NTF”) programs with these companies on behalf of the Fund, which allows customers to purchase the Fund through third-party distribution channels without paying a transaction fee. The Advisor compensates a number of these third-party providers of NTF programs out of its own revenues and not those of the Fund.
 
   
The Advisor oversees service providers that support the Fund in providing fund accounting, fund administration, fund distribution, transfer agency, and custodial services.
 
 
The Board considered that the advisory services to be provided by the Advisor are services required for the operation of the Fund.
 
 
The Board considered the nature and quality of the advisory services offered by the Advisor to the Fund.
 
 
The Board considered that the terms of the advisory agreement are fair and reasonable.
 
 
The Board compared the performance of the Fund to benchmark indices over various periods of time and concluded that the positive performance of the Fund warranted the approval of the advisory agreement.
 
 
The Board reviewed the Fund’s expense ratio and comparable expense ratios for funds comparable to the Fund. The Board used data from Morningstar showing funds similar in asset size and investment objective to the Fund and determined that the expense ratio of the Fund falls within the range of the ratios of other comparable funds and concluded that the expenses of the Fund were reasonable.
 
 
The Board considered the fees charged by the Advisor to those of funds similar in asset size and investment objective to the Fund and concluded the advisory fee of the Fund was reasonable and warranted approval of the advisory agreement.
 

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The Board considered the profitability of the Advisor with respect to the Fund and concluded the profits were reasonable and not excessive when compared to profitability guidelines set forth in relevant court cases.
 
 
The Board considered the high level of professionalism and knowledge of the Advisor’s employees, along with an extremely low level of turnover of the employees of the Advisor, and concluded that this was beneficial to the Fund and its shareholders, as it ensures that the Fund is operated efficiently.
 
All of the factors above were considered separately by the Board, including the Trustees who are not “interested persons” (as defined in the Investment Company Act of 1940, as amended) of the Fund (the “Independent Trustees”) meeting in an executive session. The factors were viewed in their totality by the Board, with no single factor being the principal or determinative factor in the Board’s determination of whether to approve the advisory agreement. Based on the factors discussed above, the Board, including all of the Independent Trustees, recommended approval of the advisory agreement.
 














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For information, questions or assistance, please call
 
The Hennessy Funds
 
1-800-966-4354 or 1-415-899-1555
 



INVESTMENT ADVISOR
Hennessy Advisors, Inc.
7250 Redwood Blvd., Suite 200
Novato, California 94945

ADMINISTRATOR,
TRANSFER AGENT,
DIVIDEND PAYING AGENT &
SHAREHOLDER SERVICING AGENT
U.S. Bancorp Fund Services, LLC
P.O. Box 701
Milwaukee, Wisconsin 53201-0701

CUSTODIAN
U.S. Bank N.A.
Custody Operations
1555 North River Center Dr., Suite 302
Milwaukee, Wisconsin 53212

TRUSTEES
Neil J. Hennessy
Robert T. Doyle
J. Dennis DeSousa
Gerald P. Richardson

COUNSEL
Foley & Lardner LLP
777 East Wisconsin Avenue
Milwaukee, Wisconsin 53202-5306

INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM
KPMG LLP
777 East Wisconsin Avenue
Milwaukee, Wisconsin 53202-5306

DISTRIBUTOR
Quasar Distributors, LLC
615 East Michigan Street
Milwaukee, Wisconsin 53202


Hennessy Funds Logo

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hennessyfunds.com | 1-800-966-4354

This report has been prepared for shareholders and may be distributed to
others only if preceded or accompanied by a current prospectus.


 
 
 

 


Hennessy Funds Logo

 
SEMI-ANNUAL REPORT

APRIL 30, 2014

 
 

 

HENNESSY EQUITY AND
INCOME FUND
 
Investor Class HEIFX
Institutional Class HEIIX


 
 
 
 
 
 
 
 
Investing, Uncomprised Graphic

hennessyfunds.com | 1-800-966-4354



 
 
 

 









 
 

 




(This Page Intentionally Left Blank.)
 

 
 

 

 

 

 

 

 

 

 

 
 
 

 

Contents
 
 
Letter to Shareholders
2
Performance Overview
4
Financial Statements
 
Schedule of Investments
7
Statement of Assets and Liabilities
18
Statement of Operations
19
Statements of Changes in Net Assets
21
Financial Highlights
22
Notes to the Financial Statements
26
Expense Example
33
Proxy Voting
35
Quarterly Filings on Form N-Q
35
Federal Tax Distribution Information
35
Householding
35
Board Approval of Investment Advisory Agreements
36

 

 

 

 

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
 

 
 
June 2014
 
Dear Shareholder:
 
 
The financial markets have provided strong returns over the past six-months ended April 30, 2014, with the Dow Jones Industrial Average (DJIA) and S&P 500 both returning approximately 8% during the period.  The current valuation metrics of the major indices are solid; for example, the DJIA currently has a price-to-earnings ratio of 15x and a price-to-sales ratio of 1.75x.  The DJIA also has a dividend yield of 2.2%, which is nearly as high as that of a 10-Year U.S. Treasury, which is currently yielding 2.6%.  Investing in high-yielding, high-quality DJIA stocks have the potential to not only provide an income stream but also for stock price appreciation as well.  Fixed income investing has run its course, in my opinion, and many individuals are currently benefiting from the return to investing in equities that possess strong fundamentals.
 
U.S. corporations continue to drive shareholder value by making acquisitions, initiating and raising dividends, investing in internal infrastructure, and buying back stock.  However, lately I have begun to see a shift in those business strategies.  The easier-to-execute acquisitions seem to be a thing of the past, and firms now have to be even more creative to execute accretive deals.  I also believe that while firms may continue to initiate dividends, fewer firms will raise their dividends and fewer firms will participate in stock buyback programs going forward.  So what will these cash-rich companies do with their capital if they are not raising dividends or buying back stock? I believe we will see companies begin to initiate capital expenditure programs.
 
Due to the continuing uncertainty from a lack of clear policies on taxes, healthcare, and regulations, I have observed that corporations would rather wait for clarity from our government leaders and defer any significant changes to their current business models.  Up until this point, there has been no real cost for firms to defer spending their capital as they wait for anticipated guidance on policies that directly affect their businesses.  But, this economic handcuffing from all of this uncertainty has gone on long enough.  I believe there will now be firms who want to improve their margins and will begin spending money to expand their sales, and may even begin to hire.  Once a competitor begins to move in this way, then the cost to defer becomes real for companies.  This movement to expansion may well be a catalyst to propel the financial markets.   I do believe this will be a slow shift, but one that will keep the economy improving, and should, in my opinion, help to generate reasonable market returns over the next few years.
 
With almost $3 trillion in cash sitting on the sidelines, this strategic shift by companies to begin spending their idle capital should help the economic recovery in the U.S.  But that is only one part of the equation.  Washington politics still play a role in how strong that recovery will be.  The national political landscape will change in the next few years, and the future generation of elected officials will be faced with what I believe are fictitious unemployment figures (6.3% reported, when over 20 million Americans are looking for more work or a better job), a sluggish economy, and global competition in business.  The next regime needs to provide real clarity on the issues that face all Americans and American corporations: taxation, regulation, and how to pay for our new healthcare system.  I also believe that our government needs to regard business as a noble profession and to implement common sense and logic in their policy making instead of politics as usual.  As Confucius is quoted as saying, “Life is really simple, but we insist on making it complicated.”
 

HENNESSYFUNDS.COM
 
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I am confident that even with all the hurdles facing corporate America, companies continue to provide good value for their shareholders, and I believe that means the financial markets are in good shape and should remain strong moving forward, I also believe that the next few months may be volatile.  Fads come and go, and the current buzz on the Street is around investing in social media stocks.  I believe that chasing hot products has contributed and will continue to contribute to the volatility of the markets this year.  After over 35 years in the business, I still firmly believe the best way to position your portfolio is by investing in good companies over the long term, rather than trying to buy the next hot idea at exactly the right time.  At Hennessy Funds, hunches and fads have no place in our investment process, and we understand that successful investing comes from time in the market, not timing the market.
 
We remain focused on investing based on proven fundamentals, and we are committed to managing money for the sole benefit of our shareholders.  If you have any questions or want to speak with us directly, please don’t hesitate to call us at (800) 966-4354.
 
Best regards,
 
Neil J. Hennessy Signature
 
Neil J. Hennessy
President and Chief Investment Officer
 

 
Past performance does not guarantee future results.
 
Mutual fund investing involves risk.  Principal loss is possible.
 
Opinions expressed are those of Neil Hennessy and are subject to change, are not guaranteed and should not be considered investment advice.
 
The Dow Jones Industrial Average and S&P 500 are unmanaged indices commonly used to measure the performance of U.S. stocks.  One cannot invest directly in an index.
 
Price-to-sales ratio and price-to-earnings ratio are tools for calculating relative valuation.  Price-to-sales ratio is calculated by dividing the market price by revenue per share.  Price-to-earnings ratio is the market price per share divided by earnings per share.
 





HENNESSY FUNDS                                                                                                        1-800-966-4354
 
3

 
 
Performance Overview (Unaudited)
 
The opinions expressed in the following commentaries reflect those of the Portfolio Managers as of the date written. Any such opinions are subject to change based on market or other conditions and are not guaranteed. These opinions may not be relied upon as investment advice. Investment decisions for the Fund are based on several factors, and may not be relied upon as an indication of trading intent on behalf of the Fund. Security positions can and do change.
 
AVERAGE ANNUAL TOTAL RETURN PERIODS ENDED APRIL 30, 2014
 
 
Six
One
Five
Ten
 
Months(1)
Year
Years
Years
Hennessy Equity and Income Fund –
       
  Investor Class (HEIFX)
4.49%
  9.16%
14.11%
8.02%
Hennessy Equity and Income Fund –
       
  Institutional Class (HEIIX)
4.61%
  9.37%
14.37%
8.28%
Blended Balanced Index(2)
5.37%
11.85%
13.20%
6.57%
S&P 500 Index
8.36%
20.44%
19.14%
7.67%
 
Expense ratios: Gross 1.39%, Net 1.36%(3) (Investor Class);
 
Gross 1.09% (Institutional Class)
 
Performance data quoted represents past performance; past performance does not guarantee future results. The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. Current performance of the fund may be lower or higher than the performance quoted. Performance data current to the most recent month end may be obtained by visiting hennessyfunds.com. Performance for the period from March 12, 2010 to October 26, 2012 is that of the FBR Balanced Fund and for the periods prior to March 12, 2010 is that of the AFBA 5 Star Balanced Fund.
 
The expense ratios presented are from the most recent prospectus.
 
(1)
Periods less than one year are not annualized.
(2)
The Blended Balanced Index consists of 60% common stocks represented by the S&P 500 Index and 40% bonds represented by the Barclays Capital Intermediate U.S. Government/Credit Index.
(3)
With regard to Investor Class shares, the Fund’s investment advisor has contractually agreed to waive a portion of its expenses through February 28, 2015.

 
PERFORMANCE NARRATIVE
THE LONDON COMPANY OF VIRGINIA, LLC,
SUB-ADVISOR (EQUITY PORTION)
 
FINANCIAL COUNSELORS, INC., SUB-ADVISOR (FIXED INCOME PORTION)
 
For the six-month period ended April 30, 2014, the Investor Class of the Hennessy Equity and Income Fund returned 4.49%, underperforming the Blended Balanced Index, the S&P 500 Index, and the Morningstar Moderate Allocation Category Average, which returned 5.37%, 8.36%, and 4.65% for the same period, respectively.
 
Portfolio Managers: Stephen M. Goddard, CFA (Lead Portfolio Manager), Jonathan T. Moody, CFA, J. Brian Campbell, CFA, Mark DeVaul, CFA, CPA, The London Company of Virginia, LLC (sub-advisor of the equity portion of the Fund)
 
Over the previous six months, how did the equity portion of the Fund perform and what factors contributed to this performance?
 

HENNESSYFUNDS.COM
 
4

 
 
Domestic equity returns for the six-month period ended April 30, 2014 were strong, driven heavily by gains coming from the last two months of 2013.  Year-to-date returns have been less consistent in their strength.  The year started with a preference for growth over value, as well as low quality over high quality.  However, this changed late in March after Fed Chairman Yellen introduced the possibility of higher interest rates sooner than many expected.  This led to a change in market leadership and value-oriented, lower beta, large-cap stocks took over, which was a favorable development for the Fund’s portfolio.  Although the period ended with the Fund behind its primary benchmark, the relative returns were positive during the last few months of the six-month period and are reflective of a trend that has since continued.  The Fund’s overweight position in the Consumer Staples sector and underweight position in the Health Care sector hurt performance this period.  The Fund’s holdings in the Energy and Health Care sectors underperformed, but were offset by positive returns from holdings in the Industrials and Consumer Staples sectors.
 
Additional Portfolio Manager commentary on the equity portion of the Fund and the related investment outlook:
 
With the markets appearing to move ever-higher, we often are asked where the market is headed next, whether or not stocks are becoming over-valued, and if we are encountering difficulty in uncovering fresh investment opportunities.  We are neither prognosticators nor seers, and have no informed opinion as to the market’s next move or direction.  For us, one critical determinant is the equity risk premium, which measures the spread between the cost of debt and the cost of equity.  The amount of that spread defines the degree of opportunity that corporate managements have to optimize capital structure for the benefit of shareholders.  From our vantage point, the backdrop remains advantageous and we are finding no dearth of fresh ideas across sectors and the market cap spectrum.
 
Our approach is to strive to own companies with strong returns on capital and flexibility to enhance shareholder value using the balance sheet.  Low interest rates and relatively high equity risk premiums can enable companies to potentially increase shareholder value by adjusting the capital structure of the company.  Separately, with elevated cash levels on corporate balance sheets and dividend payout ratios near historic lows, we expect investors to reward companies that wisely deploy capital, including through higher dividends, share repurchases, and merger and acquisition transactions.  We believe the Fund’s more conservative portfolio is well positioned for a slow-growth environment that has the potential to reward strong capital allocation.
 
Portfolio Managers:  Gary B. Cloud, CFA and Peter G. Greig, CFA, Financial Counselors, Inc. (sub-advisor of the fixed income portion of the Fund)
 
Over the previous six months, how did the fixed income portion of the Fund perform and what factors contributed to this performance?
 
A pro-cyclical asset allocation in the Fund helped performance due to an overweight position in Corporate bonds and an underweight position in U.S. Treasury securities.  Higher yielding fixed income securities in the portfolio boosted the interest income component of total return, adding to performance.  The biggest boost to the Fund’s performance came from Fixed Income sector asset allocation and individual issue selection, while the amortization and roll effect had the largest negative impact on Fund performance.
 
Additional Portfolio Manager commentary on the fixed income portion of the Fund and the related investment outlook:
 
Long-term government bond yields confounded the pessimists and dropped sharply during the six-month period.  The yield curve flattened noticeably as short-term rates brought forward the first interest rate hike and longer maturities priced in a more benign

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
5

 
 
inflation environment.  The net result was almost an entire retracement of last years’ negative return for the major investment grade bond indices over the last 180 days.
 
We believe that potential GDP continues to be in the 2.00% to 2.50% range and the U.S. economy will have a hard time overheating.  We believe China and Japan are both looking weaker this year, and Europe seems to be relegated to 1.00% trend growth.  We expect that emerging market economies will likely weigh on global growth due to the need to rebalance their economies through lower current account deficits and higher short-term interest rates.
 
We believe geopolitical tensions, subpar U.S. economic growth, and weak personal income growth will likely weigh on inflation pressures for the rest of this year.  We expect interest rates to remain stubbornly low over the near term and perhaps end the year about where they started 2014.  We believe short-term interest rates will move higher sometime in the next few years, but we do not expect that to happen over the next two quarters.
 


The Blended Balanced Index consists of 60% common stocks represented by the S&P 500 Index and 40% bonds represented by the Barclays Capital Intermediate U.S. Government/Credit Index.  The S&P 500 Index is an unmanaged index commonly used to measure the performance of U.S. stocks.  The Barclays Capital Intermediate U.S. Government/Credit Index is an unmanaged index commonly used to measure the performance of U.S. bonds.  You cannot invest directly in an index.  Performance data for an index does not reflect any deductions for fees, expenses or taxes.  The Fund may invest in debt securities, which typically decrease in value when interest rates rise.  The risk is greater for longer term debt securities.  Investments by the Fund in lower-rated and non-rated securities presents a greater risk of loss to principal and interest than higher-rated securities.  Investments in Asset-Backed and Mortgage-Backed securities include additional risks that investors should be aware of, including credit risk, prepayment risk, possible illiquidity and default, as well as increased susceptibility to adverse economic developments.  Investments in foreign securities may involve greater volatility and political, economic and currency risk and differences in accounting methods.  The Fund may invest in IPOs, which may fluctuate considerably due to the absence of a prior public market and may have a magnified impact on the Fund.  Fund holdings and sector allocations are subject to change.  Please refer to the Schedule of Investments included in this report for additional portfolio information.
 
Beta measures the volatility of a fund as compared to that of the market or a benchmark.
 
Each Morningstar category average represents a universe of funds with similar investment objectives.  © Morningstar, Inc.  All Rights Reserved.  The information contained herein: 1) is proprietary to Morningstar; 2) may not be copied or distributed and 3) is not warranted to be accurate, complete or timely.  Neither Morningstar nor its content providers are responsible for any damages or losses arising from any use of this information.  Past performance does not guarantee future results.
 





HENNESSYFUNDS.COM
 
6

 

Schedule of Investments
 


HENNESSY EQUITY AND INCOME FUND
 
As of April 30, 2014 (Unaudited)
(% of Net Assets)
 

 
 

 

 
 
TOP TEN HOLDINGS (EXCLUDING CASH/CASH EQUIVALENTS)
% NET ASSETS
 
NewMarket Corp.
3.43%
 
Wells Fargo & Co.
2.80%
 
General Dynamics Corp.
2.59%
 
CarMax, Inc.
2.43%
 
Berkshire Hathaway, Inc., Class B
2.43%
 
Bristol-Myers Squibb Co.
2.39%
 
U.S. Treasury Note, 4.125%, 05/15/2015
2.38%
 
BlackRock, Inc.
2.29%
 
Albemarle Corp.
2.24%
 
Corning, Inc.
2.21%

 

 
Note:  For presentation purposes, the Fund has grouped some of the industry categories.  For purposes of categorizing securities for compliance with Section 8(b)(1) of the Investment Company Act of 1940, the Fund uses more specific industry classifications.
 

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
7

 
 
 
COMMON STOCKS – 62.60%
 
Number
         
% of
 
     
of Shares
   
Value
   
Net Assets
 
 
Consumer Discretionary – 6.16%
                 
 
CarMax, Inc. (a)
    184,589     $ 8,081,306       2.43 %
 
Carnival Corp.
    162,290       6,379,620       1.92 %
 
Lowes Companies, Inc.
    131,126       6,019,995       1.81 %
                20,480,921       6.16 %
                           
 
Consumer Staples – 10.57%
                       
 
Altria Group, Inc.
    155,439       6,234,658       1.88 %
 
Brown-Forman Corp., Class B
    29,476       2,644,587       0.80 %
 
Energizer Holdings, Inc.
    61,062       6,820,015       2.05 %
 
Lorillard, Inc.
    67,926       4,036,163       1.22 %
 
Reynolds American, Inc.
    89,131       5,029,662       1.51 %
 
The Coca-Cola Co.
    124,081       5,061,264       1.52 %
 
Wal-Mart Stores, Inc.
    66,242       5,280,150       1.59 %
                35,106,499       10.57 %
                           
 
Energy – 5.62%
                       
 
Apache Corp.
    58,780       5,102,104       1.53 %
 
Chevron Corp.
    58,411       7,331,749       2.21 %
 
ConocoPhillips
    83,878       6,232,974       1.88 %
                18,666,827       5.62 %
                           
 
Financials – 10.14%
                       
 
Bank of America Corp.
    390,000       5,904,600       1.78 %
 
Berkshire Hathaway, Inc., Class B (a)
    62,689       8,077,478       2.43 %
 
BlackRock, Inc.
    25,318       7,620,718       2.29 %
 
Wells Fargo & Co.
    187,693       9,317,080       2.80 %
 
White Mountains Insurance Group Ltd. (c)
    4,651       2,773,205       0.84 %
                33,693,081       10.14 %
                           
 
Health Care – 5.81%
                       
 
Bristol-Myers Squibb Co.
    158,768       7,952,689       2.39 %
 
Eli Lilly & Co.
    120,590       7,126,869       2.15 %
 
Pfizer, Inc.
    135,085       4,225,459       1.27 %
                19,305,017       5.81 %
                           
 
Industrials – 4.00%
                       
 
FedEx Corp.
    34,348       4,679,915       1.41 %
 
General Dynamics Corp.
    78,810       8,625,755       2.59 %
                 13,305,670        4.00 %
 

The accompanying notes are an integral part of these financial statements.

HENNESSYFUNDS.COM
 
8

 
 
 
COMMON STOCKS
 
Number
         
% of
 
     
of Shares
   
Value
   
Net Assets
 
 
Information Technology – 11.11%
                 
 
Cisco Systems, Inc.
    212,446     $ 4,909,627       1.48 %
 
Corning, Inc.
    350,797       7,335,165       2.21 %
 
EMC Corp.
    229,463       5,920,145       1.78 %
 
Intel Corp.
    208,299       5,559,500       1.67 %
 
International Business Machines Corp.
    18,525       3,639,607       1.10 %
 
Microsoft Corp.
    90,513       3,656,725       1.10 %
 
Visa, Inc., Class A
    29,009       5,877,514       1.77 %
                36,898,283       11.11 %
                           
 
Materials – 7.67%
                       
 
Albemarle Corp.
    111,275       7,459,876       2.24 %
 
NewMarket Corp.
    30,590       11,389,269       3.43 %
 
The Mosaic Co.
    132,560       6,633,302       2.00 %
                25,482,447       7.67 %
                           
 
Telecommunication Services – 1.52%
                       
 
Verizon Communications, Inc.
    108,148       5,053,756       1.52 %
                           
 
Total Common Stocks
                       
 
  (Cost $159,113,303)
            207,992,501       62.60 %
                           
 
PREFERRED STOCKS – 0.03%
                       
                           
 
Financial – 0.03%
                       
 
Fannie Mae Preferred (a)
    10,600       109,180       0.03 %
                           
 
Total Preferred Stocks
                       
 
  (Cost $265,000)
            109,180       0.03 %
                           
 
REITS – 0.10%
                       
 
Apollo Commercial Real Estate Finance, Inc.
    19,000       323,190       0.10 %
                           
 
Total REITS
                       
 
  (Cost $321,773)
            323,190       0.10 %
                           
 
CORPORATE BONDS – 23.26%
 
Par
           
% of
 
     
Amount
   
Value
   
Net Assets
 
 
Consumer Discretionary – 1.32%
                       
 
Amazon.com, Inc.
                       
 
  0.650%, 11/27/2015
    800,000       802,072       0.24 %
 
Comcast Corp.
                       
 
  4.950%, 06/15/2016
    600,000       652,238       0.20 %
 

The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
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CORPORATE BONDS
 
Par
         
% of
 
     
Amount
   
Value
   
Net Assets
 
 
Consumer Discretionary (Continued)
                 
 
Ford Motor Credit Co. LLC
                 
 
  3.000%, 06/12/2017
    1,750,000     $ 1,826,645       0.55 %
 
Starbucks Corp.
                       
 
  6.250%, 08/15/2017
    300,000       346,567       0.10 %
 
The Home Depot, Inc.
                       
 
  5.400%, 03/01/2016
    700,000       761,021       0.23 %
                4,388,543       1.32 %
                           
 
Consumer Staples – 0.49%
                       
 
Anheuser-Busch InBev Worldwide, Inc.
                       
 
  7.750%, 01/15/2019
    150,000       186,358       0.05 %
 
CVS Caremark Corp.
                       
 
  4.750%, 05/18/2020
    400,000       444,078       0.13 %
 
  5.750%, 06/01/2017
    600,000       679,596       0.21 %
 
Wal-Mart Stores, Inc.
                       
 
  5.000%, 10/25/2040
    300,000       334,234       0.10 %
                1,644,266       0.49 %
                           
 
Energy – 0.27%
                       
 
Encana Corp. – ADR (c)
                       
 
  3.900%, 11/15/2021
    850,000       883,012       0.27 %
                           
 
Financials – 13.59%
                       
 
Aflac, Inc.
                       
 
  8.500%, 05/15/2019
    650,000       841,536       0.25 %
 
American Express Co.
                       
 
  6.150%, 08/28/2017
    1,550,000       1,784,374       0.54 %
 
American Express Credit Corp.
                       
 
  2.750%, 09/15/2015
    1,150,000       1,184,840       0.36 %
 
American International Group, Inc.
                       
 
  4.875%, 06/01/2022
    600,000       668,602       0.20 %
 
  5.850%, 01/16/2018
    1,075,000       1,228,129       0.37 %
 
Associated Banc-Corp
                       
 
  5.125%, 03/28/2016
    700,000       746,497       0.23 %
 
Associates Corporation of North America
                       
 
  6.950%, 11/01/2018
    300,000       356,414       0.11 %
 
Bank New York Mellon Corp.
                       
 
  1.969%, 06/20/2017
    500,000       511,159       0.15 %
 
Bank of Montreal – ADR (c)
                       
 
  2.500%, 01/11/2017
    400,000       414,996       0.13 %
 
Bank of Nova Scotia  – ADR (c)
                       
 
  2.550%, 01/12/2017
    1,000,000       1,040,200       0.31 %
 

The accompanying notes are an integral part of these financial statements.

HENNESSYFUNDS.COM
 
10

 

 
 
CORPORATE BONDS
 
Par
         
% of
 
     
Amount
   
Value
   
Net Assets
 
 
Financials (Continued)
                 
 
BlackRock, Inc.
                 
 
  3.500%, 03/18/2024
    1,000,000     $ 998,917       0.30 %
 
Capital One Financial Corp.
                       
 
  4.750%, 07/15/2021
    1,500,000       1,658,168       0.50 %
 
Citigroup, Inc.
                       
 
  6.125%, 11/21/2017
    1,455,000       1,664,278       0.50 %
 
Credit Suisse USA, Inc.
                       
 
  5.125%, 08/15/2015
    975,000       1,031,669       0.31 %
 
Discover Financial Services
                       
 
  5.200%, 04/27/2022
    900,000       980,015       0.30 %
 
Fifth Third Bancorp
                       
 
  3.625%, 01/25/2016
    700,000       733,340       0.22 %
 
First Niagara Financial Group, Inc.
                       
 
  6.750%, 03/19/2020
    590,000       678,270       0.20 %
 
Franklin Resources, Inc.
                       
 
  1.375%, 09/15/2017
    1,080,000       1,075,286       0.32 %
 
General Electric Capital Corp.
                       
 
  5.625%, 05/01/2018
    1,050,000       1,204,544       0.36 %
 
General Electric Capital Corp. 1.625% 040218
                       
 
  1.625%, 04/02/2018
    500,000       499,797       0.15 %
 
General Electric Capital Corp. 5% 010816
                       
 
  5.000%, 01/08/2016
    500,000       536,230       0.16 %
 
Genworth Financial, Inc.
                       
 
  6.515%, 05/22/2018
    500,000       578,570       0.17 %
 
Goldman Sachs Group, Inc.
                       
 
  5.350%, 01/15/2016
    500,000       536,681       0.16 %
 
HSBC Finance Corp.
                       
 
  2.375%, 02/13/2015
    1,000,000       1,016,079       0.30 %
 
  5.000%, 06/30/2015
    1,200,000       1,257,090       0.38 %
 
J. P. Morgan Chase & Co.
                       
 
  6.000%, 01/15/2018
    1,000,000       1,147,288       0.35 %
 
KeyCorp
                       
 
  3.750%, 08/13/2015
    900,000       934,896       0.28 %
 
  5.100%, 03/24/2021
    950,000       1,075,609       0.33 %
 
Lazard Group
                       
 
  6.850%, 06/15/2017
    320,000       363,685       0.11 %
 
Lincoln National Corp.
                       
 
  6.250%, 02/15/2020
    780,000       917,786       0.28 %
 
Manulife Financial Corp. – ADR (c)
                       
 
  3.400%, 09/17/2015
    300,000       311,233       0.09 %
 

 
The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
11

 


 
CORPORATE BONDS
 
Par
         
% of
 
     
Amount
   
Value
   
Net Assets
 
 
Financials (Continued)
                 
 
Merrill Lynch & Company, Inc.
                 
 
  6.875%, 04/25/2018
    955,000     $ 1,126,087       0.34 %
 
Merrill Lynch & Company, Inc., Series MTNC
                       
 
  0.704%, 01/15/2015
    250,000       250,398       0.08 %
 
MetLife, Inc., Series A
                       
 
  6.817%, 08/15/2018
    100,000       119,580       0.04 %
 
Morgan Stanley
                       
 
  5.375%, 10/15/2015
    500,000       532,760       0.16 %
 
  5.750%, 01/25/2021
    850,000       976,644       0.29 %
 
  6.625%, 04/01/2018
    250,000       291,937       0.09 %
 
Prudential Financial, Inc.
                       
 
  5.500%, 03/15/2016
    310,000       336,357       0.10 %
 
Prudential Financial, Inc., Series MTNB
                       
 
  5.100%, 09/20/2014
    285,000       290,111       0.09 %
 
Qwest Capital Funding, Inc.
                       
 
  6.500%, 11/15/2018
    700,000       784,000       0.24 %
 
Raymond James Financial, Inc.
                       
 
  5.625%, 04/01/2024
    700,000       775,769       0.23 %
 
Royal Bank of Canada – ADR (c)
                       
 
  2.200%, 07/27/2018
    1,000,000       1,014,744       0.31 %
 
Simon Property Group, Inc.
                       
 
  6.100%, 05/01/2016
    1,010,000       1,102,946       0.33 %
 
St. Paul Travelers, Inc.
                       
 
  5.500%, 12/01/2015
    275,000       296,039       0.09 %
 
SunTrust Banks, Inc.
                       
 
  3.600%, 04/15/2016
    250,000       262,766       0.08 %
 
  6.000%, 09/11/2017
    250,000       284,343       0.08 %
 
The Bear Stearns Companies, Inc.
                       
 
  6.400%, 10/02/2017
    1,350,000       1,562,698       0.47 %
 
The Charles Schwab Corp.
                       
 
  0.850%, 12/04/2015
    1,000,000       1,004,016       0.30 %
 
The Goldman Sachs Group, Inc.
                       
 
  5.375%, 03/15/2020
    1,100,000       1,235,918       0.37 %
 
The Hartford Financial Services Group, Inc.
                       
 
  5.375%, 03/15/2017
    300,000       332,000       0.10 %
 
The Royal Bank of Scotland PLC – ADR (c)
                       
 
  4.375%, 03/16/2016
    400,000       425,760       0.13 %
 
Toronto Dominion Bank – ADR (c)
                       
 
  2.375%, 10/19/2016
    1,000,000       1,037,643       0.31 %
 
Wachovia Corp.
                       
 
  5.750%, 06/15/2017
    850,000       966,388       0.29 %
 

 
The accompanying notes are an integral part of these financial statements.

HENNESSYFUNDS.COM
 
12

 


 
CORPORATE BONDS
 
Par
         
% of
 
     
Amount
   
Value
   
Net Assets
 
 
Financials (Continued)
                 
 
Wells Fargo & Co.
                 
 
  5.625%, 12/11/2017
    1,000,000     $ 1,142,563       0.34 %
 
Westpac Banking Corp. – ADR (c)
                       
 
  4.200%, 02/27/2015
    500,000       515,456       0.16 %
 
  4.875%, 11/19/2019
    450,000       504,817       0.15 %
                45,147,918       13.59 %
                           
 
Health Care – 1.65%
                       
 
Agilent Technologies, Inc.
                       
 
  5.000%, 07/15/2020
    650,000       713,112       0.22 %
 
Amgen, Inc.
                       
 
  2.500%, 11/15/2016
    1,000,000       1,038,539       0.31 %
 
Celgene Corp.
                       
 
  2.300%, 08/15/2018
    1,000,000       1,008,305       0.30 %
 
GlaxoSmithKline Capital, Inc. – ADR (c)
                       
 
  1.500%, 05/08/2017
    500,000       505,478       0.15 %
 
Merck and Co., Inc.
                       
 
  6.000%, 09/15/2017
    850,000       978,571       0.29 %
 
UnitedHealth Group, Inc.
                       
 
  5.375%, 03/15/2016
    250,000       271,263       0.08 %
 
Wellpoint, Inc.
                       
 
  2.375%, 02/15/2017
    960,000       982,007       0.30 %
                5,497,275       1.65 %
                           
 
Industrials – 0.31%
                       
 
John Deere Capital Corp.
                       
 
  1.850%, 09/15/2016
    1,000,000       1,026,565       0.31 %
                           
 
Information Technology – 1.98%
                       
 
Altera Corp.
                       
 
  1.750%, 05/15/2017
    1,000,000       1,009,491       0.30 %
 
Applied Materials, Inc.
                       
 
  4.300%, 06/15/2021
    300,000       326,349       0.10 %
 
Corning, Inc.
                       
 
  6.850%, 03/01/2029
    275,000       335,176       0.10 %
 
eBay, Inc.
                       
 
  3.250%, 10/15/2020
    1,000,000       1,027,413       0.31 %
 
EMC Corp.
                       
 
  1.875%, 06/01/2018
    1,000,000       1,005,451       0.30 %
 
Hewlett Packard Co.
                       
 
  3.000%, 09/15/2016
    1,000,000       1,045,033       0.32 %
 
Juniper Networks, Inc.
                       
 
  4.600%, 03/15/2021
    1,000,000       1,061,981       0.32 %
 

The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
13

 


 
CORPORATE BONDS
 
Par
         
% of
 
     
Amount
   
Value
   
Net Assets
 
 
Information Technology (Continued)
                 
 
KLA-Tencor Corp.
                 
 
  6.900%, 05/01/2018
    650,000     $ 763,183       0.23 %
                6,574,077       1.98 %
                           
 
Materials – 1.90%
                       
 
Alcoa, Inc.
                       
 
  6.150%, 08/15/2020
    625,000       690,303       0.21 %
 
AngloGold Ashanti Holdings PLC – ADR (c)
                       
 
  5.125%, 08/01/2022
    1,000,000       970,653       0.29 %
 
El du Pont de Nemours & Co.
                       
 
  4.750%, 03/15/2015
    315,000       326,645       0.10 %
 
Goldcorp, Inc. – ADR (c)
                       
 
  2.125%, 03/15/2018
    1,250,000       1,245,815       0.38 %
 
International Paper Co.
                       
 
  9.375%, 05/15/2019
    250,000       329,817       0.10 %
 
Rio Tinto Finance USA PLC – ADR (c)
                       
 
  1.375%, 06/17/2016
    1,000,000       1,011,341       0.30 %
 
  2.000%, 03/22/2017
    640,000       653,746       0.20 %
 
The Dow Chemical Co.
                       
 
  4.250%, 11/15/2020
    1,000,000       1,072,332       0.32 %
                6,300,652       1.90 %
                           
 
Telecommunication Services – 1.66%
                       
 
AT&T, Inc.
                       
 
  2.950%, 05/15/2016
    775,000       808,236       0.24 %
 
  3.000%, 02/15/2022
    250,000       246,528       0.08 %
 
  5.350%, 09/01/2040
    200,000       209,397       0.06 %
 
  5.800%, 02/15/2019
    800,000       929,290       0.28 %
 
CenturyLink, Inc.
                       
 
  5.150%, 06/15/2017
    400,000       434,500       0.13 %
 
Verizon Communications, Inc.
                       
 
  0.700%, 11/02/2015
    800,000       801,622       0.24 %
 
  6.350%, 04/01/2019
    600,000       710,399       0.22 %
 
  8.750%, 11/01/2018
    292,000       373,388       0.11 %
 
Vodafone Group PLC – ADR (c)
                       
 
  1.500%, 02/19/2018
    1,000,000       992,842       0.30 %
                5,506,202       1.66 %
                           
 
Utilities – 0.09%
                       
 
Sempra Energy
                       
 
  6.500%, 06/01/2016
    275,000       305,079       0.09 %
                           
 
Total Corporate Bonds
                       
 
  (Cost $75,061,690)
            77,273,589       23.26 %
 

The accompanying notes are an integral part of these financial statements.

HENNESSYFUNDS.COM
 
14

 


 
MORTGAGE BACKED SECURITIES – 3.70%
 
Par
         
% of
 
     
Amount
   
Value
   
Net Assets
 
 
Federal Home Loan Mortgage Corp.
                 
 
  3.000%, 05/01/2042
    4,336,790     $ 4,235,529       1.27 %
 
  3.000%, 09/01/2042
    2,791,760       2,726,575       0.82 %
 
  5.000%, 05/01/2020
    125,417       135,392       0.04 %
 
  5.500%, 04/01/2037
    232,320       259,573       0.08 %
 
Federal National Mortgage Association
                       
 
  2.400%, 11/07/2024
    1,000,000       936,022       0.28 %
 
  3.500%, 01/01/2042
    928,608       945,085       0.28 %
 
  4.000%, 12/01/2041
    1,215,398       1,276,403       0.38 %
 
  4.000%, 10/01/2041
    1,312,615       1,378,377       0.42 %
 
  4.500%, 08/01/2020
    142,490       151,746       0.05 %
 
  6.000%, 10/01/2037
    222,158       247,767       0.08 %
                           
 
Total Mortgage Backed Securities
                       
 
  (Cost $12,636,133)
            12,292,469       3.70 %
                           
 
U.S. GOVERNMENT AGENCY ISSUES – 1.46%
                       
 
Federal Home Loan Banks
                       
 
  1.000%, 04/23/2024
    1,700,000       1,702,157       0.51 %
 
  1.000%, 06/27/2023
    1,500,000       1,500,349       0.45 %
 
  1.000%, 11/20/2028
    1,000,000       999,134       0.30 %
 
  5.750%, 06/15/2037
    600,000       665,119       0.20 %
                           
 
Total U.S. Government Agency Issues
                       
 
  (Cost $4,895,494)
            4,866,759       1.46 %
                           
 
U.S. TREASURY OBLIGATIONS – 4.50%
                       
                           
 
U.S. Treasury Bonds – 0.48%
                       
 
U.S. Treasury Bonds
                       
 
  3.625%, 02/15/2044
    1,500,000       1,546,641       0.47 %
 
U.S. Treasury Inflation Index Bond
                       
 
  0.125%, 07/15/2022
    25,524       25,255       0.01 %
                           
 
Total U.S. Treasury Bonds
                       
 
  (Cost $1,547,172)
            1,571,896       0.48 %
                           
 
U.S. Treasury Notes – 4.02%
                       
 
  2.375%, 03/31/2016
    2,005,000       2,081,910       0.63 %
 
  3.250%, 03/31/2017
    1,000,000       1,069,883       0.32 %
 
  4.125%, 05/15/2015
    7,600,000       7,916,616       2.38 %
 
  2.750%, 02/15/2024
    1,000,000       1,008,828       0.30 %
 
  2.500%, 08/15/2023
    1,300,000       1,289,996       0.39 %
                           
 
Total U.S. Treasury Notes
                       
 
  (Cost $13,344,716)
            13,367,233       4.02 %
                           
 
Total U.S. Treasury Obligations
                       
 
  (Cost $14,891,888)
            14,939,129       4.50 %
 

The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
15

 


 
INVESTMENT COMPANIES (EXCLUDING
 
Number
         
% of
 
 
  MONEY MARKET FUNDS) – 2.39%
 
of Shares
   
Value
   
Net Assets
 
 
iShares iBoxx $High Yield Corporation Bond Fund
    12,000     $ 1,132,080       0.34 %
 
PowerShares Senior Loan Portfolio
    120,000       2,968,800       0.90 %
 
SPDR Barclays Capital High Yield Bond
    14,500       599,575       0.18 %
 
SPDR Barclays Short Term High Yield
    62,500       1,935,000       0.58 %
 
Wisdomtree Emerging Markets Local Debt Fund
    11,000       506,110       0.15 %
 
Apollo Investment Corporation
    40,000       319,600       0.09 %
 
Calamos Convertible Opportunity And Income Fund
    16,000       220,000       0.07 %
 
NGP Capital Resources Co.
    8,000       54,480       0.02 %
 
PennantPark Investment Corp.
    19,000       203,300       0.06 %
                           
 
Total Investment Companies (Excluding
                       
 
  Money Market Funds) (Cost $7,965,340)
            7,938,945       2.39 %
                           
 
SHORT-TERM INVESTMENTS – 1.02%
                       
                           
 
Money Market Funds – 1.02%
                       
 
Fidelity Government Portfolio –
                       
 
  Institutional Class, 0.01% (b)
    3,400,459       3,400,459       1.02 %
                           
 
Total Money Market Funds
                       
 
  (Cost $3,400,459)
            3,400,459       1.02 %
                           
 
Total Short-Term Investments
                       
 
  (Cost $3,400,459)
            3,400,459       1.02 %
                           
 
Total Investments
                       
 
  (Cost $278,551,080) – 99.06%
            329,136,221       99.06 %
 
Other Assets in Excess
                       
 
  of Liabilities – 0.94%
            3,123,958       0.94 %
 
TOTAL NET ASSETS – 100.00%
          $ 332,260,179       100.00 %
 
Percentages are stated as a percent of net assets.
 
ADR – American Depositary Receipt
(a)
Non-income producing security.
(b)
The rate listed is the fund’s 7-day yield as of April 30, 2014.
(c)
U.S. traded security of a foreign corporation.
 
 
 
 
 

 
The accompanying notes are an integral part of these financial statements.

HENNESSYFUNDS.COM
 
16

 
 
Summary of Fair Value Exposure at April 30, 2014
 
The following is a summary of the inputs used to value the Fund’s net assets as of April 30, 2014 (See Note 3 in the accompanying notes to the financial statements):
 
Common Stock
 
Level 1
   
Level 2
   
Level 3
   
Total
 
Consumer Discretionary
  $ 20,480,921     $     $     $ 20,480,921  
Consumer Staples
    35,106,499                   35,106,499  
Energy
    18,666,827                   18,666,827  
Financials
    33,693,081                   33,693,081  
Health Care
    19,305,017                   19,305,017  
Industrials
    13,305,670                   13,305,670  
Information Technology
    36,898,283                   36,898,283  
Materials
    25,482,447                   25,482,447  
Telecommunication Services
    5,053,756                   5,053,756  
Total Common Stock
  $ 207,992,501     $     $     $ 207,992,501  
Preferred Stock
  $ 109,180     $     $     $ 109,180  
REITS
                               
Financials
  $ 323,190     $     $     $ 323,190  
Corporate Bonds
                               
Consumer Discretionary
  $     $ 4,388,543     $     $ 4,388,543  
Consumer Staples
          1,644,266             1,644,266  
Energy
          883,012             883,012  
Financials
          45,147,918             45,147,918  
Health Care
          5,497,275             5,497,275  
Industrials
          1,026,565             1,026,565  
Information Technology
          6,574,077             6,574,077  
Materials
          6,300,652             6,300,652  
Telecommunication Services
          5,506,202             5,506,202  
Utilities
          305,079             305,079  
Total Corporate Bonds
  $     $ 77,273,589     $     $ 77,273,589  
Mortgage Backed Securities
  $     $ 12,292,469     $     $ 12,292,469  
U.S. Government Agency Issues
  $     $ 4,866,759     $     $ 4,866,759  
U.S. Treasury Obligations
                               
U.S. Treasury Bonds
  $     $ 1,571,896     $     $ 1,571,896  
U.S. Treasury Notes
          13,367,233             13,367,233  
Total U.S. Treasury Obligations
  $     $ 14,939,129     $     $ 14,939,129  
Investment Companies (Excluding
                               
  Money Market Funds)
  $ 7,938,945     $     $     $ 7,938,945  
Short-Term Investments
                               
Money Market Funds
  $ 3,400,459     $     $     $ 3,400,459  
Total Short-Term Investments
  $ 3,400,459     $     $     $ 3,400,459  
Total Investments
  $ 219,764,275     $ 109,371,946     $     $ 329,136,221  
 
Transfers between levels are recognized at the end of the reporting period.  During the six-month period ended April 30, 2014, the Fund recognized no transfers between levels.
 
 
 

 
The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
17

 

Financial Statements
 
Statement of Assets and Liabilities as of April 30, 2014 (Unaudited)
 
ASSETS:
     
Investments in securities, at value (cost $278,551,080)
  $ 329,136,221  
Dividends and interest receivable
    1,259,047  
Receivable for fund shares sold
    1,659,960  
Receivable for securities sold
    2,165,442  
Prepaid expenses and other assets
    31,702  
Total Assets
    334,252,372  
         
LIABILITIES:
       
Payable for securities purchased
    1,010,151  
Payable for fund shares redeemed
    579,516  
Payable to advisor
    212,589  
Payable to administrator
    63,748  
Payable to auditor
    9,477  
Accrued distribution fees
    62,429  
Accrued trustees fees
    5,067  
Accrued expenses and other payables
    49,216  
Total Liabilities
    1,992,193  
NET ASSETS
  $ 332,260,179  
         
NET ASSETS CONSIST OF:
       
Capital stock
  $ 274,663,181  
Accumulated net investment income
    132,591  
Accumulated net realized gain on investments
    6,879,266  
Unrealized net appreciation on investments
    50,585,141  
Total Net Assets
  $ 332,260,179  
         
NET ASSETS
       
Investor Class:
       
Shares authorized (no par value)
 
Unlimited
 
Net assets applicable to outstanding Investor Class shares
    246,788,191  
Shares issued and outstanding
    15,543,779  
Net asset value, offering price and redemption price per share
  $ 15.88  
         
Institutional Class:
       
Shares authorized (no par value)
 
Unlimited
 
Net assets applicable to outstanding Institutional Class shares
    85,471,988  
Shares issued and outstanding
    5,682,915  
Net asset value, offering price and redemption price per share
  $ 15.04  
 

 
 
The accompanying notes are an integral part of these financial statements.

HENNESSYFUNDS.COM
 
18

 

Financial Statements
 
Statement of Operations Six Months Ended April 30, 2014 (Unaudited)

INVESTMENT INCOME:
     
Dividend income
  $ 2,424,526  
Interest income
    1,317,951  
Total investment income
    3,742,477  
         
EXPENSES:
       
Investment advisory fees
    1,277,374  
Distribution fees – Investor Class (See Note 5)
    290,425  
Administration, fund accounting, custody and transfer agent fees
    191,606  
Sub-transfer agent expenses – Investor Class (See Note 5)
    131,298  
Sub-transfer agent expenses – Institutional Class (See Note 5)
    37,152  
Reports to shareholders
    23,407  
Federal and state registration fees
    22,868  
Compliance expense
    10,655  
Audit fees
    9,472  
Trustees’  fees and expenses
    8,679  
Legal fees
    2,480  
Other expenses
    13,298  
Total expenses before reimbursement from advisor
    2,018,714  
Expense reimbursement by advisor – Investor Class
    (11,567 )
Net expenses
    2,007,147  
NET INVESTMENT INCOME
  $ 1,735,330  
         
REALIZED AND UNREALIZED GAINS:
       
Net realized gain on investments
  $ 6,955,810  
Change in unrealized appreciation on investments
    5,463,868  
Net gain on investments
    12,419,678  
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS
  $ 14,155,008  
 
 

 
The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
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HENNESSYFUNDS.COM
 
20

 
 
Financial Statements
 
Statements of Changes in Net Assets
 
   
Six Months Ended
       
   
April 30, 2014
   
Year Ended
 
   
(Unaudited)
   
October 31, 2013
 
OPERATIONS:
           
Net investment income
  $ 1,735,330     $ 4,864,880  
Net realized gain on securities
    6,955,810       13,272,491  
Change in unrealized appreciation on securities
    5,463,868       21,344,922  
Net increase in net assets resulting from operations
    14,155,008       39,482,293  
                 
DISTRIBUTIONS TO SHAREHOLDERS FROM:
               
Net investment income – Investor Class
    (1,231,250 )     (3,063,016 )
Net investment income – Institutional Class
    (618,636 )     (1,937,482 )
Net realized gains – Investor Class
    (10,301,249 )      
Net realized gains – Institutional Class
           
Total distributions
    (12,151,135 )     (5,000,498 )
                 
CAPITAL SHARE TRANSACTIONS:
               
Proceeds from shares subscribed – Investor Class
    41,952,308       99,856,871  
Proceeds from shares subscribed – Institutional Class
    14,819,182       29,868,131  
Dividends reinvested – Investor Class
    8,419,389       2,933,613  
Dividends reinvested – Institutional Class
    2,521,205       1,518,097  
Cost of shares redeemed – Investor Class
    (38,441,052 )(1)     (90,377,638 )(2)
Cost of shares redeemed – Institutional Class
    (17,380,980 )     (65,319,830 )(2)
Net increase (decrease) in net assets derived
               
  from capital share transactions
    11,890,052       (21,520,756 )
TOTAL INCREASE IN NET ASSETS
    13,893,925       12,961,039  
                 
NET ASSETS:
               
Beginning of period
    318,366,254       305,405,215  
End of period
  $ 332,260,179     $ 318,366,254  
Undistributed net investment income, end of period
  $ 132,591     $ 247,147  
                 
CHANGES IN SHARES OUTSTANDING:
               
Shares sold – Investor Class
    2,676,370       6,666,051  
Shares sold – Institutional Class
    998,914       2,087,219  
Shares issued to holders as reinvestment
               
  of dividends – Investor Class
    544,993       200,342  
Shares issued to holders as reinvestment
               
  of dividends – Institutional Class
    172,060       110,506  
Shares redeemed – Investor Class
    (2,471,443 )     (6,175,811 )
Shares redeemed – Institutional Class
    (1,175,130 )     (4,674,153 )
Net increase (decrease) in shares outstanding
    745,764       (1,785,846 )


(1)
Net of redemption fees of $105 related to redemption fees imposed by the FBR Balanced Fund during a prior year but not received until the six-month period ended April 30, 2014.
(2)
Net of redemption fees of $1,077 and $482 for the Investor Class and Institutional Class shares, respectively, related to redemption fees imposed by the FBR Balanced Fund during a prior year but not received until fiscal year 2013.

 
The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
21

 
 
Financial Highlights
 
Hennessy Equity and Income Fund

For an Investor Class share outstanding throughout each period

   
Six Months Ended
 
   
April 30, 2014
 
   
(Unaudited)
 
PER SHARE DATA:
     
Net asset value, beginning of period
  $ 15.77  
         
Income from investment operations:
       
Net investment income
    0.08  
Net realized and unrealized gains (losses) on securities
    0.61  
Total from investment operations
    0.69  
         
Less distributions:
       
Dividends from net investment income
    (0.08 )
Dividends from realized capital gains
    (0.50 )
Return of capital
     
Total distributions
    (0.58 )
Paid-in capital from redemption fees
     
Net asset value, end of period
  $ 15.88  
         
TOTAL RETURN
    4.49 %(4)
         
SUPPLEMENTAL DATA AND RATIOS:
       
Net assets, end of period (millions)
  $ 246.79  
Ratio of expenses to average net assets:
       
Before expense reimbursement
    1.34 %(5)
After expense reimbursement
    1.33 %(5)
Ratio of net investment income to average net assets:
       
Before expense reimbursement
    1.00 %(5)
After expense reimbursement
    1.01 %(5)
Portfolio turnover rate(6)
    15 %(4)




(1)
For the seven-month period ended October 31, 2010. Effective October 31, 2010, the Fund changed its fiscal year end from March 31 to October 31.
(2)
Calculated based on average shares outstanding method.
(3)
Amount is less than $0.01.
(4)
Not annualized.
(5)
Annualized.
(6)
Portfolio turnover is calculated on the basis of the Fund as a whole.

 
The accompanying notes are an integral part of these financial statements.

HENNESSYFUNDS.COM
 
22

 

 
 
 

                 
For the Period
             
                 
April 1, 2010
             
For the Year Ended October 31,
   
to October 31,
   
Year Ended March 31,
 
2013
   
2012
   
2011
   
2010(1)
   
2010
   
2009
 
                                 
$ 13.96     $ 12.99     $ 11.93     $ 11.52     $ 8.92     $ 12.27  
                                             
                                             
  0.23       0.18       0.29 (2)     0.17 (2)     0.29 (2)     0.32 (2)
  1.81       0.99       1.04       0.40       2.61       (3.23 )
  2.04       1.17       1.33       0.57       2.90       (2.91 )
                                             
                                             
  (0.23 )     (0.20 )     (0.27 )     (0.16 )     (0.30 )     (0.25 )
                                (0.17 )
                                (0.03 )
  (0.23 )     (0.20 )     (0.27 )     (0.16 )     (0.30 )     (0.45 )
  0.00 (3)     0.00 (3)     0.00 (3)     0.00 (3)     0.00 (3)     0.01  
$ 15.77     $ 13.96     $ 12.99     $ 11.93     $ 11.52     $ 8.92  
                                             
  14.72 %     9.01 %     11.30 %     5.04 %(4)     32.76 %     (24.28 )%
                                             
                                             
$ 233.25     $ 196.92     $ 56.75     $ 41.50     $ 46.81     $ 18.86  
                                             
  1.36 %     1.33 %     1.54 %     1.60 %(5)     1.69 %     1.84 %
  1.33 %     1.24 %     1.24 %     1.24 %(5)     1.25 %     1.32 %
                                             
  1.51 %     1.37 %     2.03 %     2.21 %(5)     2.26 %     2.50 %
  1.54 %     1.46 %     2.33 %     2.56 %(5)     2.70 %     3.03 %
  52 %     34 %     35 %     27 %(4)     26 %     32 %
 
 
 
 
 

 
The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
23

 
 
Financial Highlights
 
Hennessy Equity and Income Fund

For an Institutional Class share outstanding throughout each period

   
Six Months Ended
 
   
April 30, 2014
 
   
(Unaudited)
 
PER SHARE DATA:
     
Net asset value, beginning of period
  $ 14.97  
         
Income from investment operations:
       
Net investment income
    0.09  
Net realized and unrealized gains (losses) on investments
    0.58  
Total from investment operations
    0.67  
         
Less distributions:
       
Dividends from net investment income
    (0.10 )
Dividends from net realized gains
    (0.50 )
Return of Capital
     
Total distributions
    (0.60 )
Paid-in capital from redemption fees
     
Net asset value, end of period
  $ 15.04  
         
TOTAL RETURN
    4.61 %(4)
         
SUPPLEMENTAL DATA AND RATIOS:
       
Net assets, end of period (millions)
  $ 85.47  
Ratio of expenses to average net assets:
       
Before expense reimbursement
    1.06 %(5)
After expense reimbursement
    1.06 %(5)
Ratio of net investment income to average net assets:
       
Before expense reimbursement
    1.29 %(5)
After expense reimbursement
    1.29 %(5)
Portfolio turnover rate(6)
    15 %(4)




(1)
For the seven-month period ended October 31, 2010. Effective October 31, 2010, the Fund changed its fiscal year end from March 31 to October 31.
(2)
Calculated based on average shares outstanding method.
(3)
Amount is less than $0.01.
(4)
Not annualized.
(5)
Annualized.
(6)
Portfolio turnover is calculated on the basis of the Fund as a whole.

 
The accompanying notes are an integral part of these financial statements.

HENNESSYFUNDS.COM
 
24

 
 
 
 

                 
For the Period
             
                 
April 1, 2010
             
For the Year Ended October 31,
   
to October 31,
   
Year Ended March 31,
 
2013
   
2012
   
2011
   
2010(1)
   
2010
   
2009
 
                                 
$ 13.29     $ 12.38     $ 11.38     $ 10.99     $ 8.52     $ 11.75  
                                             
                                             
  0.25       0.22       0.32 (2)     0.18 (2)     0.30 (2)     0.33 (2)
  1.72       0.92       0.99       0.38       2.50       (3.10 )
  1.97       1.14       1.31       0.56       2.80       (2.77 )
                                             
                                             
  (0.29 )     (0.23 )     (0.31 )     (0.17 )     (0.33 )     (0.26 )
                                (0.17 )
                                (0.04 )
  (0.29 )     (0.23 )     (0.31 )     (0.17 )     (0.33 )     (0.47 )
  0.00 (3)     0.00 (3)     0.00 (3)     0.00 (3)     0.00 (3)     0.01  
$ 14.97     $ 13.29     $ 12.38     $ 11.38     $ 10.99     $ 8.52  
                                             
  14.99 %     9.23 %     11.62 %     5.19 %(4)     33.10 %     (24.13 )%
                                             
                                             
$ 85.12     $ 108.49     $ 55.28     $ 42.17     $ 39.40     $ 31.13  
                                             
  1.06 %     1.06 %     1.12 %     1.20 %(5)     1.43 %     1.58 %
  1.06 %     0.99 %     0.99 %     0.99 %(5)     0.99 %     1.07 %
                                             
  1.95 %     1.68 %     2.56 %     2.60 %(5)     2.57 %     2.73 %
  1.95 %     1.75 %     2.69 %     2.82 %(5)     3.01 %     3.24 %
  52 %     34 %     35 %     27 %(4)     26 %     32 %
 
 
 
 
 

 
The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
25

 

Notes to the Financial Statements
April 30, 2014 (Unaudited)

 
1).  ORGANIZATION
 
The Hennessy Equity and Income Fund (the “Fund”) is a series of Hennessy Funds Trust (the “Trust”), which was organized as a Delaware statutory trust on September 17, 1992.  The Fund is an open-end management investment company registered under the Investment Company Act of 1940, as amended.  The Fund is a successor to the FBR Balanced Fund (the “Predecessor FBR Fund”), a series of The FBR Funds, a Delaware statutory trust, pursuant to a reorganization that took place after the close of business on October 26, 2012.  Prior to October 26, 2012, the Fund had no investment operations.  As a result of the reorganization, holders of the Investor Class shares of the Predecessor FBR Fund received Investor Class shares of the Fund (the Investor Class shares of the Fund are the successor to the accounting and performance information of the Predecessor FBR Fund), and holders of the Institutional Class shares of the Predecessor FBR Fund received Institutional Class shares of the Fund (the Institutional Class shares of the Fund are the successor to the accounting and performance information of the Predecessor FBR Fund).  The investment objective of the Fund is long-term capital growth and current income.  The Fund is a diversified fund.
 
The Fund offers Investor Class and Institutional Class shares.  Each class of shares differs principally in its respective administration, 12b-1 distribution and service fees, shareholder servicing, and transfer agent expenses and sales charges, if any.  Each class has identical rights to earnings, assets, and voting privileges, except for class-specific expenses and exclusive rights to vote on matters affecting only individual classes.
 
 
2).  SIGNIFICANT ACCOUNTING POLICIES
 
The following is a summary of significant accounting policies consistently followed by the Fund in the preparation of the financial statements. These policies are in conformity with U.S. generally accepted accounting principles (“GAAP”).
 
a).
Investment Valuation – All investments in securities are recorded at their estimated fair value, as described in Note 3.
 
b).
Federal Income Taxes – Provision for Federal income taxes or excise taxes has not been made since the Fund has elected to be taxed as a “regulated investment company” and intends to distribute substantially all of its taxable income to its shareholders and otherwise comply with the provisions of the Internal Revenue Code of 1986, as amended, applicable to regulated investment companies. Net investment income or loss and realized gains and losses for federal income tax purposes may differ from that reported on the financial statements because of temporary book and tax basis differences. Temporary differences are primarily the result of the treatment of wash sales for tax reporting purposes. Distributions from net realized gains for book purposes may include short-term capital gains, which are included as ordinary income to shareholders for tax purposes.
 
c).
Income and Expenses – Dividend income is recognized on the ex-dividend date or as soon as information is available to the Fund. Interest income, which includes the amortization of premium and accretion of discount, is recognized on an accrual basis. The Fund is charged for those expenses that are directly attributable to the portfolio, such as advisory, administration, and certain shareholder service fees. Income,
 

HENNESSYFUNDS.COM
 
26

 

 
 
expenses (other than expenses attributable to a specific class), and realized and unrealized gains or losses on investments are allocated to each class of shares based on its respective net assets.
 
d).
Distributions to Shareholders – Dividends from net investment income for the Fund, if any, are declared and paid out on a calendar quarter basis.  Distributions of net realized capital gains, if any, are declared and paid annually, usually in November or December.
 
e).
Security Transactions – Investment and shareholder transactions are recorded on the trade date. The Fund determines the gain or loss realized from the investment transactions by comparing the original cost of the security lot sold with the net sale proceeds. Discounts and premiums on securities purchased are accreted/amortized over the life of the respective security.
 
f).
Use of Estimates – The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported change in net assets during the reporting period. Actual results could differ from those estimates.
 
g).
Share Valuation – The net asset value (“NAV”) per share of the Fund is calculated by dividing the sum of the value of the securities held by the Fund, plus cash or other assets, minus all liabilities (including estimated accrued expenses) by the total number of shares outstanding for the Fund, rounded to the nearest cent. The Fund’s shares will not be priced on days the New York Stock Exchange is closed for trading. The offering and redemption price per share for the Fund is equal to the Fund’s net asset value per share.
 
h).
Foreign Currency – Values of investments denominated in foreign currencies are converted into U.S. dollars using the spot market rate of exchange at the time of valuation.  Purchases and sales of investments and income are translated into U.S. dollars using the spot market rate of exchange prevailing on the respective dates of such transactions.  The Fund does not isolate the portion of the results of operations resulting from fluctuations in foreign exchange rates on investments from fluctuations resulting from changes in the market prices of securities held.  Such fluctuations are included with the net realized and unrealized gain or loss on investments.  Foreign investments present additional risks due to currency fluctuations, economic and political factors, lower liquidity, government regulations, differences in accounting standards, and other factors.
 
i).
Forward Contracts – The Fund may enter into forward currency contracts to reduce its exposure to changes in foreign currency exchange rates on its foreign holdings and to lock in the U.S. dollar cost of firm purchase and sale commitments for securities denominated in foreign currencies.  A forward currency contract is a commitment to purchase or sell a foreign currency at a future date at a negotiated forward rate.  The gain or loss arising from the difference between the U.S. dollar cost of the original contract and the value of the foreign currency in U.S. dollars upon closing of such contract is included in net realized gain or loss from foreign currency transactions.  During the six months ended April 30, 2014, the Fund did not enter into any forward contracts.
 
j).
Repurchase Agreements – The Fund may enter into repurchase agreements with member banks or security dealers of the Federal Reserve Board whom the investment advisor deems creditworthy. The repurchase price generally equals the price paid by the Fund plus interest negotiated on the basis of current short-term rates.
 

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
27

 

 
 
Securities pledged as collateral for repurchase agreements are held by the custodian bank until the respective agreements mature. Provisions of the repurchase agreements ensure that the market value of the collateral, including accrued interest thereon, is sufficient in the event of default of the counterparty. If the counterparty defaults and the value of the collateral declines or if the counterparty enters an insolvency proceeding, realization of the collateral by the Fund may be delayed or limited.
 
k).
Accounting for Uncertainty in Income Taxes – The Fund has adopted accounting policies regarding recognition and measurement of tax positions taken or expected to be taken on a tax return.  The Fund has reviewed all open tax years in major jurisdictions and concluded that there is no impact on the Fund’s net assets and no tax liability resulting from unrecognized tax benefits relating to uncertain income tax positions taken or expected to be taken on a tax return.  The Fund’s major tax jurisdictions are U.S. Federal and Delaware.  As of April 30, 2014, open Federal and state tax years for the Fund include the tax years ended October 31, 2011 through 2013.
 
l).
Derivatives – The Fund may invest in, or enter into, derivatives, such as options, futures contracts, options on futures contracts, and swaps, for a variety of reasons, including to hedge certain risks, to provide a substitute for purchasing or selling particular securities, or to increase potential income gain.  Derivatives may provide a cheaper, quicker, or more specifically focused way for a Fund to invest than “traditional” securities would.  The main purpose of utilizing these derivative instruments is for hedging purposes.
 
 
The Fund has adopted the financial accounting reporting rules as required by the Derivatives and Hedging Topic of the Financial Accounting Standards Board Accounting Standards Codification. Under such rules, the Fund is required to include enhanced disclosure that enables investors to understand how and why an entity uses derivatives, how derivatives are accounted for, and how derivatives instruments affect an entity’s results of operations and financial position. During the six months ended April 30, 2014, the Fund did not hold any derivative instruments.
 
m).
Events Subsequent to the Fiscal Period End – The Fund has adopted financial reporting rules regarding subsequent events that require an entity to recognize in the financial statements the effects of all subsequent events that provide additional evidence about conditions that existed at the date of the balance sheet.  Management has evaluated the Fund’s related events and transactions that occurred subsequent to April 30, 2014 through the date of issuance of the Fund’s financial statements.  There were no events or transactions that occurred during this period that materially impacted the amounts or disclosures in the Fund’s financial statements.
 
 
3).  SECURITIES VALUATION
 
The Fund has adopted authoritative fair valuation accounting standards that establish an authoritative definition of fair value and set out a hierarchy for measuring fair value.  These standards require additional disclosures about the various inputs and valuation techniques used to develop the measurements of fair value and a discussion in changes in valuation techniques and related inputs during the period.  These inputs are summarized in the three broad levels listed below:
 
 
Level 1 –
Quoted unadjusted prices for identical instruments in active markets to which the Fund has access at the date of measurement.
 

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Level 2 –
Quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; and model-derived valuations in which all significant inputs and significant value drivers are observable in active markets.  Level 2 inputs are those in markets for which there are few transactions, the prices are not current, the prices are fair value adjusted due to post-market close subsequent events (foreign markets), little public information exists, or instances where prices vary substantially over time or among brokered market makers.  These inputs may also include interest rates, prepayment speeds, credit risk curves, default rates, and similar data.
 
 
Level 3 –
Model-derived valuations in which one or more significant inputs or significant value drivers are unobservable.  Unobservable inputs are those inputs that reflect the Fund’s own assumptions about what market participants would use to price the asset or liability based on the best available information.
 
Following is a description of the valuation techniques applied to the Fund’s major categories of assets and liabilities measured at fair value on a recurring basis.
 
Equity Securities – Equity securities, including common stocks, preferred stocks, foreign issued common stocks, exchange traded funds, closed-end mutual funds, and real estate investment trusts, that are traded on a securities exchange for which a last-quoted sales price is readily available will be valued at the last sales price as reported by the primary exchange on which the securities are listed.  Securities listed on The NASDAQ Stock Market (“NASDAQ”) will be valued at the NASDAQ Official Closing Price, which may differ from the last sales price reported.  Securities traded on a securities exchange for which a last-quoted sales price is not readily available will be valued at the mean between the bid and ask prices.  To the extent these securities are actively traded and valuation adjustments are not applied, they are classified in Level 1 of the fair value hierarchy.
 
Investment Companies – Investments in investment companies (e.g., mutual funds and exchange traded funds) are generally priced at the ending NAV provided by the Fund’s service agent and will be classified in Level 1 of the fair value hierarchy.
 
Debt Securities – Debt securities, including corporate bonds, asset-backed securities, mortgage-backed securities, municipal bonds, U.S. Treasuries, and U.S. government agency issues, are valued at market on the basis of valuations furnished by an independent pricing service that utilizes both dealer-supplied valuations and formula-based techniques.  The pricing service may consider recently executed transactions in securities of the issuer or comparable issuers, market price quotations (where observable), bond spreads, and fundamental data relating to the issuer.  In addition, the model may incorporate market observable data such as reported sales of similar securities, broker quotes, yields, bids, offers, and reference data.  Certain securities are valued principally using dealer quotations.  These securities are generally classified in Level 2 of the fair value hierarchy.
 
Short-Term Securities – Short-term equity investments, including money market funds, are valued in the manner specified above.  Short-term debt investments are valued at amortized cost, if their original maturity was 60 days or less, or by amortizing the values as of the 61st day prior to maturity, if their original term to maturity exceeded 60 days.  Short-term securities are generally classified in Level 1 or Level 2 of the fair market hierarchy depending on the inputs used and market activity levels for specific securities.
 
The Board of Trustees of the Fund (the “Board”) has adopted fair value pricing procedures that are followed when a price for a security is not readily available or if a
 

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significant event has occurred that indicates the closing price of a security no longer represents the true value of that security.  Fair value pricing determinations are made in good faith in accordance with these procedures. There are numerous criteria that will be given consideration in determining a fair value of a security. Some of these criteria are trading volume of security and markets, the value of other like securities, and news events with direct bearing to security or market. Fair value pricing results in an estimated price that reasonably reflects the current market conditions in order to rate the portfolio holdings such that shareholder transactions receive a fair net asset value.  Depending on the relative significance of the valuation inputs, these securities may be classified in either Level 2 or Level 3 of the fair value hierarchy.
 
Fair valuing of foreign securities may be determined with the assistance of a pricing service using correlations between the movement of prices of such securities and indices of domestic securities and other appropriate indicators, such as closing market prices of relevant American Depositary Receipts or futures contracts.  The effect of using fair value pricing is that the Fund’s NAV will reflect the affected portfolio securities’ value as determined in the judgment of the Board or its designee instead of being determined by the market.  Using a fair value pricing methodology to price foreign securities may result in a value that is different from a foreign security’s most recent closing price and from the prices used by other investment companies to calculate their net asset values and are generally considered Level 2 prices in the fair valuation hierarchy.  Because the Fund may invest in foreign securities, the value of the Fund’s portfolio securities may change on days when you will not be able to purchase or redeem your shares.
 
The Board has delegated day-to-day valuation matters to a Valuation Committee comprised of one or more representatives from Hennessy Advisors, Inc., the Fund’s investment advisor.  The function of the Valuation Committee is to value securities where current and reliable market quotations are not readily available.  All actions taken by the Valuation Committee are reviewed by the Board.
 
The Fund has performed an analysis of all existing investments to determine the significance and character of all inputs to their fair value determination.  Various inputs are used in determining the value of the Fund’s investments.  The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.  Details related to the fair valuation hierarchy of the Fund’s securities as of April 30, 2014 are included in the Fund’s Schedule of Investments.
 
 
4).  INVESTMENT TRANSACTIONS
 
Purchases and sales of investment securities (excluding government and short-term investments) for the Fund during the six months ended April 30, 2014 were $31,799,064 and $32,186,170, respectively.
 
Purchases and sales/maturities of long-term U.S. Government Securities for the Fund were $14,996,968 and $14,878,086, respectively, for the six months ended April 30, 2014.
 
 
5).  INVESTMENT MANAGEMENT FEE AND OTHER TRANSACTIONS WITH AFFILIATES
 
Hennessy Advisors, Inc. (the “Advisor”) is the investment advisor of the Fund. The Advisor provides the Fund with investment management services under an Investment Advisory Agreement. The Advisor furnishes all investment advice, office space, facilities, and provides most of the personnel needed by the Fund. As compensation for its services, the Advisor is entitled to a monthly fee from the Fund. The fee is based upon the average daily net assets of the Fund at the annual rate of 0.80%.  The net investment advisory fees payable for the Fund as of April 30, 2014 were $212,589.
 

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The Advisor has delegated the day-to-day management of the equity sleeve of the Fund to The London Company of Virginia, LLC and has delegated the day-to-day management of the fixed income sleeve of the Fund to Financial Counselors, Inc.  The Advisor pays the sub-advisor fees for the Fund from its own assets and these fees are not an additional expense of the Fund.
 
The Advisor has contractually agreed to limit the total annual operating expenses of the Fund (excluding interest, taxes, brokerage commissions, dividend expenses, 12b-1 fees, acquired fund fees and expenses, extraordinary legal expenses, or any other extraordinary expenses) to 1.08% of the Fund’s net assets for both the Investor Class shares and Institutional Class shares of the Fund through February 28, 2015.
 
For a period of three years after the year in which the Advisor waives or reimburses expenses, the Advisor may seek reimbursement from the Fund to the extent that total annual fund operating expenses are less than the expense limitation in effect at the time of the reimbursement. The Advisor waived or reimbursed expenses of $11,567 for the Fund during the six-month period ended April 30, 2014.  As of April 30, 2014, cumulative expenses subject to potential recovery to the aforementioned conditions and year of expiration are as follows:
 
     
October 31, 2015
   
October 31, 2016
   
October 31, 2017
   
Total
 
 
Investor Class
  $ 0     $ 67,819     $ 11,567     $ 79,386  
 
Institutional Class
  $ 0     $ 0     $ 0     $ 0  
 
The Fund has adopted a plan pursuant to Rule 12b-1 under the Investment Company Act of 1940, as amended, that authorizes payments in connection with the distribution of the Fund’s shares at an annual rate of up to 0.25% of the average daily net assets of the Fund attributable to Investor Class shares.  Amounts paid under the plan may be spent on any activities or expenses primarily intended to result in the sale of shares, including but not limited to, advertising, compensation for sales and marketing activities or financial institutions and others such as dealers and distributors, shareholder account servicing, the printing and mailing of prospectuses to other than current shareowners, and the printing and mailing of sales literature.
 
The Fund has entered into agreements with various brokers, dealers, and financial intermediaries in connection with the sale of shares of the Fund.  The agreements provide for periodic payments by the Fund to the brokers, dealers, and financial intermediaries for providing certain shareholder maintenance services (sub-transfer agent expenses).  These shareholder services include the pre-processing and quality control of new accounts, shareholder correspondence, answering customer inquiries regarding account status, and facilitating shareholder telephone transactions. Fees paid by the Fund to various brokers, dealers, and financial intermediaries for the six months ended April 30, 2014 were $168,450.
 
U.S. Bancorp Fund Services, LLC (“USBFS”) provides the Fund with administrative, fund accounting, and transfer agent services, including all regulatory reporting, and necessary office equipment and personnel.  As administrator, USBFS prepares various federal and state regulatory filings, reports, and returns for the Fund; prepares reports and materials to be supplied to the Board; monitors the activities of the Fund’s custodian, transfer agent, and accountants; and coordinates the preparation and payment of the Fund’s expenses and reviews the Fund’s expense accruals. Fees paid to USBFS for the six months ended April 30, 2014 were $191,606.
 
U.S. Bank, N.A., an affiliate of USBFS, serves as the Fund’s custodian.  Quasar Distributors, LLC acts as the Fund’s principal underwriter in a continuous public offering of the Fund’s shares.  Quasar Distributors, LLC is an affiliate of USBFS and U.S. Bank, N.A.
 

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6).  LINE OF CREDIT
 
The Fund has a line of credit with the other funds in the Hennessy Funds family of funds (the “Hennessy Funds”) in the amount of the lesser of (i) $100,000,000 or (ii) 33.33% of each Hennessy Fund’s net assets, or 30% for the Hennessy Gas Utility Index Fund and 10% for the Hennessy Balanced Fund, intended to provide short-term financing, if necessary, subject to certain restrictions, in connection with shareholder redemptions. The credit facility is with the Hennessy Funds’ custodian bank, U.S. Bank, N.A.  Borrowings under this arrangement bear interest at the bank’s prime rate.  During the six months ended April 30, 2014, the Fund did not have any borrowings outstanding under the line of credit.
 
 
7).  FEDERAL TAX INFORMATION
 
As of October 31, 2013, the Fund’s most recent fiscal year end, the components of accumulated earnings (losses) for income tax purposes for the Fund were as follows:
 
 
Cost of investments for tax purposes
  $ 272,312,225  
 
Gross tax unrealized appreciation
  $ 47,145,367  
 
Gross tax unrealized depreciation
    (2,100,558 )
 
Net tax unrealized appreciation/depreciation
  $ 45,044,809  
 
Undistributed ordinary income
  $ 247,147  
 
Undistributed long-term capital gains
    10,301,169  
 
Total distributable earnings
  $ 10,548,316  
 
Other accumulated gain (loss)
  $  
 
Total accumulated gain (loss)
  $ 55,593,125  
 
The difference between book-basis and tax-basis unrealized appreciation is attributable primarily to capital loss carry overs, wash sales, and partnership adjustments.
 
At October 31, 2013, the Fund’s most recent fiscal year end, the Fund had no tax basis capital losses to offset future capital gains.
 
During the year ended October 31, 2013, the Fund’s most recent fiscal year end, the capital loss carry forwards utilized for the Fund were $2,832,320.
 
Capital losses sustained in the year ended October 31, 2012 and in future taxable years will not expire and may be carried over by the Fund without limitation; however, they will retain the character of the original loss. Furthermore, any losses incurred during those taxable years will be required to be utilized prior to the losses incurred in the pre-enactment taxable years. As a result of this ordering rule, pre-enactment capital loss carryforwards may be more likely to expire unused. Under pre-enactment law, capital losses could be carried forward for eight years, and carried forward as short-term capital losses, irrespective of the character of the original loss.
 
At October 31, 2013, the Fund did not defer, on a tax basis, any post-December late year ordinary loss deferrals or post-December loss deferrals.
 
The tax character of distributions paid during fiscal year 2014 (year-to-date) and fiscal year 2013 for the Fund were as follows:
 
     
Six Months Ended
   
Year Ended
 
     
April 30, 2014
   
October 31, 2013
 
 
Ordinary income
  $ 1,849,886     $ 5,000,498  
 
Long-term capital gain
    10,301,249        
      $ 12,151,135     $ 5,000,498  

 
 

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Expense Example (Unaudited)
April 30, 2014

 
As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments, reinvested dividends, or other distributions; redemption fees; and exchange fees; and (2) ongoing costs, including management fees; service fees; and other Fund 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 Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period from November 1, 2013 through April 30, 2014.
 
Actual Expenses
The first line of the table below under the “Investor Class” and “Institutional Class” headings provides information about actual account values and actual expenses. Although the Fund charges no sales loads or transaction fees, you will be assessed fees for outgoing wire transfers, returned checks and stop payment orders at prevailing rates charged by U.S. Bancorp Fund Services, LLC, the Fund’s transfer agent.  If you request that a redemption be made by wire transfer, currently a $15.00 fee is charged by the Fund’s transfer agent. IRA accounts will be charged a $15.00 annual maintenance fee. The example below includes, but is not limited to, management fees, shareholder servicing fees, fund accounting, custody, and transfer agent fees.  However, the example below does not include portfolio trading commissions and related expenses, and other extraordinary expenses as determined under generally accepted accounting principles.  You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period.  Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line of the table under the “Investor Class” and “Institutional Class” headings in the column entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.
 
Hypothetical Example for Comparison Purposes
The second line of the table below under the “Investor Class” and “Institutional Class” headings provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratios 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 your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads), or exchange fees. Therefore, the second line of the table under the “Investor Class” and “Institutional Class” headings 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.
 

 

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Expenses Paid
 
Beginning
Ending
During Period(1)
 
Account Value
Account Value
November 1, 2013 –
 
November 1, 2013
April 30, 2014
April 30, 2014
Investor Class
     
       
Actual
$1,000.00
$1,044.90
$6.74
       
Hypothetical (5% return
     
  before expenses)
$1,000.00
$1,018.20
$6.66
       
Institutional Class
     
       
Actual
$1,000.00
$1,046.10
$5.38
       
Hypothetical (5% return
     
  before expenses)
$1,000.00
$1,019.54
$5.31

(1)
Expenses are equal to the Fund’s annualized expense ratio of 1.33% for Investor Class shares or 1.06% for Institutional Class shares, as applicable, multiplied by the average account value over the period, multiplied by 181/365 days (to reflect one-half year period).


 
 
 

 
 


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Proxy Voting
 
A description of the policies and procedures the Fund uses to determine how to vote proxies relating to portfolio securities is available without charge: (1) by calling 1-800-966-4354; (2) on the Hennessy Funds’ website at hennessyfunds.com; or (3) on the U.S. Securities and Exchange Commission’s (the “SEC”) website at www.sec.gov. The Fund’s proxy voting record is available on both the Hennessy Funds’ website at hennessyfunds.com and the SEC’s website at www.sec.gov no later than August 31 for the prior 12 months ending June 30.
 
 
Quarterly Filings on Form N-Q
 
The Fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. The Fund’s Forms N-Q are available on the SEC’s website at www.sec.gov. The Fund’s Forms N-Q may be reviewed and copied at the SEC’s Public Reference Room in Washington, DC and information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330.  Information included in the Fund’s Forms N-Q will also be available upon request by calling 1-800-966-4354.
 
 
Federal Tax Distribution Information
(Unaudited)
 
For the fiscal year ended October 31, 2013, certain dividends paid by the Fund may be subject to a maximum tax rate of 15%, as provided for by the Jobs and Growth Tax Relief Reconciliation Act of 2003.  The percentage of dividends declared from ordinary income designated as qualified dividend income was 99.15%.
 
For corporate shareholders, the percent of ordinary income distributions qualifying for the corporate dividends received deduction for the fiscal year ended October 31, 2013 was 99.15%.
 
The percentage of taxable ordinary income distributions that are designated as short-term capital gain distributions under Section 871(k)(2)(C) of the Internal Revenue Code of 1986, as amended, for the Fund was 0.00%.
 
 
Householding
 
To help keep the Fund’s costs as low as possible, we generally deliver a single copy of most financial reports and prospectuses to shareholders who share an address, even if the accounts are registered under different names. This process, known as “householding,” does not apply to account statements. You may, of course, request an individual copy of a prospectus or financial report at any time. If you would like to receive separate mailings, please call the Administrator at 1-800-261-6950 or 1-414-765-4124 and we will begin individual delivery within 30 days of your request. If your account is held through a financial institution or other intermediary, please contact them directly to request individual delivery.

 
 

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Board Approval of Investment Advisory
Agreements
 
At its meeting on March 3, 2014, the Board of Trustees of the Fund (the “Board”) unanimously approved the continuation of the investment advisory agreement and sub-advisory agreements of the Fund.
 
The Board reviewed a number of documents, including a memorandum provided by outside legal counsel that described the fiduciary duties of the Board with respect to approving the continuance of the investment advisory and sub-advisory agreements and the relevant factors for consideration, a memorandum from the Advisor that listed each of the relevant factors and the documents provided to help the Board assess each such factor, the Advisor’s most recent Form 10-K and 10-Q, the Advisor’s Form ADV Part I, a document that listed the range of services provided by the Advisor for the Fund, a written discussion of economies of scale, a completed questionnaire from each sub-advisor, each sub-advisor’s Form ADV Parts I and II, copies of the advisory and sub-advisory agreements, a fund fact sheet, and peer expense and performance comparisons.  The Board considered and discussed numerous factors, including the following:
 
 
The Board considered the services identified below that are provided by the Advisor and the sub-advisors:
 
   
The Advisor oversees the sub-advisors for the Fund. The sub-advisors act as the portfolio manager to the Fund, managing the composition of the portfolio of the Fund, including the purchase, retention, and disposition of portfolio securities in accordance with the Fund’s investment objectives, policies, and restrictions.
 
   
The Advisor performs daily reconciliations of portfolio positions and cash for the Fund.
 
   
The Advisor oversees the use of soft dollars for the Fund.
 
   
The Advisor monitors compliance by the Fund with its investment objectives and restrictions.
 
   
The Advisor monitors compliance with federal securities laws and performs activities such as maintaining a compliance program, conducting ongoing reviews of the compliance programs of the sub-advisors and the Fund’s other service providers, conducting on-site visits to the sub-advisors and the Fund’s other service providers, monitoring incidents of abusive trading practices, reviewing Fund expense accruals, payments, and fixed expense ratios, evaluating insurance providers for fidelity bond coverage and D&O/E&O insurance coverage, conducting employee compliance training, reviewing reports provided by service providers, maintaining books and records, and preparing an annual compliance report to the Board.
 
   
The Advisor oversees service providers that support the Fund in providing fund accounting, fund administration, fund distribution, transfer agency, custodial, sales and marketing, audit, information technology, and legal services.
 
   
The Advisor maintains an in-house public relations and marketing department on behalf of the Fund.
 
   
The Advisor is actively involved with preparing regulatory filings for the Fund.
 
   
The Advisor oversees proxy voting for the Fund.
 
   
The Advisor oversees distribution of the Fund through third-party broker/dealers and independent financial institutions such as Charles Schwab,
 

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Inc., Fidelity, TD Waterhouse, and Pershing. The Advisor participates in “no transaction fee” (“NTF”) programs with these companies on behalf of the Fund, which allows customers to purchase the Fund through third-party distribution channels without paying a transaction fee. The Advisor compensates a number of these third-party providers of NTF programs out of its own revenues and not those of the Fund.
 
   
The Advisor pays the incentive compensation of all of the Fund’s compliance officers and employs other staff such as management executives, legal personnel, marketing personnel, national accounts and distribution personnel, sales personnel, and trading oversight personnel.
 
   
The Advisor prepares or reviews Board materials, frequently presents to the Board or leads Board discussions, prepares or reviews meeting minutes, and arranges for Board training and education.
 
 
The Board compared the performance of the Fund to benchmark indices over various periods of time and concluded that the positive performance of the Fund warranted the continuation of the advisory and sub-advisory agreements.
 
 
The Board reviewed the Fund’s expense ratio and comparable expense ratios for funds comparable to the Fund. The Board used data from Morningstar showing funds similar in asset size and investment objective to the Fund and determined that the expense ratio of the Fund falls within the range of the ratios of other comparable funds and concluded that the expenses of the Fund were reasonable.
 
 
The Board considered the fees charged by the Advisor and the sub-advisors of the Fund to those of funds similar in asset size and investment objective to the Fund and concluded the advisory and sub-advisory fees of the Fund were reasonable and warranted continuation of the advisory and sub-advisory agreements. The Trustees noted that the investment advisory and sub-advisory fees are not adjusted if economies of scale are realized as the Fund grows because many of the expenses incurred to manage the Fund are asset-based fees and thus do not result in material economies of scale being realized as the net assets of the Fund increase.
 
 
The Board considered the profitability of the Advisor and the sub-advisors with respect to the Fund and concluded the profits were reasonable and not excessive when compared to profitability guidelines set forth in relevant court cases.
 
 
The Board considered the high level of professionalism and knowledge of the Advisor’s employees, along with an extremely low level of turnover of the employees of the Advisor, and concluded that this was beneficial to the Fund and its shareholders, as it ensures that the Fund is operated efficiently.
 
All of the factors above were considered separately by the Board, including the Trustees who are not “interested persons” (as defined in the Investment Company Act of 1940, as amended) of the Fund (the “Independent Trustees”) meeting in an executive session. The factors were viewed in their totality by the Board, with no single factor being the principal or determinative factor in the Board’s determination of whether to approve the continuation of the advisory and sub-advisory agreements. Based on the factors discussed above, the Board, including all of the Independent Trustees, recommended continuation of the advisory and sub-advisory agreements.
 

 

 

 

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For information, questions or assistance, please call
 
The Hennessy Funds
 
1-800-966-4354 or 1-415-899-1555
 

 
 
INVESTMENT ADVISOR
Hennessy Advisors, Inc.
7250 Redwood Blvd., Suite 200
Novato, California 94945

ADMINISTRATOR,
TRANSFER AGENT,
DIVIDEND PAYING AGENT &
SHAREHOLDER SERVICING AGENT
U.S. Bancorp Fund Services, LLC
P.O. Box 701
Milwaukee, Wisconsin 53201-0701

CUSTODIAN
U.S. Bank N.A.
Custody Operations
1555 North River Center Dr., Suite 302
Milwaukee, Wisconsin 53212

TRUSTEES
Neil J. Hennessy
Robert T. Doyle
J. Dennis DeSousa
Gerald P. Richardson

COUNSEL
Foley & Lardner LLP
777 East Wisconsin Avenue
Milwaukee, Wisconsin 53202-5306

INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM
Tait, Weller & Baker LLP
1818 Market Street, Suite 2400
Philadelphia, Pennsylvania 19103

DISTRIBUTOR
Quasar Distributors, LLC
615 East Michigan Street
Milwaukee, Wisconsin 53202
 
 
Hennessy Funds Logo

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hennessyfunds.com | 1-800-966-4354

This report has been prepared for shareholders and may be distributed to
others only if preceded or accompanied by a current prospectus.
 
 

 
 
 

 

Hennessy Funds Logo


SEMI-ANNUAL REPORT

APRIL 30, 2014

 

Hennessy Total Return Fund Cover Photo


 

HENNESSY BALANCED
FUND
 
Investor Class  HBFBX

 
 
 
 
 
 
 
 
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hennessyfunds.com  |  1-800-966-4354

 

 
 
 

 





 
 
 
 
 
 

 


(This Page Intentionally Left Blank.)
 

 
 
 
 
 
 
 
 
 

 
 

 
 
 

 
 
Contents
 

 
Letter to Shareholders
 
2
Performance Overview
 
4
Financial Statements
   
   Schedule of Investments
 
6
   Statement of Assets and Liabilities
 
10
   Statement of Operations
 
11
   Statements of Changes in Net Assets
 
13
   Financial Highlights
 
14
   Notes to the Financial Statements
 
16
Expense Example
 
23
Proxy Voting
 
25
Quarterly Filings on Form N-Q
 
25
Federal Tax Distribution Information
 
25
Householding
 
25
Board Approval of Investment Advisory Agreement
 
26

 

 

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
 

 
 
 
June 2014
 
Dear Shareholder:
 
 
The financial markets have provided strong returns over the past six-months ended April 30, 2014, with the Dow Jones Industrial Average (DJIA) and S&P 500 both returning approximately 8% during the period.  The current valuation metrics of the major indices are solid; for example, the DJIA currently has a price-to-earnings ratio of 15x and a price-to-sales ratio of 1.75x.  The DJIA also has a dividend yield of 2.2%, which is nearly as high as that of a 10-Year U.S. Treasury, which is currently yielding 2.6%.  Investing in high-yielding, high-quality DJIA stocks have the potential to not only provide an income stream but also for stock price appreciation as well.  Fixed income investing has run its course, in my opinion, and many individuals are currently benefiting from the return to investing in equities that possess strong fundamentals.
 
U.S. corporations continue to drive shareholder value by making acquisitions, initiating and raising dividends, investing in internal infrastructure, and buying back stock.  However, lately I have begun to see a shift in those business strategies.  The easier-to-execute acquisitions seem to be a thing of the past, and firms now have to be even more creative to execute accretive deals.  I also believe that while firms may continue to initiate dividends, fewer firms will raise their dividends and fewer firms will participate in stock buyback programs going forward.  So what will these cash-rich companies do with their capital if they are not raising dividends or buying back stock? I believe we will see companies begin to initiate capital expenditure programs.
 
Due to the continuing uncertainty from a lack of clear policies on taxes, healthcare, and regulations, I have observed that corporations would rather wait for clarity from our government leaders and defer any significant changes to their current business models.  Up until this point, there has been no real cost for firms to defer spending their capital as they wait for anticipated guidance on policies that directly affect their businesses.  But, this economic handcuffing from all of this uncertainty has gone on long enough.  I believe there will now be firms who want to improve their margins and will begin spending money to expand their sales, and may even begin to hire.  Once a competitor begins to move in this way, then the cost to defer becomes real for companies.  This movement to expansion may well be a catalyst to propel the financial markets.   I do believe this will be a slow shift, but one that will keep the economy improving, and should, in my opinion, help to generate reasonable market returns over the next few years.
 
With almost $3 trillion in cash sitting on the sidelines, this strategic shift by companies to begin spending their idle capital should help the economic recovery in the U.S.  But that is only one part of the equation.  Washington politics still play a role in how strong that recovery will be.  The national political landscape will change in the next few years, and the future generation of elected officials will be faced with what I believe are fictitious unemployment figures (6.3% reported, when over 20 million Americans are looking for more work or a better job), a sluggish economy, and global competition in business.  The next regime needs to provide real clarity on the issues that face all Americans and American corporations: taxation, regulation, and how to pay for our new healthcare system.  I also believe that our government needs to regard business as a noble profession and to implement common sense and logic in their policy making instead of politics as usual.  As Confucius is quoted as saying, “Life is really simple, but we insist on making it complicated.”
 

HENNESSYFUNDS.COM
 
2

 

I am confident that even with all the hurdles facing corporate America, companies continue to provide good value for their shareholders, and I believe that means the financial markets are in good shape and should remain strong moving forward, I also believe that the next few months may be volatile.  Fads come and go, and the current buzz on the Street is around investing in social media stocks.  I believe that chasing hot products has contributed and will continue to contribute to the volatility of the markets this year.  After over 35 years in the business, I still firmly believe the best way to position your portfolio is by investing in good companies over the long term, rather than trying to buy the next hot idea at exactly the right time.  At Hennessy Funds, hunches and fads have no place in our investment process, and we understand that successful investing comes from time in the market, not timing the market.
 
We remain focused on investing based on proven fundamentals, and we are committed to managing money for the sole benefit of our shareholders.  If you have any questions or want to speak with us directly, please don’t hesitate to call us at (800) 966-4354.
 
Best regards,
 
Neil J. Hennessy Signature
 
Neil J. Hennessy
President and Chief Investment Officer
 

 
 
Past performance does not guarantee future results.
 
Mutual fund investing involves risk.  Principal loss is possible.
 
Opinions expressed are those of Neil Hennessy and are subject to change, are not guaranteed and should not be considered investment advice.
 
The Dow Jones Industrial Average and S&P 500 are unmanaged indices commonly used to measure the performance of U.S. stocks.  One cannot invest directly in an index.
 
Price-to-sales ratio and price-to-earnings ratio are tools for calculating relative valuation.  Price-to-sales ratio is calculated by dividing the market price by revenue per share.  Price-to-earnings ratio is the market price per share divided by earnings per share.
 
 
 
 
 
 
 

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
3

 
 
Performance Overview (Unaudited)
 
 
The opinions expressed in the following commentary reflect those of the Portfolio Managers as of the date written. Any such opinions are subject to change based on market or other conditions and are not guaranteed. These opinions may not be relied upon as investment advice. Investment decisions for the Fund are based on several factors, and may not be relied upon as an indication of trading intent on behalf of the Fund. Security positions can and do change.
 
AVERAGE ANNUAL TOTAL RETURN PERIODS ENDED APRIL 30, 2014
 
 
Six
One
Five
Ten
 
Months(1)
Year
Years
Years
Hennessy Balanced Fund (HBFBX)
3.22%
  4.93%
10.22%
3.89%
50/50 Blended DJIA/Treasury Index(2)
4.04%
  7.28%
  9.30%
5.09%
Dow Jones Industrial Average
7.90%
14.44%
18.32%
7.68%
 
Expense ratio: 1.75%
 
Performance data quoted represents past performance; past performance does not guarantee future results. The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost.  Current performance of the Fund may be lower or higher than the performance quoted. Performance data current to the most recent month end may be obtained by visiting hennessyfunds.com.
 
The expense ratio presented is from the most recent prospectus.
 
(1)
Periods less than one year are not annualized.
(2)
The 50/50 Blended DJIA/Treasury Index consists of 50% common stocks represented by the Dow Jones Industrial Average and 50% short-duration Treasury securities represented by the BofA Merrill Lynch 1-Year Treasury Note Index.

 
PERFORMANCE NARRATIVE
 
Portfolio Manager, Neil Hennessy, and Co-Portfolio Manager, Brian Peery
 
Over the previous six months, how did the Fund perform and what factors contributed to this performance?
 
For the six-month period ended April 30, 2014, the Hennessy Balanced Fund returned 3.22%, underperforming the 50/50 Blended DJIA/Treasury Index, the Dow Jones Industrial Average, and the Morningstar Moderate Allocation Category Average, which returned 4.04%, 7.90%, and 4.65% for the same period, respectively.
 
The Fund’s relative underperformance to its benchmarks is due primarily to the relative underperformance of some of the higher dividend-paying companies within the Dow Jones Industrial Average.  Because the Fund maintains a position of approximately 50% in U.S. Treasuries, it did not fully capture the performance of the equity markets over the six-month period.  While the Fund’s portfolio may underperform its benchmarks in periods where equities rise sharply, the strategy aims to capture near-market returns with a lower risk profile, since only approximately 50% of the assets of the Fund are invested in equities.  Conversely, if equity markets were to fall sharply, we would expect the Fund to perform better than its equity benchmarks due to its approximately 50% exposure to short-term U.S. Treasuries that are held to maturity.  Ultimately, the overall goal of this portfolio is to capture upside performance while mitigating downside risk.
 

HENNESSYFUNDS.COM
 
4

 

During the six-month period ended April 30, 2014, all but one of the Fund’s 13 equity positions had positive returns, with only Verizon Communications, Inc. posting a negative return.  Merck & Co., Inc. and Microsoft Corporation had the best performance during the period, posting gains of 31% and 15%, respectively.  Despite Merck & Co., Inc. being the largest holding within the Fund, the Fund’s relative underweight position in Microsoft Corporation and overweight position in both Verizon Communications, Inc. and AT&T, Inc. hurt relative overall performance versus its benchmarks.  The Fund continues to hold all of these positions.
 
Additional Portfolio Manager commentary and related investment outlook:
 
We continue to believe that the Dow Jones Industrial Average stocks, and in particular the stocks comprising the high dividend- yielding “Dogs of the Dow” (the methodology employed within the Hennessy Balanced Fund), provide an excellent way to gain equity exposure to the markets.  With U.S. Treasury yields still trading near historic lows, many investors are seeking high quality, dividend- paying companies as a means of potentially generating current income.  We believe that the rotation out of bonds and into equities, where investors have historically received higher yields as well as the potential for capital appreciation, should continue.
 
As the overall markets reach new highs and investors become more wary of a potential pullback, we believe that a trend of moving some money away from more risky asset classes and into the perceived “safety” of very large dividend-paying companies will prevail.  We believe the Fund is well positioned for the more conservative investor as the equity portion of the portfolio holds what we would deem to be high quality, high-dividend-paying companies, while the relatively short duration of the U.S. Treasury component (all less than one year) will allow us the ability to roll into higher yielding treasuries in the event yields continue to rise.
 
_______________
 
The 50/50 Blended DJIA/Treasury Index consists of 50% common stocks represented by the Dow Jones Industrial Average and 50% short duration Treasury securities represented by the BofA Merrill Lynch 1-Year U.S. Treasury Note Index.  The Dow Jones Industrial Average is an unmanaged index commonly used to measure the performance of U.S. stocks.  The BofA Merrill Lynch 1-Year U.S. Treasury Note Index is an unmanaged index comprised of Treasury securities maturing in approximately one year.  You cannot invest directly in an index.  Performance data for an index does not reflect any deductions for fees, expenses or taxes.  The Fund is non-diversified, meaning it concentrates its assets in fewer individual holdings than a diversified fund and is therefore more exposed to individual stock volatility than a diversified fund.  The Fund’s portfolio is rebalanced annually in accordance with its strategy, which may result in the elimination of better performing assets from the Fund’s investments and increases in investments with relatively lower total return.  References to specific securities should not be considered a recommendation to buy or sell any security.  Fund holdings and sector allocations are subject to change.  Please refer to the Schedule of Investments included in this report for additional portfolio information.
 
Each Morningstar category average represents a universe of funds with similar investment objectives.  © Morningstar, Inc.  All Rights Reserved.  The information contained herein: 1) is proprietary to Morningstar; 2) may not be copied or distributed and 3) is not warranted to be accurate, complete or timely.  Neither Morningstar nor its content providers are responsible for any damages or losses arising from any use of this information.  Past performance does not guarantee future results.
 


 
 

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
5

 

Schedule of Investments
 


HENNESSY BALANCED FUND
 
As of April 30, 2014 (Unaudited)
(% of Net Assets)
 



 
 
 
TOP TEN HOLDINGS
% NET ASSETS
 
U.S. Treasury Bill, 0.115%, 02/05/2015
12.56%
 
U.S. Treasury Bill, 0.075%, 08/21/2014
8.37%
 
U.S. Treasury Bill, 0.080%, 09/18/2014
6.70%
 
U.S. Treasury Bill, 0.050%, 06/26/2014
6.70%
 
Merck & Co., Inc.
5.74%
 
Intel Corp.
5.26%
 
General Electric Co.
5.07%
 
Procter & Gamble Co.
5.05%
 
U.S. Treasury Bill, 0.010%, 05/29/2014
5.02%
 
McDonald’s Corp.
4.92%
     

 
 
Note:  For presentation purposes, the Fund has grouped some of the industry categories.  For purposes of categorizing securities for compliance with Section 8(b)(1) of the Investment Company Act of 1940, the Fund uses more specific industry classifications.

 

HENNESSYFUNDS.COM
 
6

 

 
 
COMMON STOCKS – 50.30%
 
Number
         
% of
 
     
of Shares
   
Value
   
Net Assets
 
 
Consumer Discretionary – 4.92%
                 
 
McDonald’s Corp.
    5,800     $ 588,004       4.92 %
                           
 
Consumer Staples – 5.05%
                       
 
Procter & Gamble Co.
    7,300       602,615       5.05 %
                           
 
Energy – 4.89%
                       
 
Chevron Corp.
    4,650       583,668       4.89 %
                           
 
Health Care – 10.26%
                       
 
Merck & Co., Inc.
    11,700       685,152       5.74 %
 
Pfizer, Inc.
    17,250       539,580       4.52 %
                1,224,732       10.26 %
                           
 
Industrials – 5.07%
                       
 
General Electric Co.
    22,500       605,025       5.07 %
                           
 
Information Technology – 6.52%
                       
 
Cisco Systems, Inc.
    4,850       112,084       0.94 %
 
Intel Corp.
    23,550       628,549       5.26 %
 
Microsoft Corp.
    950       38,380       0.32 %
                779,013       6.52 %
                           
 
Materials – 4.51%
                       
 
EI Du Pont de Nemours & Co.
    8,000       538,560       4.51 %
                           
 
Telecommunication Services – 9.08%
                       
 
AT&T, Inc.
    16,450       587,265       4.92 %
 
Verizon Communications, Inc.
    10,650       497,675       4.16 %
                1,084,940       9.08 %
 
Total Common Stocks
                       
 
  (Cost $4,880,427)
            6,006,557       50.30 %

 
 
 
 
 
 
The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
7

 
 
 
SHORT-TERM INVESTMENTS – 49.85%
 
Number of Shares/
         
% of
 
     
Par Amount
   
Value
   
Net Assets
 
 
Money Market Funds – 1.30%
                 
 
Fidelity Government Portfolio –
                 
 
  Institutional Class, 0.01% (a)
    154,803     $ 154,803       1.30 %
                           
 
Total Money Market Funds
                       
 
  (Cost $154,803)
            154,803       1.30 %
                           
 
U.S. Treasury Bills – 48.55%
                       
 
0.020%, 05/01/2014 (b)
    300,000       300,000       2.51 %
 
0.010%, 05/29/2014 (b)
    600,000       599,951       5.02 %
 
0.050%, 06/26/2014 (b)
    800,000       799,832       6.70 %
 
0.075%, 08/21/2014 (b)
    1,000,000       999,918       8.37 %
 
0.080%, 09/18/2014 (b)
    800,000       799,914       6.70 %
 
0.115%, 02/05/2015 (b)
    1,500,000       1,499,212       12.56 %
 
0.120%, 03/05/2015 (b)
    300,000       299,795       2.51 %
 
0.125%, 04/02/2015 (b)
    500,000       499,627       4.18 %
                           
 
Total U.S. Treasury Bills
                       
 
  (Cost $5,797,262)
            5,798,249       48.55 %
                           
 
Total Short-Term Investments
                       
 
  (Cost $5,952,065)
            5,953,052       49.85 %
                           
 
Total Investments
                       
 
  (Cost $10,832,492) – 100.15%
            11,959,609       100.15 %
 
Liabilities in Excess of
                       
 
  Other Assets – (0.15)%
            (18,304 )     (0.15 )%
 
TOTAL NET ASSETS – 100.00%
          $ 11,941,305       100.00 %
 
Percentages are stated as a percent of net assets.

(a)
The rate listed is the fund’s 7-day yield as of April 30, 2014.
(b)
The rate listed is discount rate at issue.

 
 
 
 
The accompanying notes are an integral part of these financial statements.

HENNESSYFUNDS.COM
 
8

 
 
Summary of Fair Value Exposure at April 30, 2014
 
The following is a summary of the inputs used to value the Fund’s net assets as of April 30, 2014 (See Note 3 in the accompanying notes to the financial statements):
 
Common Stock
 
Level 1
   
Level 2
   
Level 3
   
Total
 
Consumer Discretionary
  $ 588,004     $     $     $ 588,004  
Consumer Staples
    602,615                   602,615  
Energy
    583,668                   583,668  
Health Care
    1,224,732                   1,224,732  
Industrials
    605,025                   605,025  
Information Technology
    779,013                   779,013  
Materials
    538,560                   538,560  
Telecommunication Services
    1,084,940                   1,084,940  
Total Common Stock
  $ 6,006,557     $     $     $ 6,006,557  
Short-Term Investments
                               
Money Market Funds
  $ 154,803     $     $     $ 154,803  
U.S. Treasury Bills
          5,798,249             5,798,249  
Total Short-Term Investments
  $ 154,803     $ 5,798,249     $     $ 5,953,052  
Total Investments
  $ 6,161,360     $ 5,798,249     $     $ 11,959,609  

Transfers between levels are recognized at the end of the reporting period. During the six-month period ended April 30, 2014, the Fund recognized no transfers between levels.
 

 
 
 
 
 
 
 
The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
9

 

Financial Statements
 
Statement of Assets and Liabilities as of April 30, 2014 (Unaudited)
 
ASSETS:
     
Investments in securities, at value (cost $10,832,492)
  $ 11,959,609  
Dividends and interest receivable
    18,819  
Receivable for fund shares sold
    123  
Prepaid expenses and other assets
    13,804  
   Total Assets
    11,992,355  
         
LIABILITIES:
       
Payable to advisor
    5,859  
Payable to administrator
    4,442  
Payable to auditor
    11,444  
Accrued distribution fees
    15,130  
Accrued service fees
    978  
Accrued trustees fees
    3,186  
Accrued expenses and other payables
    10,011  
   Total Liabilities
    51,050  
NET ASSETS
  $ 11,941,305  
         
NET ASSETS CONSIST OF:
       
Capital stock
  $ 10,622,229  
Accumulated net investment income
    1,734  
Accumulated net realized gain on investments
    190,225  
Unrealized net appreciation on investments
    1,127,117  
   Total Net Assets
  $ 11,941,305  
         
NET ASSETS
       
Investor Class:
       
Shares authorized (no par value)
 
Unlimited
 
Net assets applicable to outstanding Investor Class shares
    11,941,305  
Shares issued and outstanding
    928,839  
Net asset value, offering price and redemption price per share
  $ 12.86  

 
 
 
 
 
The accompanying notes are an integral part of these financial statements.

HENNESSYFUNDS.COM
 
10

 

Financial Statements
 
Statement of Operations Six Months Ended April 30, 2014 (Unaudited)
 
INVESTMENT INCOME:
     
Dividend income
  $ 113,050  
Interest income
    2,769  
   Total investment income
    115,819  
         
EXPENSES:
       
Investment advisory fees
    35,733  
Administration, fund accounting, custody and transfer agent fees
    11,911  
Federal and state registration fees
    11,808  
Compliance expense
    10,655  
Audit fees
    9,421  
Distribution fees – Investor Class (See Note 5)
    8,933  
Service fees – Investor Class (See Note 5)
    5,955  
Trustees’  fees and expenses
    4,563  
Sub-transfer agent expenses – Investor Class (See Note 5)
    4,475  
Legal fees
    2,480  
Reports to shareholders
    1,761  
Other expenses
    3,181  
   Total expenses
    110,876  
NET INVESTMENT INCOME
  $ 4,943  
         
REALIZED AND UNREALIZED GAINS:
       
   Net realized gain on investments
  $ 199,797  
   Change in unrealized appreciation on investments
    168,580  
   Net gain on investments
    368,377  
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS
  $ 373,320  

 
 
 
 
 
 
 
The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
11

 


 

 
 
 
 
 
 
 

 

 
(This Page Intentionally Left Blank.)
 

 
 
 
 
 
 
 
 
 

 

 

HENNESSYFUNDS.COM
 
12

 

Financial Statements
 
Statements of Changes in Net Assets
 
   
Six Months Ended
       
   
April 30, 2014
   
Year Ended
 
   
(Unaudited)
   
October 31, 2013
 
OPERATIONS:
           
Net investment income
  $ 4,943     $ 19,673  
Net realized gain on securities
    199,797       1,673,842  
Change in unrealized appreciation on securities
    168,580       (684,183 )
Net increase in net assets resulting from operations
    373,320       1,009,332  
                 
DISTRIBUTIONS TO SHAREHOLDERS FROM:
               
Net investment income
               
   Investor Class
    (3,209 )     (23,090 )
Net realized gains
               
   Investor Class
    (413,659 )      
Total distributions
    (416,868 )     (23,090 )
                 
CAPITAL SHARE TRANSACTIONS:
               
Proceeds from shares subscribed – Investor Class
    263,261       1,014,696  
Dividends reinvested – Investor Class
    404,904       21,766  
Cost of shares redeemed – Investor Class
    (893,886 )     (14,981,906 )
Net decrease in net assets derived
               
  from capital share transactions
    (225,721 )     (13,945,444 )
TOTAL DECREASE IN NET ASSETS
    (269,269 )     (12,959,202 )
                 
NET ASSETS:
               
Beginning of period
    12,210,574       25,169,776  
End of period
  $ 11,941,305     $ 12,210,574  
Undistributed net investment income, end of period
  $ 1,734     $  
                 
CHANGES IN SHARES OUTSTANDING:
               
Shares sold – Investor Class
    20,904       82,345  
Shares issued to holders as reinvestment of dividends –
               
  Investor Class
    32,209       1,841  
Shares redeemed – Investor Class
    (70,561 )     (1,256,293 )
Net decrease in shares outstanding
    (17,448 )     (1,172,107 )

 
 
 
 
The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
13

 

Financial Highlights
 
Hennessy Balanced Fund
 
For an Investor Class share outstanding throughout each period

   
Six Months Ended
 
   
April 30, 2014
 
   
(Unaudited)
 
PER SHARE DATA:
     
Net asset value, beginning of period
  $ 12.90  
         
Income from investment operations:
       
Net investment income
    0.00 (3)
Net realized and unrealized gains on securities
    0.40  
   Total from investment operations
    0.40  
         
Less distributions:
       
Dividends from net investment income
    0.00 (3)
Dividends from realized capital gains
    (0.44 )
   Total distributions
    (0.44 )
Net asset value, end of period
  $ 12.86  
         
TOTAL RETURN
    3.22 %(1)
         
SUPPLEMENTAL DATA AND RATIOS:
       
Net assets, end of period (millions)
  $ 11.94  
Ratio of net expenses to average net assets
    1.86 %(2)
Ratio of net investment income to average net assets
    0.08 %(2)
Portfolio turnover rate
    2 %(1)


 
 
 

 
(1)
Not annualized.
(2)
Annualized.
(3)
Amount is less than $0.01 or $(0.01).

 
The accompanying notes are an integral part of these financial statements.

HENNESSYFUNDS.COM
 
14

 

 
 
 

Year Ended October 31,
 
2013
   
2012
   
2011
   
2010
   
2009
 
                           
$ 11.88     $ 11.13     $ 10.43     $ 9.48     $ 9.11  
                                     
                                     
  0.02       0.04       0.05       0.05       0.10  
  1.02       0.75       0.70       0.95       0.38  
  1.04       0.79       0.75       1.00       0.48  
                                     
  (0.02 )     (0.04 )     (0.05 )     (0.05 )     (0.11 )
                           
  (0.02 )     (0.04 )     (0.05 )     (0.05 )     (0.11 )
$ 12.90     $ 11.88     $ 11.13     $ 10.43     $ 9.48  
                                     
  8.77 %     7.13 %     7.16 %     10.53 %     5.46 %
                                     
                                     
$ 12.21     $ 25.17     $ 18.02     $ 12.50     $ 11.47  
  1.75 %     1.54 %     1.61 %     1.65 %     1.73 %
  0.14 %     0.34 %     0.42 %     0.45 %     1.17 %
  22 %     17 %     39 %     57 %     46 %
 
 
 
 
 
 
 
 
 
 

 
The accompanying notes are an integral part of these financial statements.

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Notes to the Financial Statements
April 30, 2014 (Unaudited)

 
1).  ORGANIZATION
 
The Hennessy Balanced Fund (the “Fund”) is a series of Hennessy Funds Trust (the “Trust”), which was organized as a Delaware statutory trust on September 17, 1992.  The Fund is an open-end management investment company registered under the Investment Company Act of 1940, as amended.  The Fund is a successor to a fund with the same name (the “Predecessor Fund”) that was a series of The Hennessy Funds, Inc., a Maryland corporation, pursuant to a reorganization that took place after the close of business on February 28, 2014.  Prior to February 28, 2014, the Fund had no investment operations.  As a result of the reorganization, holders of the Investor Class shares of the Predecessor Fund received Investor Class shares of the Fund (the Investor Class shares of the Fund are the successor to the accounting and performance information of the Predecessor Fund).  The investment objective of the Fund is a combination of capital appreciation and current income.  The Fund is a non-diversified fund.
 
 
The Fund offers Investor Class shares. Prior to October 26, 2012, the Investor Class shares were known as Original Class shares.
 
2).  SIGNIFICANT ACCOUNTING POLICIES
 
The following is a summary of significant accounting policies consistently followed by the Fund in the preparation of the financial statements. These policies are in conformity with U.S. generally accepted accounting principles (“GAAP”).
 
a).
Investment Valuation – All investments in securities are recorded at their estimated fair value, as described in Note 3.
 
b).
Federal Income Taxes – Provision for Federal income taxes or excise taxes has not been made since the Fund has elected to be taxed as a “regulated investment company” and intends to distribute substantially all of its taxable income to its shareholders and otherwise comply with the provisions of the Internal Revenue Code of 1986, as amended, applicable to regulated investment companies. Net investment income or loss and realized gains and losses for federal income tax purposes may differ from that reported on the financial statements because of temporary book and tax basis differences. Temporary differences are primarily the result of the treatment of wash sales for tax reporting purposes. Distributions from net realized gains for book purposes may include short-term capital gains, which are included as ordinary income to shareholders for tax purposes.
 
c).
Income and Expenses – Dividend income is recognized on the ex-dividend date or as soon as information is available to the Fund. Interest income, which includes the amortization of premium and accretion of discount, is recognized on an accrual basis. The Fund is charged for those expenses that are directly attributable to the portfolio, such as advisory, administration, and certain shareholder service fees.
 
d).
Distributions to Shareholders – Dividends from net investment income for the Fund, if any, are declared and paid out on a calendar quarter basis.  Distributions of net realized capital gains, if any, are declared and paid annually, usually in November or December.
 
e).
Security Transactions – Investment and shareholder transactions are recorded on the trade date. The Fund determines the gain or loss realized from the investment

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transactions by comparing the original cost of the security lot sold with the net sale proceeds. Discounts and premiums on securities purchased are accreted/amortized over the life of the respective security.
 
f).
Use of Estimates – The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported change in net assets during the reporting period. Actual results could differ from those estimates.
 
g).
Share Valuation – The net asset value (“NAV”) per share of the Fund is calculated by dividing the sum of the value of the securities held by the Fund, plus cash or other assets, minus all liabilities (including estimated accrued expenses) by the total number of shares outstanding for the Fund, rounded to the nearest cent. The Fund’s shares will not be priced on days the New York Stock Exchange is closed for trading. The offering and redemption price per share for the Fund is equal to the Fund’s net asset value per share.
 
h).
Foreign Currency – Values of investments denominated in foreign currencies, if any, are converted into U.S. dollars using the spot market rate of exchange at the time of valuation.  Purchases and sales of investments and income are translated into U.S. dollars using the spot market rate of exchange prevailing on the respective dates of such transactions.  The Fund does not isolate the portion of the results of operations resulting from fluctuations in foreign exchange rates on investments from fluctuations resulting from changes in the market prices of securities held.  Such fluctuations are included with the net realized and unrealized gain or loss on investments.  Foreign investments present additional risks due to currency fluctuations, economic and political factors, lower liquidity, government regulations, differences in accounting standards, and other factors.
 
i).
Forward Contracts – The Fund may enter into forward currency contracts to reduce its exposure to changes in foreign currency exchange rates on its foreign holdings and to lock in the U.S. dollar cost of firm purchase and sale commitments for securities denominated in foreign currencies.  A forward currency contract is a commitment to purchase or sell a foreign currency at a future date at a negotiated forward rate.  The gain or loss arising from the difference between the U.S. dollar cost of the original contract and the value of the foreign currency in U.S. dollars upon closing of such contract is included in net realized gain or loss from foreign currency transactions.  During the six months ended April 30, 2014, the Fund did not enter into any forward contracts.
 
j).
Repurchase Agreements – The Fund may enter into repurchase agreements with member banks or security dealers of the Federal Reserve Board whom the investment advisor deems creditworthy. The repurchase price generally equals the price paid by the Fund plus interest negotiated on the basis of current short-term rates.
 
 
      Securities pledged as collateral for repurchase agreements are held by the custodian bank until the respective agreements mature. Provisions of the repurchase agreements ensure that the market value of the collateral, including accrued interest thereon, is sufficient in the event of default of the counterparty. If the counterparty defaults and the value of the collateral declines or if the counterparty enters an insolvency proceeding, realization of the collateral by the Fund may be delayed or limited.
 
k).
Accounting for Uncertainty in Income Taxes – The Fund has adopted accounting policies regarding recognition and measurement of tax positions taken or expected to be taken on a tax return.  The Fund has reviewed all open tax years in major jurisdictions and concluded that there is no impact on the Fund’s net assets and no tax liability
 

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resulting from unrecognized tax benefits relating to uncertain income tax positions taken or expected to be taken on a tax return.  The Fund’s major tax jurisdictions are U.S. Federal and Delaware.  As of April 30, 2014, open Federal and state tax years for the Fund include the tax years ended October 31, 2011 through 2013.
 
l).
Derivatives – The Fund may invest in, or enter into, derivatives, such as options, futures contracts, options on futures contracts, and swaps, for a variety of reasons, including to hedge certain risks, to provide a substitute for purchasing or selling particular securities, or to increase potential income gain.  Derivatives may provide a cheaper, quicker, or more specifically focused way for a Fund to invest than “traditional” securities would.  The main purpose of utilizing these derivative instruments is for hedging purposes.
 
 
      The Fund has adopted the financial accounting reporting rules as required by the Derivatives and Hedging Topic of the Financial Accounting Standards Board Accounting Standards Codification. Under such rules, the Fund is required to include enhanced disclosure that enables investors to understand how and why an entity uses derivatives, how derivatives are accounted for, and how derivatives instruments affect an entity’s results of operations and financial position. During the six months ended April 30, 2014, the Fund did not hold any derivative instruments.
 
m).
Events Subsequent to the Fiscal Period End – The Fund has adopted financial reporting rules regarding subsequent events that require an entity to recognize in the financial statements the effects of all subsequent events that provide additional evidence about conditions that existed at the date of the balance sheet.  Management has evaluated the Fund’s related events and transactions that occurred subsequent to April 30, 2014 through the date of issuance of the Fund’s financial statements.  There were no events or transactions that occurred during this period that materially impacted the amounts or disclosures in the Fund’s financial statements.

 
3).  SECURITIES VALUATION
 
The Fund has adopted authoritative fair valuation accounting standards that establish an authoritative definition of fair value and set out a hierarchy for measuring fair value.  These standards require additional disclosures about the various inputs and valuation techniques used to develop the measurements of fair value and a discussion in changes in valuation techniques and related inputs during the period.  These inputs are summarized in the three broad levels listed below:
 
 
Level 1 –
Quoted unadjusted prices for identical instruments in active markets to which the Fund has access at the date of measurement.
 
 
Level 2 –
Quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; and model-derived valuations in which all significant inputs and significant value drivers are observable in active markets.  Level 2 inputs are those in markets for which there are few transactions, the prices are not current, the prices are fair value adjusted due to post-market close subsequent events (foreign markets), little public information exists, or instances where prices vary substantially over time or among brokered market makers.  These inputs may also include interest rates, prepayment speeds, credit risk curves, default rates, and similar data.
 
 
Level 3 –
Model-derived valuations in which one or more significant inputs or significant value drivers are unobservable.  Unobservable inputs are those inputs that reflect the Fund’s own assumptions about what market participants would use to price the asset or liability based on the best available information.


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Following is a description of the valuation techniques applied to the Fund’s major categories of assets and liabilities measured at fair value on a recurring basis.
 
Equity Securities – Equity securities, including common stocks, preferred stocks, foreign issued common stocks, exchange traded funds, closed-end mutual funds, and real estate investment trusts, that are traded on a securities exchange for which a last-quoted sales price is readily available will be valued at the last sales price as reported by the primary exchange on which the securities are listed.  Securities listed on The NASDAQ Stock Market (“NASDAQ”) will be valued at the NASDAQ Official Closing Price, which may differ from the last sales price reported.  Securities traded on a securities exchange for which a last-quoted sales price is not readily available will be valued at the mean between the bid and ask prices.  To the extent these securities are actively traded and valuation adjustments are not applied, they are classified in Level 1 of the fair value hierarchy.
 
Investment Companies – Investments in investment companies (e.g., mutual funds and exchange traded funds) are generally priced at the ending NAV provided by the Fund’s service agent and will be classified in Level 1 of the fair value hierarchy.
 
Debt Securities – Debt securities, including corporate bonds, asset-backed securities, mortgage-backed securities, municipal bonds, U.S. Treasuries, and U.S. government agency issues, are valued at market on the basis of valuations furnished by an independent pricing service that utilizes both dealer-supplied valuations and formula-based techniques.  The pricing service may consider recently executed transactions in securities of the issuer or comparable issuers, market price quotations (where observable), bond spreads, and fundamental data relating to the issuer.  In addition, the model may incorporate market observable data such as reported sales of similar securities, broker quotes, yields, bids, offers, and reference data.  Certain securities are valued principally using dealer quotations.  These securities are generally classified in Level 2 of the fair value hierarchy.
 
Short-Term Securities – Short-term equity investments, including money market funds, are valued in the manner specified above.  Short-term debt investments are valued at amortized cost, if their original maturity was 60 days or less, or by amortizing the values as of the 61st day prior to maturity, if their original term to maturity exceeded 60 days.  Short-term securities are generally classified in Level 1 or Level 2 of the fair market hierarchy depending on the inputs used and market activity levels for specific securities.
 
The Board of Trustees of the Fund (the “Board”) has adopted fair value pricing procedures that are followed when a price for a security is not readily available or if a significant event has occurred that indicates the closing price of a security no longer represents the true value of that security.  Fair value pricing determinations are made in good faith in accordance with these procedures. There are numerous criteria that will be given consideration in determining a fair value of a security. Some of these criteria are trading volume of security and markets, the value of other like securities, and news events with direct bearing to security or market. Fair value pricing results in an estimated price that reasonably reflects the current market conditions in order to rate the portfolio holdings such that shareholder transactions receive a fair net asset value.  Depending on the relative significance of the valuation inputs, these securities may be classified in either Level 2 or Level 3 of the fair value hierarchy.
 
Fair valuing of foreign securities may be determined with the assistance of a pricing service using correlations between the movement of prices of such securities and indices of domestic securities and other appropriate indicators, such as closing market prices of relevant American Depositary Receipts or futures contracts.  The effect of using fair value pricing is that the Fund’s NAV will reflect the affected portfolio securities’ value as

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
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determined in the judgment of the Board or its designee instead of being determined by the market.  Using a fair value pricing methodology to price foreign securities may result in a value that is different from a foreign security’s most recent closing price and from the prices used by other investment companies to calculate their net asset values and are generally considered Level 2 prices in the fair valuation hierarchy.  Because the Fund may invest in foreign securities, the value of the Fund’s portfolio securities may change on days when you will not be able to purchase or redeem your shares.
 
The Board has delegated day-to-day valuation matters to a Valuation Committee comprised of one or more representatives from Hennessy Advisors, Inc., the Fund’s investment advisor.  The function of the Valuation Committee is to value securities where current and reliable market quotations are not readily available.  All actions taken by the Valuation Committee are reviewed by the Board.
 
The Fund has performed an analysis of all existing investments to determine the significance and character of all inputs to their fair value determination.  Various inputs are used in determining the value of the Fund’s investments.  The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.  Details related to the fair valuation hierarchy of the Fund’s securities as of April 30, 2014 are included in the Fund’s Schedule of Investments.
 
 
4).  INVESTMENT TRANSACTIONS
 
Purchases and sales of investment securities (excluding government and short-term investments) for the Fund during the six months ended April 30, 2014 were $152,132 and $805,900, respectively.
 
Purchases and sales/maturities of long-term U.S. Government Securities for the Fund were $0 and $2,000,000, respectively, during the six months ended April 30, 2014.
 
 
5).  INVESTMENT MANAGEMENT FEE AND OTHER TRANSACTIONS WITH AFFILIATES
 
Hennessy Advisors, Inc. (the “Advisor”) is the investment advisor of the Fund. The Advisor provides the Fund with investment management services under an Investment Advisory Agreement. The Advisor furnishes all investment advice, office space, facilities, and provides most of the personnel needed by the Fund. As compensation for its services, the Advisor is entitled to a monthly fee from the Fund. The fee is based upon the average daily net assets of the Fund at the annual rate of 0.60%.  The net investment advisory fees payable for the Fund as of April 30, 2014 were $5,859.
 
The Board has approved a Shareholder Servicing Agreement for the Fund, which was instituted to compensate the Advisor for the non-investment management services it provides to the Fund. The Shareholder Servicing Agreement provides for a monthly fee paid to the Advisor at an annual rate of 0.10% of the average daily net assets of the Fund.  Shareholder servicing fees payable for the Fund as of April 30, 2014 were $978.
 
The Fund has adopted a plan pursuant to Rule 12b-1 under the Investment Company Act of 1940, as amended, that authorizes payments in connection with the distribution of the Fund’s shares at an annual rate of up to 0.15% of the Fund’s average daily net assets. Amounts paid under the plan may be spent on any activities or expenses primarily intended to result in the sale of shares, including but not limited to, advertising, compensation for sales and marketing activities or financial institutions and others such as dealers and distributors, shareholder account servicing, the printing and mailing of prospectuses to other than current shareowners, and the printing and mailing of sales literature.
 
The Fund has entered into agreements with various brokers, dealers, and financial intermediaries in connection with the sale of shares of the Fund.  The agreements provide
 

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for periodic payments by the Fund to the brokers, dealers, and financial intermediaries for providing certain shareholder maintenance services (sub-transfer agent expenses).  These shareholder services include the pre-processing and quality control of new accounts, shareholder correspondence, answering customer inquiries regarding account status, and facilitating shareholder telephone transactions. Fees paid by the Fund to various brokers, dealers, and financial intermediaries for the six months ended April 30, 2014 were $4,475.
 
U.S. Bancorp Fund Services, LLC (“USBFS”) provides the Fund with administrative, fund accounting, and transfer agent services, including all regulatory reporting, and necessary office equipment and personnel.  As administrator, USBFS prepares various federal and state regulatory filings, reports, and returns for the Fund; prepares reports and materials to be supplied to the Board; monitors the activities of the Fund’s custodian, transfer agent, and accountants; and coordinates the preparation and payment of the Fund’s expenses and reviews the Fund’s expense accruals. Fees paid to USBFS for the six months ended April 30, 2014 were $11,911.
 
U.S. Bank, N.A., an affiliate of USBFS, serves as the Fund’s custodian.  Quasar Distributors, LLC acts as the Fund’s principal underwriter in a continuous public offering of the Fund’s shares.  Quasar Distributors, LLC is an affiliate of USBFS and U.S. Bank, N.A.
 
 
6).  LINE OF CREDIT
 
The Fund has a line of credit with the other funds in the Hennessy Funds family of funds (the “Hennessy Funds”) in the amount of the lesser of (i) $100,000,000 or (ii) 33.33% of each Hennessy Fund’s net assets, or 30% for the Hennessy Gas Utility Index Fund and 10% for the Hennessy Balanced Fund, intended to provide short-term financing, if necessary, subject to certain restrictions, in connection with shareholder redemptions. The credit facility is with the Hennessy Funds’ custodian bank, U.S. Bank, N.A.  Borrowings under this arrangement bear interest at the bank’s prime rate. During the six months ended April 30, 2014, the Fund did not have any borrowings outstanding under the line of credit.
 
 
7).  FEDERAL TAX INFORMATION
 
As of October 31, 2013, the Fund’s most recent fiscal year end, the components of accumulated earnings (losses) for income tax purposes for the Fund were as follows:
 
 
Cost of investments for tax purposes
  $ 11,290,839  
 
Gross tax unrealized appreciation
  $ 970,611  
 
Gross tax unrealized depreciation
    (21,637 )
 
Net tax unrealized appreciation/depreciation
  $ 948,974  
 
Undistributed ordinary income
  $  
 
Undistributed long-term capital gains
    413,650  
 
Total distributable earnings
  $ 413,650  
 
Other accumulated gain (loss)
  $  
 
Total accumulated gain (loss)
  $ 1,362,624  
 
The difference between book-basis and tax-basis unrealized appreciation is attributable primarily to capital loss carry overs, wash sales, and partnership adjustments.
 
At October 31, 2013, the Fund’s most recent fiscal year end, the Fund had no tax basis capital losses to offset future capital gains.
 
During the year ended October 31, 2013, the Fund’s most recent fiscal year end, the capital loss carry forwards utilized for the Fund were $1,233,401.
 

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
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Capital losses sustained in the year ended October 31, 2012 and in future taxable years will not expire and may be carried over by the Fund without limitation; however, they will retain the character of the original loss. Furthermore, any losses incurred during those taxable years will be required to be utilized prior to the losses incurred in the pre-enactment taxable years. As a result of this ordering rule, pre-enactment capital loss carryforwards may be more likely to expire unused. Under pre-enactment law, capital losses could be carried forward for eight years, and carried forward as short-term capital losses, irrespective of the character of the original loss.
 
At October 31, 2013, the Fund did not defer, on a tax basis, any post-December late year ordinary loss deferrals or post-December loss deferrals.
 
The tax character of distributions paid during fiscal year 2014 (year-to-date) and fiscal year 2013 for the Fund were as follows:
 
     
Six Months Ended
   
Year Ended
 
     
April 30, 2014
   
October 31, 2013
 
 
Ordinary income
  $ 3,209     $ 22,605  
 
Long-term capital gain
    413,659       485  
      $ 416,868     $ 23,090  
 
 
8).  AGREEMENT AND PLAN OF REORGANIZATION
 
On December 11, 2013, the Board approved an Agreement and Plan of Reorganization (the “Agreement”), of the Hennessy Balanced Fund (the “New Fund”), pursuant to which the New Fund would be a successor to the corresponding series of the same name of The Hennessy Funds, Inc., a Maryland corporation (the “Predecessor Fund”).  The Agreement provided for the transfer of assets of the Predecessor Fund to the New Fund and the assumption of the liabilities of the Predecessor Fund by the New Fund.  The New Fund had the same investment objective and substantially similar principal investment strategies as the Predecessor Fund.  The reorganization was effective as of the close of business on February 28, 2014.  The following table illustrates the specifics of the reorganization:
 
   
Shares of the New Fund
     
 
Predecessor Fund
Issued to Shareholders of
New Fund
Combined
Tax Status
 
Net Assets
the Predecessor Fund
Net Assets
Net Assets
of Transfer
 
$11,886,699(1)
945,038
$11,886,699
$11,886,699
Non-taxable

 
 
(1)
Included accumulated realized gains and unrealized appreciation in the amounts of $426,205 and $1,031,787, respectively.





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Expense Example (Unaudited)
April 30, 2014

 
As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments, reinvested dividends, or other distributions; redemption fees; and exchange fees; and (2) ongoing costs, including management fees; service fees; and other Fund 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 Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period from November 1, 2013 through April 30, 2014.
 
 
Actual Expenses
The first line of the table below provides information about actual account values and actual expenses.  Although the Fund charges no sales loads or transaction fees, you will be assessed fees for outgoing wire transfers, returned checks and stop payment orders at prevailing rates charged by U.S. Bancorp Fund Services, LLC, the Fund’s transfer agent.  If you request that a redemption be made by wire transfer, currently a $15.00 fee is charged by the Fund’s transfer agent. IRA accounts will be charged a $15.00 annual maintenance fee. The example below includes, but is not limited to, management fees, shareholder servicing fees, fund accounting, custody, and transfer agent fees.  However, the example below does not include portfolio trading commissions and related expenses, and other extraordinary expenses as determined under generally accepted accounting principles.  You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period.  Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line of the table under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.
 
 
Hypothetical Example for Comparison Purposes
The second line of the table below provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratios 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 your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads), or exchange fees. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds.  In addition, if these transactional costs were included, your costs would have been higher.
 

 

 

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
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Expenses Paid
 
Beginning
Ending
During Period(1)
 
Account Value
Account Value
November 1, 2013 –
 
November 1, 2013
April 30, 2014
April 30, 2014
Investor Class
     
       
Actual
$1,000.00
$1,032.20
$9.37
       
Hypothetical (5% return
     
  before expenses)
$1,000.00
$1,015.57
$9.30

(1)
Expenses are equal to the Fund’s annualized expense ratio of 1.86%, multiplied by the average account value over the period, multiplied by 181/365 days (to reflect one-half year period).


 
 
 
 
 

 


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Proxy Voting
 
A description of the policies and procedures the Fund uses to determine how to vote proxies relating to portfolio securities is available without charge: (1) by calling 1-800-966-4354; (2) on the Hennessy Funds’ website at hennessyfunds.com; or (3) on the U.S. Securities and Exchange Commission’s (the “SEC”) website at www.sec.gov. The Fund’s proxy voting record is available on both the Hennessy Funds’ website at hennessyfunds.com and the SEC’s website at www.sec.gov no later than August 31 for the prior 12 months ending June 30.
 
 
Quarterly Filings on Form N-Q
 
The Fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. The Fund’s Forms N-Q are available on the SEC’s website at www.sec.gov. The Fund’s Forms N-Q may be reviewed and copied at the SEC’s Public Reference Room in Washington, DC and information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330.  Information included in the Fund’s Forms N-Q will also be available upon request by calling 1-800-966-4354.
 
 
Federal Tax Distribution Information
(Unaudited)
 
For the fiscal year ended October 31, 2013, certain dividends paid by the Fund may be subject to a maximum tax rate of 15%, as provided for by the Jobs and Growth Tax Relief Reconciliation Act of 2003.  The percentage of dividends declared from ordinary income designated as qualified dividend income was 100.00%.
 
For corporate shareholders, the percent of ordinary income distributions qualifying for the corporate dividends received deduction for the fiscal year ended October 31, 2013 was 100.00%.
 
The percentage of taxable ordinary income distributions that are designated as short-term capital gain distributions under Section 871(k)(2)(C) of the Internal Revenue Code of 1986, as amended, for the Fund was 0.00%.
 
 
Householding
 
To help keep the Fund’s costs as low as possible, we generally deliver a single copy of most financial reports and prospectuses to shareholders who share an address, even if the accounts are registered under different names. This process, known as “householding,” does not apply to account statements. You may, of course, request an individual copy of a prospectus or financial report at any time. If you would like to receive separate mailings, please call the Administrator at 1-800-261-6950 or 1-414-765-4124 and we will begin individual delivery within 30 days of your request. If your account is held through a financial institution or other intermediary, please contact them directly to request individual delivery.

 


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Board Approval of Investment Advisory
Agreement
 
At its meeting on December 4, 2013, the Board of Trustees of the Fund (the “Board”) unanimously approved the investment advisory agreement of the Fund for an initial period of two years.
 
The Board reviewed a number of documents, including a memorandum provided by outside legal counsel that described the fiduciary duties of the Board with respect to approving the investment advisory agreement and the relevant factors for consideration, the Advisor’s most recent Form 10-K, a copy of the advisory agreement, a fund fact sheet, and peer expense and performance comparisons.  The Board considered and discussed numerous factors, including the following:
 
 
The Board considered the services identified below that are provided by the Advisor:
 
   
The Advisor acts as portfolio manager for the Fund. In this capacity, the Advisor manages the composition of the portfolio of the Fund, including the purchase, retention, and disposition of portfolio securities in accordance with the Fund’s investment objectives, policies, and restrictions.
 
   
The Advisor oversees distribution of the Fund through third-party broker/dealers and independent financial institutions such as Charles Schwab, Inc., Fidelity, TD Waterhouse, and Pershing. The Advisor participates in “no transaction fee” (“NTF”) programs with these companies on behalf of the Fund, which allows customers to purchase the Fund through third-party distribution channels without paying a transaction fee. The Advisor compensates a number of these third-party providers of NTF programs out of its own revenues and not those of the Fund.
 
   
The Advisor oversees service providers that support the Fund in providing fund accounting, fund administration, fund distribution, transfer agency, and custodial services.
 
 
The Board considered that the advisory services to be provided by the Advisor are services required for the operation of the Fund.
 
 
The Board considered the nature and quality of the advisory services offered by the Advisor to the Fund.
 
 
The Board considered that the terms of the advisory agreement are fair and reasonable.
 
 
The Board compared the performance of the Fund to benchmark indices over various periods of time and concluded that the positive performance of the Fund warranted the approval of the advisory agreement.
 
 
The Board reviewed the Fund’s expense ratio and comparable expense ratios for funds comparable to the Fund. The Board used data from Morningstar showing funds similar in asset size and investment objective to the Fund and determined that the expense ratio of the Fund falls within the range of the ratios of other comparable funds and concluded that the expenses of the Fund were reasonable.
 
 
The Board considered the fees charged by the Advisor to those of funds similar in asset size and investment objective to the Fund and concluded the advisory fee of the Fund was reasonable and warranted approval of the advisory agreement.

 

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The Board considered the profitability of the Advisor with respect to the Fund and concluded the profits were reasonable and not excessive when compared to profitability guidelines set forth in relevant court cases.
 
 
The Board considered the high level of professionalism and knowledge of the Advisor’s employees, along with an extremely low level of turnover of the employees of the Advisor, and concluded that this was beneficial to the Fund and its shareholders, as it ensures that the Fund is operated efficiently.
 
All of the factors above were considered separately by the Board, including the Trustees who are not “interested persons” (as defined in the Investment Company Act of 1940, as amended) of the Fund (the “Independent Trustees”) meeting in an executive session. The factors were viewed in their totality by the Board, with no single factor being the principal or determinative factor in the Board’s determination of whether to approve the advisory agreement. Based on the factors discussed above, the Board, including all of the Independent Trustees, recommended approval of the advisory agreement.
 
 
 
 
 
 
 
 
 
 
 
 
 

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
27

 



 
 
 
 
 
 
 

 


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For information, questions or assistance, please call
 
The Hennessy Funds
 
1-800-966-4354 or 1-415-899-1555
 

 

 
INVESTMENT ADVISOR
Hennessy Advisors, Inc.
7250 Redwood Blvd., Suite 200
Novato, California 94945

ADMINISTRATOR,
TRANSFER AGENT,
DIVIDEND PAYING AGENT &
SHAREHOLDER SERVICING AGENT
U.S. Bancorp Fund Services, LLC
P.O. Box 701
Milwaukee, Wisconsin 53201-0701

CUSTODIAN
U.S. Bank N.A.
Custody Operations
1555 North River Center Dr., Suite 302
Milwaukee, Wisconsin 53212

TRUSTEES
Neil J. Hennessy
Robert T. Doyle
J. Dennis DeSousa
Gerald P. Richardson

 
COUNSEL
Foley & Lardner LLP
777 East Wisconsin Avenue
Milwaukee, Wisconsin 53202-5306

INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM
KPMG LLP
777 East Wisconsin Avenue
Milwaukee, Wisconsin 53202-5306

DISTRIBUTOR
Quasar Distributors, LLC
615 East Michigan Street
Milwaukee, Wisconsin 53202
 
 
Hennessy Funds Logo

Investing, Uncomprised Graphic

hennessyfunds.com  |  1-800-966-4354

This report has been prepared for shareholders and may be distributed to
others only if preceded or accompanied by a current prospectus.
 

 
 
 

 
 
Hennessy Funds Logo


SEMI-ANNUAL REPORT

APRIL 30, 2014
 




 

HENNESSY CORE BOND FUND
 
Investor Class HCBFX
Institutional Class HCBIX

 
 
 
 
 
 
 
 
 
 
Investing, Uncomprised Graphic

hennessyfunds.com | 1-800-966-4354
 

 
 
 

 















(This Page Intentionally Left Blank.)
 


















 
 
 

 
 
Contents
 
 
Letter to Shareholders
2
Performance Overview
4
Financial Statements
 
Schedule of Investments
6
Statement of Assets and Liabilities
11
Statement of Operations
12
Statements of Changes in Net Assets
14
Financial Highlights
16
Notes to the Financial Statements
20
Expense Example
27
Proxy Voting
29
Quarterly Filings on Form N-Q
29
Federal Tax Distribution Information
29
Householding
29
Board Approval of Investment Advisory Agreements
30

 
 
 
 
 

 

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
 

 

 
 
June 2014
 
Dear Shareholder:
 
 
The financial markets have provided strong returns over the past six-months ended April 30, 2014, with the Dow Jones Industrial Average (DJIA) and S&P 500 both returning approximately 8% during the period.  The current valuation metrics of the major indices are solid; for example, the DJIA currently has a price-to-earnings ratio of 15x and a price-to-sales ratio of 1.75x.  The DJIA also has a dividend yield of 2.2%, which is nearly as high as that of a 10-Year U.S. Treasury, which is currently yielding 2.6%.  Investing in high-yielding, high-quality DJIA stocks have the potential to not only provide an income stream but also for stock price appreciation as well.  Fixed income investing has run its course, in my opinion, and many individuals are currently benefiting from the return to investing in equities that possess strong fundamentals.
 
U.S. corporations continue to drive shareholder value by making acquisitions, initiating and raising dividends, investing in internal infrastructure, and buying back stock.  However, lately I have begun to see a shift in those business strategies.  The easier-to-execute acquisitions seem to be a thing of the past, and firms now have to be even more creative to execute accretive deals.  I also believe that while firms may continue to initiate dividends, fewer firms will raise their dividends and fewer firms will participate in stock buyback programs going forward.  So what will these cash-rich companies do with their capital if they are not raising dividends or buying back stock? I believe we will see companies begin to initiate capital expenditure programs.
 
Due to the continuing uncertainty from a lack of clear policies on taxes, healthcare, and regulations, I have observed that corporations would rather wait for clarity from our government leaders and defer any significant changes to their current business models.  Up until this point, there has been no real cost for firms to defer spending their capital as they wait for anticipated guidance on policies that directly affect their businesses.  But, this economic handcuffing from all of this uncertainty has gone on long enough.  I believe there will now be firms who want to improve their margins and will begin spending money to expand their sales, and may even begin to hire.  Once a competitor begins to move in this way, then the cost to defer becomes real for companies.  This movement to expansion may well be a catalyst to propel the financial markets.   I do believe this will be a slow shift, but one that will keep the economy improving, and should, in my opinion, help to generate reasonable market returns over the next few years.
 
With almost $3 trillion in cash sitting on the sidelines, this strategic shift by companies to begin spending their idle capital should help the economic recovery in the U.S.  But that is only one part of the equation.  Washington politics still play a role in how strong that recovery will be.  The national political landscape will change in the next few years, and the future generation of elected officials will be faced with what I believe are fictitious unemployment figures (6.3% reported, when over 20 million Americans are looking for more work or a better job), a sluggish economy, and global competition in business.  The next regime needs to provide real clarity on the issues that face all Americans and American corporations: taxation, regulation, and how to pay for our new healthcare system.  I also believe that our government needs to regard business as a noble profession and to implement common sense and logic in their policy making instead of politics as usual.  As Confucius is quoted as saying, “Life is really simple, but we insist on making it complicated.”
 

HENNESSYFUNDS.COM
 
2

 
 
I am confident that even with all the hurdles facing corporate America, companies continue to provide good value for their shareholders, and I believe that means the financial markets are in good shape and should remain strong moving forward, I also believe that the next few months may be volatile.  Fads come and go, and the current buzz on the Street is around investing in social media stocks.  I believe that chasing hot products has contributed and will continue to contribute to the volatility of the markets this year.  After over 35 years in the business, I still firmly believe the best way to position your portfolio is by investing in good companies over the long term, rather than trying to buy the next hot idea at exactly the right time.  At Hennessy Funds, hunches and fads have no place in our investment process, and we understand that successful investing comes from time in the market, not timing the market.
 
We remain focused on investing based on proven fundamentals, and we are committed to managing money for the sole benefit of our shareholders.  If you have any questions or want to speak with us directly, please don’t hesitate to call us at (800) 966-4354.
 
Best regards,
 
Neil J. Hennessy Signature
 
Neil J. Hennessy
President and Chief Investment Officer
 
 

 
Past performance does not guarantee future results.
 
Mutual fund investing involves risk.  Principal loss is possible.
 
Opinions expressed are those of Neil Hennessy and are subject to change, are not guaranteed and should not be considered investment advice.
 
The Dow Jones Industrial Average and S&P 500 are unmanaged indices commonly used to measure the performance of U.S. stocks.  One cannot invest directly in an index.
 
Price-to-sales ratio and price-to-earnings ratio are tools for calculating relative valuation.  Price-to-sales ratio is calculated by dividing the market price by revenue per share.  Price-to-earnings ratio is the market price per share divided by earnings per share.
 

 


HENNESSY FUNDS                                                                                                        1-800-966-4354
 
3

 
 
Performance Overview (Unaudited)
 
 
The opinions expressed in the following commentary reflect those of the Portfolio Managers as of the date written. Any such opinions are subject to change based on market or other conditions and are not guaranteed. These opinions may not be relied upon as investment advice. Investment decisions for the Fund are based on several factors, and may not be relied upon as an indication of trading intent on behalf of the Fund. Security positions can and do change.
 
AVERAGE ANNUAL TOTAL RETURN PERIODS ENDED APRIL 30, 2014
 
 
Six
One
Five
Ten
 
Months(1)
Year
Years
Years
Hennessy Core Bond Fund –
       
  Investor Class (HCBFX)
1.33%
 0.36%
5.76%
4.83%
Hennessy Core Bond Fund –
       
  Institutional Class (HCBIX)
1.39%
 0.61%
6.02%
5.09%
Barclays Capital Intermediate
       
  U.S. Government/Credit Index
0.88%
-0.24%
4.19%
4.24%
 
Expense ratios:
Gross 2.37%, Net 1.41%(2) (Investor Class);
 
Gross 1.78%, Net 1.16%(2) (Institutional Class)
 
Performance data quoted represents past performance; past performance does not guarantee future results. The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. Current performance of the fund may be lower or higher than the performance quoted. Performance data current to the most recent month end may be obtained by visiting hennessyfunds.com. Performance for the period from March 12, 2010 to October 26, 2012 is that of the FBR Core Bond Fund and for the periods prior to March 12, 2010 is that of the AFBA 5 Star Total Return Bond Fund.
 
The expense ratios presented are from the most recent prospectus.
 
(1)
Periods less than one year are not annualized.
(2)
The Fund’s investment advisor has contractually agreed to waive a portion of its expenses through February 28, 2015.
 
 
PERFORMANCE NARRATIVE
FINANCIAL COUNSELORS, INC., SUB-ADVISOR
 
Portfolio Managers Gary B. Cloud, CFA, and Peter G. Greig, CFA, Financial Counselors, Inc. (sub-advisor)
 
Over the previous six months, how did the Fund perform and what factors contributed to this performance?
 
For the six-month period ended April 30, 2014, the Investor Class of the Hennessy Core Bond Fund returned 1.33%, outperforming the Barclays Capital Intermediate U.S. Government/Credit Index, which returned 0.88% for the same period, and underperforming the Morningstar Intermediate Term Bond Category Average, which returned 2.05% for the same period.
 
A pro-cyclical asset allocation in the Fund helped performance relative to its primary benchmark due to an overweight position in Corporate bonds and an underweight position in U.S. Treasury securities.  Higher yielding fixed income securities in the portfolio boosted the interest income component of total return, adding to performance.  The biggest boost to the Fund’s relative performance came from Fixed Income sector asset
 

HENNESSYFUNDS.COM
 
4

 
 
allocation and individual issue selection, while the amortization and roll effect had the largest negative impact on Fund performance.
 
Additional Portfolio Manager commentary and related investment outlook:
 
Long-term government bond yields confounded the pessimists and dropped sharply during the six-month period.  The yield curve flattened noticeably as short term rates brought forward the first interest rate hike and longer maturities priced in a more benign inflation environment.  The net result was almost an entire retracement of last years’ negative return for the major investment grade bond indices over the last 180 days.
 
We believe that potential GDP continues to be in the 2.00% to 2.50% range and the U.S. economy will have a hard time overheating.  We believe China and Japan are both looking weaker this year, and Europe seems to be relegated to 1.00% trend growth.  We expect that emerging market economies will likely weigh on global growth due to the need to rebalance their economies through lower current account deficits and higher short-term interest rates.
 
We believe geopolitical tensions, subpar U.S. economic growth, and weak personal income growth will likely weigh on inflation pressures for the rest of this year.  We expect interest rates to remain stubbornly low over the near term and perhaps end the year about where they started 2014.  We believe short-term interest rates will move higher sometime in the next few years, but we do not expect that to happen over the next two quarters.
 
 

The Barclays Capital Intermediate U.S. Government/Credit Index is an unmanaged index commonly used to measure the performance of U.S. bonds.  You cannot invest directly in an index.  Performance data for an index does not reflect any deductions for fees, expenses or taxes.  The Fund may invest in debt securities, which typically decrease in value when interest rates rise.  The risk is greater for longer term debt securities.  Investments by the Fund in lower-rated and non-rated securities presents a greater risk of loss to principal and interest than higher-rated securities.  Investments in Asset-Backed and Mortgage-Backed securities include additional risks that investors should be aware of including credit risk, prepayment risk, possible illiquidity and default, as well as increased susceptibility to adverse economic developments.  Investments in foreign securities may involve greater volatility and political, economic and currency risk and differences in accounting methods.  The Fund may invest in IPOs, which may fluctuate considerably due to the absence of a prior public market and may have a magnified impact on the Fund.  Fund holdings and sector allocations are subject to change.  Please refer to the Schedule of Investments included in this report for additional portfolio information.
 
Each Morningstar category average represents a universe of funds with similar investment objectives.  © Morningstar, Inc.  All Rights Reserved.  The information contained herein: 1) is proprietary to Morningstar; 2) may not be copied or distributed and 3) is not warranted to be accurate, complete or timely.  Neither Morningstar nor its content providers are responsible for any damages or losses arising from any use of this information.  Past performance does not guarantee future results.
 
 


HENNESSY FUNDS                                                                                                        1-800-966-4354
 
5

 

Schedule of Investments
 


HENNESSY CORE BOND FUND
 
As of April 30, 2014 (Unaudited)
(% of Net Assets)
 
 

 


 
 
 
TOP TEN HOLDINGS (EXCLUDING CASH/CASH EQUIVALENTS)
% NET ASSETS
 
Federal National Mortgage Association 3.000%, 08/01/2042
8.14%
 
U.S. Treasury Note, 3.250%, 03/31/2017
7.80%
 
U.S. Treasury Note, 2.500%, 08/15/2023
6.76%
 
Ford Motor Credit Co. LLC 3.000%, 06/12/2017
5.73%
 
The Royal Bank of Scotland PLC – ADR 4.375%, 03/16/2016
5.00%
 
Manulife Financial Corp. – ADR 3.400%, 09/17/2015
4.88%
 
Associates Corporation of North America 6.950%, 11/01/2018
4.65%
 
Sempra Energy 6.500%, 06/01/2016
4.35%
 
Agilent Technologies, Inc. 5.000%, 07/15/2020
4.30%
 
Associated Banc-Corp 5.125%, 03/28/2016
4.18%

 
 

 
Note:  For presentation purposes, the Fund has grouped some of the industry categories.  For purposes of categorizing securities for compliance with Section 8(b)(1) of the Investment Company Act of 1940, the Fund uses more specific industry classifications.

HENNESSYFUNDS.COM
 
6

 


 
PREFERRED STOCKS – 1.28%
 
Number
         
% of
 
     
of Shares
   
Value
   
Net Assets
 
 
Financials – 1.28%
                 
 
Fannie Mae Preferred (a)
    7,900     $ 81,370       1.28 %
                           
 
Total Preferred Stocks
                       
 
  (Cost $197,500)
            81,370       1.28 %
                           
 
REITS – 1.60%
                       
 
Apollo Commercial Real Estate Finance, Inc.
    6,000       102,060       1.60 %
                           
 
Total REITS
                       
 
  (Cost $99,679)
            102,060       1.60 %
                           
 
CORPORATE BONDS – 56.73%
 
Par
           
% of
 
     
Amount
   
Value
   
Net Assets
 
 
Consumer Discretionary – 10.10%
                       
 
Ford Motor Credit Co. LLC
                       
 
  3.000%, 06/12/2017
    350,000       365,329       5.73 %
 
Royal Caribbean Cruises Ltd. – ADR (c)
                       
 
  7.500%, 10/15/2027
    75,000       84,750       1.33 %
 
YUM! Brands, Inc.
                       
 
  5.300%, 09/15/2019
    175,000       194,280       3.04 %
                644,359       10.10 %
                           
 
Financials – 33.97%
                       
 
American International Group, Inc.
                       
 
  5.850%, 01/16/2018
    50,000       57,122       0.89 %
 
Associated Banc-Corp
                       
 
  5.125%, 03/28/2016
    250,000       266,606       4.18 %
 
Associates Corporation of North America
                       
 
  6.950%, 11/01/2018
    250,000       297,012       4.65 %
 
Citigroup, Inc.
                       
 
  6.125%, 11/21/2017
    40,000       45,753       0.72 %
 
Discover Financial Services
                       
 
  5.200%, 04/27/2022
    175,000       190,559       2.98 %
 
Lazard Group
                       
 
  6.850%, 06/15/2017
    215,000       244,351       3.83 %
 
Manulife Financial Corp. – ADR (c)
                       
 
  3.400%, 09/17/2015
    300,000       311,234       4.88 %
 
Prudential Financial, Inc.
                       
 
  5.500%, 03/15/2016
    198,000       214,834       3.37 %
 
The Hartford Financial Services Group, Inc.
                       
 
  5.375%, 03/15/2017
    200,000       221,333       3.47 %

 
The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
7

 
 
 
CORPORATE BONDS
 
Par
         
% of
 
     
Amount
   
Value
   
Net Assets
 
 
Financials (Continued)
                 
 
The Royal Bank of Scotland PLC  – ADR (c)
                 
 
  4.375%, 03/16/2016
    300,000     $ 319,320       5.00 %
                2,168,124       33.97 %
                           
 
Health Care – 4.30%
                       
 
Agilent Technologies, Inc.
                       
 
  5.000%, 07/15/2020
    250,000       274,274       4.30 %
                           
 
Information Technology – 2.39%
                       
 
KLA-Tencor Corp.
                       
 
  6.900%, 05/01/2018
    130,000       152,636       2.39 %
                           
 
Materials – 1.62%
                       
 
El du Pont de Nemours & Co.
                       
 
  4.750%, 03/15/2015
    100,000       103,697       1.62 %
                           
 
Utilities – 4.35%
                       
 
Sempra Energy
                       
 
  6.500%, 06/01/2016
    250,000       277,345       4.35 %
                           
 
Total Corporate Bonds
                       
 
  (Cost $3,394,058)
            3,620,435       56.73 %
                           
 
MORTGAGE BACKED SECURITIES – 8.14%
                       
 
Federal National Mortgage Association
                       
 
  3.000%, 08/01/2042
    531,296       519,216       8.14 %
                           
 
Total Mortgage Backed Securities
                       
 
  (Cost $547,092)
            519,216       8.14 %
                           
 
U.S. GOVERNMENT AGENCY ISSUES – 3.92%
                       
 
Federal Home Loan Banks
                       
 
  1.000%, 04/23/2024
    250,000       250,317       3.92 %
                           
 
Total U.S. Government Agency Issues
                       
 
  (Cost $249,812)
            250,317       3.92 %
                           
 
U.S.  TREASURY OBLIGATIONS – 16.20%
                       
                           
 
U.S. Treasury Bonds – 1.64%
                       
 
6.250%, 08/15/2023
    80,000       104,850       1.64 %
                           
 
Total U.S. Treasury Bonds
                       
 
  (Cost $105,338)
            104,850       1.64 %
 

The accompanying notes are an integral part of these financial statements.

HENNESSYFUNDS.COM
 
8

 
 
 
U.S.  TREASURY OBLIGATIONS – 16.20%
 
Par
         
% of
 
     
Amount
   
Value
   
Net Assets
 
 
U.S. Treasury Notes – 14.56%
                 
 
3.250%, 03/31/2017
    465,000     $ 497,495       7.80 %
 
2.500%, 08/15/2023
    435,000       431,653       6.76 %
                           
 
Total U.S. Treasury Notes
                       
 
  (Cost $930,722)
            929,148       14.56 %
                           
 
Total U.S. Treasury Obligations
                       
 
  (Cost $1,036,060)
            1,033,998       16.20 %
                           
 
INVESTMENT COMPANIES (EXCLUDING
 
Number
           
% of
 
 
  MONEY MARKET FUNDS) – 9.17%
 
of Shares
   
Value
   
Net Assets
 
                           
 
iShares iBoxx $High Yield Corporation Bond Fund
    1,600       150,944       2.36 %
 
PowerShares Senior Loan Portfolio
    10,000       247,400       3.88 %
 
SPDR Barclays Short Term High Yield
    5,000       154,800       2.43 %
 
Wisdomtree Emerging Markets Local Debt Fund
    700       32,207       0.50 %
                           
 
Total Investment Companies (Excluding
                       
 
  Money Market Funds)
                       
 
  (Cost $585,513)
            585,351       9.17 %
                           
 
SHORT-TERM INVESTMENTS – 0.65%
                       
                           
 
Money Market Funds – 0.65%
                       
 
Fidelity Government Portfolio –
                       
 
  Institutional Class, 0.01% (b)
    41,685       41,685       0.65 %
                           
 
Total Money Market Funds
                       
 
  (Cost $41,685)
            41,685       0.65 %
                           
 
Total Short-Term Investments
                       
 
  (Cost $41,685)
            41,685       0.65 %
                           
 
Total Investments
                       
 
  (Cost $6,151,399) – 97.69%
            6,234,432       97.69 %
 
Other Assets in
                       
 
  Excess of Liabilities – 2.31%
            147,563       2.31 %
 
TOTAL NET ASSETS – 100.00%
          $ 6,381,995       100.00 %
 
Percentages are stated as a percent of net assets.
 
ADR – American Depositary Receipt
(a)
Non-income producing security.
(b)
The rate listed is the fund’s 7-day yield as of April 30, 2014.
(c)
U.S. traded security of a foreign corporation.

 
The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
9

 

Summary of Fair Value Exposure at April 30, 2014
 
The following is a summary of the inputs used to value the Fund’s net assets as of April 30, 2014 (See Note 3 in the accompanying notes to the financial statements):
 
   
Level 1
   
Level 2
   
Level 3
   
Total
 
Preferred Stock
  $ 81,370     $     $     $ 81,370  
REITS
                               
Financials
  $ 102,060     $     $     $ 102,060  
Corporate Bonds
                               
Consumer Discretionary
  $     $ 644,359     $     $ 644,359  
Financials
          2,168,124             2,168,124  
Health Care
          274,274             274,274  
Information Technology
          152,636             152,636  
Materials
          103,697             103,697  
Utilities
          277,345             277,345  
Total Corporate Bonds
  $     $ 3,620,435     $     $ 3,620,435  
Mortgage Backed Securities
  $     $ 519,216     $     $ 519,216  
U.S. Government Agency Issues
  $     $ 250,317     $     $ 250,317  
U.S. Treasury Obligations
                               
U.S. Treasury Bonds
  $     $ 104,850     $     $ 104,850  
U.S. Treasury Notes
          929,148             929,148  
Total U.S. Treasury Obligations
  $     $ 1,033,998     $     $ 1,033,998  
Investment Companies (Excluding
                               
  Money Market Funds)
  $ 585,351     $     $     $ 585,351  
Short-Term Investments
                               
Money Market Funds
  $ 41,685     $     $     $ 41,685  
Total Short-Term Investments
  $ 41,685     $     $     $ 41,685  
Total Investments
  $ 810,466     $ 5,423,966     $     $ 6,234,432  
 
Transfers between levels are recognized at the end of the reporting period. During the six-month period ended April 30, 2014, the Fund recognized no transfers between levels.

 
 
 

The accompanying notes are an integral part of these financial statements.

HENNESSYFUNDS.COM
 
10

 
 
Financial Statements
 
Statement of Assets and Liabilities as of April 30, 2014 (Unaudited)
 
ASSETS:
     
Investments in securities, at value (cost $6,151,399)
  $ 6,234,432  
Dividends and interest receivable
    50,092  
Receivable for fund shares sold
    1,768  
Receivable for securities sold
    99,367  
Prepaid expenses and other assets
    23,124  
Due from advisor
    3,949  
Total Assets
    6,412,732  
         
LIABILITIES:
       
Payable for fund shares redeemed
    155  
Payable to administrator
    2,884  
Payable to auditor
    9,475  
Distribution payable
    755  
Accrued distribution fees
    2,516  
Accrued trustees fees
    5,364  
Accrued expenses and other payables
    9,588  
Total Liabilities
    30,737  
NET ASSETS
  $ 6,381,995  
         
NET ASSETS CONSIST OF:
       
Capital stock
  $ 6,266,866  
Accumulated net investment income
    166  
Accumulated net realized gain on investments
    31,930  
Unrealized net appreciation on investments
    83,033  
Total Net Assets
  $ 6,381,995  
         
NET ASSETS
       
Investor Class:
       
Shares authorized (no par value)
 
Unlimited
 
Net assets applicable to outstanding Investor Class shares
    2,992,546  
Shares issued and outstanding
    388,940  
Net asset value, offering price and redemption price per share
  $ 7.69  
         
Institutional Class:
       
Shares authorized (no par value)
 
Unlimited
 
Net assets applicable to outstanding Institutional Class shares
    3,389,449  
Shares issued and outstanding
    500,295  
Net asset value, offering price and redemption price per share
  $ 6.77  

 

 
The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
11

 
 
Financial Statements
 
Statement of Operations Six Months Ended April 30, 2014 (Unaudited)
 
INVESTMENT INCOME:
     
Dividend income
  $ 18,126  
Interest income
    98,687  
Total investment income
    116,813  
         
EXPENSES:
       
Investment advisory fees
    25,622  
Federal and state registration fees
    16,863  
Compliance expense
    10,655  
Audit fees
    9,472  
Trustees’  fees and expenses
    6,943  
Administration, fund accounting, custody and transfer agent fees
    3,843  
Distribution fees – Investor Class (See Note 5)
    3,842  
Legal fees
    2,480  
Reports to shareholders
    1,635  
Sub-transfer agent expenses – Investor Class (See Note 5)
    1,284  
Sub-transfer agent expenses – Institutional Class (See Note 5)
    108  
Other expenses
    3,532  
Total expenses before reimbursement from advisor
    86,279  
Expense reimbursement by advisor – Investor Class
    (24,076 )
Expense reimbursement by advisor – Institutional Class
    (24,748 )
Net expenses
    37,455  
NET INVESTMENT INCOME
  $ 79,358  
         
REALIZED AND UNREALIZED GAINS:
       
Net realized gain on investments
  $ 32,596  
Change in unrealized depreciation on investments
    (24,952 )
Net gain on investments
    7,644  
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS
  $ 87,002  

 
 
 

 
The accompanying notes are an integral part of these financial statements.

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HENNESSY FUNDS                                                                                                        1-800-966-4354
 
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Financial Statements
 
Statements of Changes in Net Assets
 
   
Six Months Ended
       
   
April 30, 2014
   
Year Ended
 
   
(Unaudited)
   
October 31, 2013
 
OPERATIONS:
           
Net investment income
  $ 79,358     $ 451,243  
Net realized gain on securities
    32,596       1,390,074  
Change in unrealized depreciation on securities
    (24,952 )     (1,718,510 )
Net increase in net assets resulting from operations
    87,002       122,807  
                 
DISTRIBUTIONS TO SHAREHOLDERS FROM:
               
Net investment income
               
Investor Class
    (34,814 )     (103,816 )
Institutional Class
    (44,378 )     (365,266 )
Net realized gains
               
Investor Class
    (1,349,963 )     (74,517 )
Institutional Class
    (14,284 )     (670,866 )
Total distributions
    (1,443,439 )     (1,214,465 )
                 
CAPITAL SHARE TRANSACTIONS:
               
Proceeds from shares subscribed – Investor Class
    1,218,921       2,098,731  
Proceeds from shares subscribed – Institutional Class
    116,371       1,200,715  
Dividends reinvested – Investor Class
    587,343       157,601  
Dividends reinvested – Institutional Class
    765,130       1,033,843  
Cost of shares redeemed – Investor Class
    (1,210,454 )     (2,623,814 )
Cost of shares redeemed – Institutional Class
    (143,550 )     (31,279,649 )(1)
Net increase (decrease) in net assets derived
               
  from capital share transactions
    1,333,761       (29,412,573 )
TOTAL DECREASE IN NET ASSETS
    (22,676 )     (30,504,231 )
                 
NET ASSETS:
               
Beginning of period
    6,404,671       36,908,902  
End of period
  $ 6,381,995     $ 6,404,671  
Undistributed net investment income, end of period
  $ 166     $  









(1)
Net of redemption fees of $26 related to redemption fees imposed by the FBR Core Bond Fund during a prior year but not received until fiscal year 2013.

 
The accompanying notes are an integral part of these financial statements.

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Statements of Changes in Net Assets – Continued
 

   
Six Months Ended
       
   
April 30, 2014
   
Year Ended
 
   
(Unaudited)
   
October 31, 2013
 
CHANGES IN SHARES OUTSTANDING:
           
Shares sold – Investor Class
    152,187       213,393  
Shares sold – Institutional Class
    15,934       135,965  
Shares issued to holders as
               
  reinvestment of dividends – Investor Class
    76,539       16,225  
Shares issued to holders as
               
  reinvestment of dividends – Institutional Class
    113,111       116,531  
Shares redeemed – Investor Class
    (155,987 )     (271,391 )
Shares redeemed – Institutional Class
    (19,732 )     (3,540,601 )
Net increase (decrease) in shares outstanding
    182,052       (3,329,878 )



 
 
 
 
 
 
 
 
 
 
The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
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Financial Highlights
 
Hennessy Core Bond Fund
 
For an Investor Class share outstanding throughout each period

   
Six Months Ended
 
   
April 30, 2014
 
   
(Unaudited)
 
PER SHARE DATA:
     
Net asset value, beginning of period
  $ 9.56  
         
Income from investment operations:
       
Net investment income
    0.09  
Net realized and unrealized gains (losses) on investments
    0.01  
Total from investment operations
    0.10  
         
Less distributions:
       
Dividends from net investment income
    (0.09 )
Dividends from net realized gains
    (1.88 )
Total distributions
    (1.97 )
Paid-in capital from redemption fees
     
Net asset value, end of period
  $ 7.69  
         
TOTAL RETURN
    1.33 %(4)
         
SUPPLEMENTAL DATA AND RATIOS:
       
Net assets, end of period (millions)
  $ 2.99  
Ratio of expenses to average net assets:
       
Before expense reimbursement
    2.87 %(5)
After expense reimbursement
    1.30 %(5)
Ratio of net investment income to average net assets:
       
Before expense reimbursement
    0.78 %(5)
After expense reimbursement
    2.35 %(5)
Portfolio turnover rate(6)
    33 %(4)





(1)
For the seven-month period ended October 31, 2010. Effective October 31, 2010, the Fund changed its fiscal year end from March 31 to October 31.
(2)
Calculated based on average shares outstanding method.
(3)
Amount is less than $0.01.
(4)
Not annualized.
(5)
Annualized.
(6)
Portfolio turnover is calculated on the basis of the Fund as a whole.


The accompanying notes are an integral part of these financial statements.

HENNESSYFUNDS.COM
 
16

 



 
 


 
                 
For the Period
             
                 
April 1, 2010
             
For the Year Ended October 31,
   
to October 31,
   
Year Ended March 31,
 
2013
   
2012
   
2011
   
2010(1)
   
2010
   
2009
 
                                 
$ 9.97     $ 9.56     $ 9.82     $ 9.39     $ 8.75     $ 9.16  
                                             
                                             
  0.27       0.28       0.35 (2)     0.23 (2)     0.38 (2)     0.35 (2)
  (0.23 )     0.41       (0.14 )     0.42       0.69       (0.44 )
  0.04       0.69       0.21       0.65       1.07       (0.09 )
                                             
                                             
  (0.27 )     (0.20 )     (0.32 )     (0.22 )     (0.38 )     (0.32 )
  (0.18 )     (0.08 )     (0.15 )           (0.05 )      
  (0.45 )     (0.28 )     (0.47 )     (0.22 )     (0.43 )     (0.32 )
        0.00 (3)     0.00 (3)     0.00 (3)     0.00 (3)     0.00 (3)
$ 9.56     $ 9.97     $ 9.56     $ 9.82     $ 9.39     $ 8.75  
                                             
  0.41 %     7.38 %     2.35 %     6.98 %(4)     12.33 %     (0.93 )%
                                             
                                             
$ 3.02     $ 3.57     $ 4.05     $ 4.45     $ 4.62     $ 2.06  
                                             
  2.26 %     2.12 %     2.38 %     2.10 %(5)     1.93 %     2.14 %
  1.30 %     1.30 %     1.30 %     1.30 %(5)     1.31 %     1.33 %
                                             
  1.70 %     2.01 %     2.58 %     3.37 %(5)     3.49 %     3.21 %
  2.66 %     2.83 %     3.66 %     4.17 %(5)     4.11 %     4.02 %
  74 %     75 %     57 %     46 %(4)     28 %     39 %

 
 
 

 

The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
17

 
 
Financial Highlights
 
Hennessy Core Bond Fund
 
For an Institutional Class share outstanding throughout each period

   
Six Months Ended
 
   
April 30, 2014
 
   
(Unaudited)
 
PER SHARE DATA:
     
Net asset value, beginning of period
  $ 8.65  
         
Income from investment operations:
       
Net investment income
    0.09  
Net realized and unrealized gains (losses) on investments
    0.00 (3)
Total from investment operations
    0.09  
         
Less distributions:
       
Dividends from net investment income
    (0.09 )
Dividends from net realized gains
    (1.88 )
Total distributions
    (1.97 )
Paid-in capital from redemption fees
     
Net asset value, end of period
  $ 6.77  
         
TOTAL RETURN
    1.39 %(4)
         
SUPPLEMENTAL DATA AND RATIOS:
       
Net assets, end of period (millions)
  $ 3.39  
Ratio of expenses to average net assets:
       
Before expense reimbursement
    2.54 %(5)
After expense reimbursement
    1.05 %(5)
Ratio of net investment income to average net assets:
       
Before expense reimbursement
    1.11 %(5)
After expense reimbursement
    2.60 %(5)
Portfolio turnover rate(6)
    33 %(4)





(1)
For the seven-month period ended October 31, 2010. Effective October 31, 2010, the Fund changed its fiscal year end from March 31 to October 31.
(2)
Calculated based on average shares outstanding method.
(3)
Amount is less than $0.01.
(4)
Not annualized.
(5)
Annualized.
(6)
Portfolio turnover is calculated on the basis of the Fund as a whole.


The accompanying notes are an integral part of these financial statements.

HENNESSYFUNDS.COM
 
18

 


 
 

 
                 
For the Period
             
                 
April 1, 2010
             
For the Year Ended October 31,
   
to October 31,
   
Year Ended March 31,
 
2013
   
2012
   
2011
   
2010(1)
   
2010
   
2009
 
                                 
$ 9.06     $ 8.77     $ 9.05     $ 8.67     $ 8.11     $ 8.52  
                                             
                                             
  0.19       0.27       0.34 (2)     0.23 (2)     0.37 (2)     0.35 (2)
  (0.13 )     0.38       (0.12 )     0.38       0.64       (0.42 )
  0.06       0.65       0.22       0.61       1.01       (0.07 )
                                             
                                             
  (0.29 )     (0.28 )     (0.35 )     (0.23 )     (0.40 )     (0.34 )
  (0.18 )     (0.08 )     (0.15 )           (0.05 )      
  (0.47 )     (0.36 )     (0.50 )     (0.23 )     (0.45 )     (0.34 )
  0.00 (3)     0.00 (3)     0.00 (3)     0.00 (3)     0.00 (3)     0.00 (3)
$ 8.65     $ 9.06     $ 8.77     $ 9.05     $ 8.67     $ 8.11  
                                             
  0.69 %     7.63 %     2.62 %     7.15 %(4)     12.62 %     (0.74 )%
                                             
                                             
$ 3.38     $ 33.34     $ 23.25     $ 24.25     $ 23.89     $ 22.05  
                                             
  1.67 %     1.31 %     1.43 %     1.47 %(5)     1.69 %     1.89 %
  1.05 %     1.05 %     1.05 %     1.05 %(5)     1.06 %     1.08 %
                                             
  2.28 %     2.74 %     3.54 %     4.00 %(5)     3.74 %     3.46 %
  2.90 %     3.00 %     3.92 %     4.41 %(5)     4.37 %     4.27 %
  74 %     75 %     57 %     46 %(4)     28 %     39 %
 
 
 
 
 

 

The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
19

 
 
Notes to the Financial Statements
April 30, 2014 (Unaudited)
 

1).  ORGANIZATION
 
The Hennessy Core Bond Fund (the “Fund”) is a series of Hennessy Funds Trust (the “Trust”), which was organized as a Delaware statutory trust on September 17, 1992.  The Fund is an open-end management investment company registered under the Investment Company Act of 1940, as amended.  The Fund is a successor to the FBR Core Bond Fund (the “Predecessor FBR Fund”), a series of The FBR Funds, a Delaware statutory trust, pursuant to a reorganization that took place after the close of business on October 26, 2012.  Prior to October 26, 2012, the Fund had no investment operations.  As a result of the reorganization, holders of the Investor Class shares of the Predecessor FBR Fund received Investor Class shares of the Fund (the Investor Class shares of the Fund are the successor to the accounting and performance information of the Predecessor FBR Fund), and holders of the Institutional Class shares of the Predecessor FBR Fund received Institutional Class shares of the Fund (the Institutional Class shares of the Fund are the successor to the accounting and performance information of the Predecessor FBR Fund).  The investment objective of the Fund is current income with capital growth as a secondary objective.  The Fund is a diversified fund.
 
The Fund offers Investor Class and Institutional Class shares.  Each class of shares differs principally in its respective administration, 12b-1 distribution and service fees, shareholder servicing, and transfer agent expenses and sales charges, if any.  Each class has identical rights to earnings, assets, and voting privileges, except for class-specific expenses and exclusive rights to vote on matters affecting only individual classes.
 
 
2).  SIGNIFICANT ACCOUNTING POLICIES
 
The following is a summary of significant accounting policies consistently followed by the Fund in the preparation of the financial statements. These policies are in conformity with U.S. generally accepted accounting principles (“GAAP”).
 
a).
Investment Valuation – All investments in securities are recorded at their estimated fair value, as described in Note 3.
 
b).
Federal Income Taxes – Provision for Federal income taxes or excise taxes has not been made since the Fund has elected to be taxed as a “regulated investment company” and intends to distribute substantially all of its taxable income to its shareholders and otherwise comply with the provisions of the Internal Revenue Code of 1986, as amended, applicable to regulated investment companies. Net investment income or loss and realized gains and losses for federal income tax purposes may differ from that reported on the financial statements because of temporary book and tax basis differences. Temporary differences are primarily the result of the treatment of wash sales for tax reporting purposes. Distributions from net realized gains for book purposes may include short-term capital gains, which are included as ordinary income to shareholders for tax purposes.
 
c).
Income and Expenses – Dividend income is recognized on the ex-dividend date or as soon as information is available to the Fund. Interest income, which includes the amortization of premium and accretion of discount, is recognized on an accrual basis. The Fund is charged for those expenses that are directly attributable to the portfolio, such as advisory, administration, and certain shareholder service fees. Income,
 

HENNESSYFUNDS.COM
 
20

 
 
 
expenses (other than expenses attributable to a specific class), and realized and unrealized gains or losses on investments are allocated to each class of shares based on its respective net assets.
 
d).
Distributions to Shareholders – Dividends from net investment income for the Fund, if any, are declared and paid out monthly.  Distributions of net realized capital gains, if any, are declared and paid annually, usually in November or December.
 
e).
Security Transactions – Investment and shareholder transactions are recorded on the trade date. The Fund determines the gain or loss realized from the investment transactions by comparing the original cost of the security lot sold with the net sale proceeds. Discounts and premiums on securities purchased are accreted/amortized over the life of the respective security.
 
f).
Use of Estimates – The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported change in net assets during the reporting period. Actual results could differ from those estimates.
 
g).
Share Valuation – The net asset value (“NAV”) per share of the Fund is calculated by dividing the sum of the value of the securities held by the Fund, plus cash or other assets, minus all liabilities (including estimated accrued expenses) by the total number of shares outstanding for the Fund, rounded to the nearest cent. The Fund’s shares will not be priced on days the New York Stock Exchange is closed for trading. The offering and redemption price per share for the Fund is equal to the Fund’s net asset value per share.
 
h).
Foreign Currency – Values of investments denominated in foreign currencies are converted into U.S. dollars using the spot market rate of exchange at the time of valuation.  Purchases and sales of investments and income are translated into U.S. dollars using the spot market rate of exchange prevailing on the respective dates of such transactions.  The Fund does not isolate the portion of the results of operations resulting from fluctuations in foreign exchange rates on investments from fluctuations resulting from changes in the market prices of securities held.  Such fluctuations are included with the net realized and unrealized gain or loss on investments.  Foreign investments present additional risks due to currency fluctuations, economic and political factors, lower liquidity, government regulations, differences in accounting standards, and other factors.
 
i).
Forward Contracts – The Fund may enter into forward currency contracts to reduce its exposure to changes in foreign currency exchange rates on its foreign holdings and to lock in the U.S. dollar cost of firm purchase and sale commitments for securities denominated in foreign currencies.  A forward currency contract is a commitment to purchase or sell a foreign currency at a future date at a negotiated forward rate.  The gain or loss arising from the difference between the U.S. dollar cost of the original contract and the value of the foreign currency in U.S. dollars upon closing of such contract is included in net realized gain or loss from foreign currency transactions.  During the six months ended April 30, 2014, the Fund did not enter into any forward contracts.
 
j).
Repurchase Agreements – The Fund may enter into repurchase agreements with member banks or security dealers of the Federal Reserve Board whom the investment advisor deems creditworthy. The repurchase price generally equals the price paid by the Fund plus interest negotiated on the basis of current short-term rates.
 

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
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Securities pledged as collateral for repurchase agreements are held by the custodian bank until the respective agreements mature. Provisions of the repurchase agreements ensure that the market value of the collateral, including accrued interest thereon, is sufficient in the event of default of the counterparty. If the counterparty defaults and the value of the collateral declines or if the counterparty enters an insolvency proceeding, realization of the collateral by the Fund may be delayed or limited.
 
k).
Accounting for Uncertainty in Income Taxes – The Fund has adopted accounting policies regarding recognition and measurement of tax positions taken or expected to be taken on a tax return.  The Fund has reviewed all open tax years in major jurisdictions and concluded that there is no impact on the Fund’s net assets and no tax liability resulting from unrecognized tax benefits relating to uncertain income tax positions taken or expected to be taken on a tax return.  The Fund’s major tax jurisdictions are U.S. Federal and Delaware.  As of April 30, 2014, open Federal and state tax years for the Fund include the tax years ended October 31, 2011 through 2013.
 
l).
Derivatives – The Fund may invest in, or enter into, derivatives, such as options, futures contracts, options on futures contracts, and swaps, for a variety of reasons, including to hedge certain risks, to provide a substitute for purchasing or selling particular securities, or to increase potential income gain.  Derivatives may provide a cheaper, quicker, or more specifically focused way for a Fund to invest than “traditional” securities would.  The main purpose of utilizing these derivative instruments is for hedging purposes.
 
 
The Fund has adopted the financial accounting reporting rules as required by the Derivatives and Hedging Topic of the Financial Accounting Standards Board Accounting Standards Codification. Under such rules, the Fund is required to include enhanced disclosure that enables investors to understand how and why an entity uses derivatives, how derivatives are accounted for, and how derivatives instruments affect an entity’s results of operations and financial position. During the six months ended April 30, 2014, the Fund did not hold any derivative instruments.
 
m).
Events Subsequent to the Fiscal Period End – The Fund has adopted financial reporting rules regarding subsequent events that require an entity to recognize in the financial statements the effects of all subsequent events that provide additional evidence about conditions that existed at the date of the balance sheet.  Management has evaluated the Fund’s related events and transactions that occurred subsequent to April 30, 2014 through the date of issuance of the Fund’s financial statements.  There were no events or transactions that occurred during this period that materially impacted the amounts or disclosures in the Fund’s financial statements.
 
 
3).  SECURITIES VALUATION
 
The Fund has adopted authoritative fair valuation accounting standards that establish an authoritative definition of fair value and set out a hierarchy for measuring fair value.  These standards require additional disclosures about the various inputs and valuation techniques used to develop the measurements of fair value and a discussion in changes in valuation techniques and related inputs during the period.  These inputs are summarized in the three broad levels listed below:
 
 
Level 1 –
Quoted unadjusted prices for identical instruments in active markets to which the Fund has access at the date of measurement.

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Level 2 –
Quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; and model-derived valuations in which all significant inputs and significant value drivers are observable in active markets.  Level 2 inputs are those in markets for which there are few transactions, the prices are not current, the prices are fair value adjusted due to post-market close subsequent events (foreign markets), little public information exists, or instances where prices vary substantially over time or among brokered market makers.  These inputs may also include interest rates, prepayment speeds, credit risk curves, default rates, and similar data.
 
 
Level 3 –
Model-derived valuations in which one or more significant inputs or significant value drivers are unobservable.  Unobservable inputs are those inputs that reflect the Fund’s own assumptions about what market participants would use to price the asset or liability based on the best available information.
 
Following is a description of the valuation techniques applied to the Fund’s major categories of assets and liabilities measured at fair value on a recurring basis.
 
Equity Securities – Equity securities, including common stocks, preferred stocks, foreign issued common stocks, exchange traded funds, closed-end mutual funds, and real estate investment trusts, that are traded on a securities exchange for which a last-quoted sales price is readily available will be valued at the last sales price as reported by the primary exchange on which the securities are listed.  Securities listed on The NASDAQ Stock Market (“NASDAQ”) will be valued at the NASDAQ Official Closing Price, which may differ from the last sales price reported.  Securities traded on a securities exchange for which a last-quoted sales price is not readily available will be valued at the mean between the bid and ask prices.  To the extent these securities are actively traded and valuation adjustments are not applied, they are classified in Level 1 of the fair value hierarchy.
 
Investment Companies – Investments in investment companies (e.g., mutual funds and exchange traded funds) are generally priced at the ending NAV provided by the Fund’s service agent and will be classified in Level 1 of the fair value hierarchy.
 
Debt Securities – Debt securities, including corporate bonds, asset-backed securities, mortgage-backed securities, municipal bonds, U.S. Treasuries, and U.S. government agency issues, are valued at market on the basis of valuations furnished by an independent pricing service that utilizes both dealer-supplied valuations and formula-based techniques.  The pricing service may consider recently executed transactions in securities of the issuer or comparable issuers, market price quotations (where observable), bond spreads, and fundamental data relating to the issuer.  In addition, the model may incorporate market observable data such as reported sales of similar securities, broker quotes, yields, bids, offers, and reference data.  Certain securities are valued principally using dealer quotations.  These securities are generally classified in Level 2 of the fair value hierarchy.
 
Short-Term Securities – Short-term equity investments, including money market funds, are valued in the manner specified above.  Short-term debt investments are valued at amortized cost, if their original maturity was 60 days or less, or by amortizing the values as of the 61st day prior to maturity, if their original term to maturity exceeded 60 days.  Short-term securities are generally classified in Level 1 or Level 2 of the fair market hierarchy depending on the inputs used and market activity levels for specific securities.
 
The Board of Trustees of the Fund (the “Board”) has adopted fair value pricing procedures that are followed when a price for a security is not readily available or if a
 

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significant event has occurred that indicates the closing price of a security no longer represents the true value of that security.  Fair value pricing determinations are made in good faith in accordance with these procedures. There are numerous criteria that will be given consideration in determining a fair value of a security. Some of these criteria are trading volume of security and markets, the value of other like securities, and news events with direct bearing to security or market. Fair value pricing results in an estimated price that reasonably reflects the current market conditions in order to rate the portfolio holdings such that shareholder transactions receive a fair net asset value.  Depending on the relative significance of the valuation inputs, these securities may be classified in either Level 2 or Level 3 of the fair value hierarchy.
 
Fair valuing of foreign securities may be determined with the assistance of a pricing service using correlations between the movement of prices of such securities and indices of domestic securities and other appropriate indicators, such as closing market prices of relevant American Depositary Receipts or futures contracts.  The effect of using fair value pricing is that the Fund’s NAV will reflect the affected portfolio securities’ value as determined in the judgment of the Board or its designee instead of being determined by the market.  Using a fair value pricing methodology to price foreign securities may result in a value that is different from a foreign security’s most recent closing price and from the prices used by other investment companies to calculate their net asset values and are generally considered Level 2 prices in the fair valuation hierarchy.  Because the Fund may invest in foreign securities, the value of the Fund’s portfolio securities may change on days when you will not be able to purchase or redeem your shares.
 
The Board has delegated day-to-day valuation matters to a Valuation Committee comprised of one or more representatives from Hennessy Advisors, Inc., the Fund’s investment advisor.  The function of the Valuation Committee is to value securities where current and reliable market quotations are not readily available.  All actions taken by the Valuation Committee are reviewed by the Board.
 
The Fund has performed an analysis of all existing investments to determine the significance and character of all inputs to their fair value determination.  Various inputs are used in determining the value of the Fund’s investments.  The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.  Details related to the fair valuation hierarchy of the Fund’s securities as of April 30, 2014 are included in the Fund’s Schedule of Investments.
 
 
4).  INVESTMENT TRANSACTIONS
 
Purchases and sales of investment securities (excluding government and short-term investments) for the Fund during the six months ended April 30, 2014 were $186,798 and $1,169,039, respectively.
 
Purchases and sales/maturities of long-term U.S. Government Securities for the Fund were $1,867,178 and $911,114, respectively, for the six months ended April 30, 2014.
 
 
5).  INVESTMENT MANAGEMENT FEE AND OTHER TRANSACTIONS WITH AFFILIATES
 
Hennessy Advisors, Inc. (the “Advisor”) is the investment advisor of the Fund. The Advisor provides the Fund with investment management services under an Investment Advisory Agreement. The Advisor furnishes all investment advice, office space, facilities, and provides most of the personnel needed by the Fund. As compensation for its services, the Advisor is entitled to a monthly fee from the Fund. The fee is based upon the average daily net assets of the Fund at the annual rate of 0.80%.
 

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The Advisor has delegated the day-to-day management of the Fund to a sub-advisor, Financial Counselors, Inc.  The Advisor pays the sub-advisor fees for the Fund from its own assets and these fees are not an additional expense of the Fund.
 
The Advisor has contractually agreed to limit the total annual operating expenses of the Fund (excluding interest, taxes, brokerage commissions, dividend expenses, 12b-1 fees, acquired fund fees and expenses, extraordinary legal expenses, or any other extraordinary expenses) to 1.05% of the Fund’s net assets for both the Investor Class shares and Institutional Class shares of the Fund through February 28, 2015.  The net expense reimbursement receivable for the Fund as of April 30, 2014 was $3,949.
 
For a period of three years after the year in which the Advisor waives or reimburses expenses, the Advisor may seek reimbursement from the Fund to the extent that total annual fund operating expenses are less than the expense limitation in effect at the time of the reimbursement.  The Advisor waived or reimbursed expenses of $48,824 for the Fund during the six-month period ended April 30, 2014.  As of April 30, 2014, cumulative expenses subject to potential recovery to the aforementioned conditions and year of expiration are as follows:
 
     
October 31, 2015
   
October 31, 2016
   
October 31, 2017
   
Total
 
 
Investor Class
  $ 755     $ 36,603     $ 24,076     $ 61,434  
 
Institutional Class
  $ 4     $ 74,877     $ 24,748     $ 99,629  
 
The Fund has adopted a plan pursuant to Rule 12b-1 under the Investment Company Act of 1940, as amended, that authorizes payments in connection with the distribution of the Fund’s shares at an annual rate of up to 0.25% of the Fund’s average daily net assets attributable to Investor Class shares.  Amounts paid under the plan may be spent on any activities or expenses primarily intended to result in the sale of shares, including but not limited to, advertising, compensation for sales and marketing activities or financial institutions and others such as dealers and distributors, shareholder account servicing, the printing and mailing of prospectuses to other than current shareowners, and the printing and mailing of sales literature.
 
The Fund has entered into agreements with various brokers, dealers, and financial intermediaries in connection with the sale of shares of the Fund.  The agreements provide for periodic payments by the Fund to the brokers, dealers, and financial intermediaries for providing certain shareholder maintenance services (sub-transfer agent expenses).  These shareholder services include the pre-processing and quality control of new accounts, shareholder correspondence, answering customer inquiries regarding account status, and facilitating shareholder telephone transactions. Fees paid by the Fund to various brokers, dealers, and financial intermediaries for the six months ended April 30, 2014 were $1,392.
 
U.S. Bancorp Fund Services, LLC (“USBFS”) provides the Fund with administrative, fund accounting, and transfer agent services, including all regulatory reporting, and necessary office equipment and personnel.  As administrator, USBFS prepares various federal and state regulatory filings, reports, and returns for the Fund; prepares reports and materials to be supplied to the Board; monitors the activities of the Fund’s custodian, transfer agent, and accountants; and coordinates the preparation and payment of the Fund’s expenses and reviews the Fund’s expense accruals. Fees paid to USBFS for the six months ended April 30, 2014 were $3,843.
 
U.S. Bank, N.A., an affiliate of USBFS, serves as the Fund’s custodian.  Quasar Distributors, LLC acts as the Fund’s principal underwriter in a continuous public offering of the Fund’s shares.  Quasar Distributors, LLC is an affiliate of USBFS and U.S. Bank, N.A.
 

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6).  LINE OF CREDIT
 
The Fund has a line of credit with the other funds in the Hennessy Funds family of funds (the “Hennessy Funds”) in the amount of the lesser of (i) $100,000,000 or (ii) 33.33% of each Hennessy Fund’s net assets, or 30% for the Hennessy Gas Utility Index Fund and 10% for the Hennessy Balanced Fund, intended to provide short-term financing, if necessary, subject to certain restrictions, in connection with shareholder redemptions. The credit facility is with the Hennessy Funds’ custodian bank, U.S. Bank, N.A.  Borrowings under this arrangement bear interest at the bank’s prime rate. During the six months ended April 30, 2014, the Fund did not have any borrowings outstanding under the line of credit.
 
 
7).  FEDERAL TAX INFORMATION
 
As of October 31, 2013, the Fund’s most recent fiscal year end, the components of accumulated earnings (losses) for income tax purposes for the Fund were as follows:
 
 
Cost of investments for tax purposes
  $ 6,227,313  
 
Gross tax unrealized appreciation
  $ 283,915  
 
Gross tax unrealized depreciation
    (176,590 )
 
Net tax unrealized appreciation/depreciation
  $ 107,325  
 
Undistributed ordinary income
  $ 14,283  
 
Undistributed long-term capital gains
    1,349,958  
 
Total distributable earnings
  $ 1,364,241  
 
Other accumulated gain (loss)
  $  
 
Total accumulated gain (loss)
  $ 1,471,566  
 
The difference between book-basis and tax-basis unrealized appreciation is attributable primarily to capital loss carry overs, wash sales, and partnership adjustments.
 
At October 31, 2013, the Fund’s most recent fiscal year end, the Fund had no tax basis capital losses to offset future capital gains.
 
Capital losses sustained in the year ended October 31, 2012 and in future taxable years will not expire and may be carried over by the Fund without limitation; however, they will retain the character of the original loss. Furthermore, any losses incurred during those taxable years will be required to be utilized prior to the losses incurred in the pre-enactment taxable years. As a result of this ordering rule, pre-enactment capital loss carryforwards may be more likely to expire unused. Under pre-enactment law, capital losses could be carried forward for eight years, and carried forward as short-term capital losses, irrespective of the character of the original loss.
 
At October 31, 2013, the Fund did not defer, on a tax basis, any post-December late year ordinary loss deferrals or post-December loss deferrals.
 
The tax character of distributions paid during fiscal year 2014 (year-to-date) and fiscal year 2013 for the Fund were as follows:
 
     
Six Months Ended
   
Year Ended
 
     
April 30, 2014
   
October 31, 2013
 
 
Ordinary income
  $ 93,476     $ 846,010  
 
Long-term capital gain
    1,349,963       368,455  
      $ 1,443,439     $ 1,214,465  

 

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Expense Example (Unaudited)
April 30, 2014
 

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments, reinvested dividends, or other distributions; redemption fees; and exchange fees; and (2) ongoing costs, including management fees; service fees; and other Fund 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 Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period from November 1, 2013 through April 30, 2014.
 
Actual Expenses
The first line of the table below under the “Investor Class” and “Institutional Class” headings provides information about actual account values and actual expenses. Although the Fund charges no sales loads or transaction fees, you will be assessed fees for outgoing wire transfers, returned checks and stop payment orders at prevailing rates charged by U.S. Bancorp Fund Services, LLC, the Fund’s transfer agent.  If you request that a redemption be made by wire transfer, currently a $15.00 fee is charged by the Fund’s transfer agent. IRA accounts will be charged a $15.00 annual maintenance fee. The example below includes, but is not limited to, management fees, shareholder servicing fees, fund accounting, custody, and transfer agent fees.  However, the example below does not include portfolio trading commissions and related expenses, and other extraordinary expenses as determined under generally accepted accounting principles.  You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line of the table under the “Investor Class” and “Institutional Class” headings in the column entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.
 
Hypothetical Example for Comparison Purposes
The second line of the table below under the “Investor Class” and “Institutional Class” headings provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratios 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 your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads), or exchange fees. Therefore, the second line of the table under the “Investor Class” and “Institutional Class” headings 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.

 

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Expenses Paid
 
Beginning
Ending
During Period(1)
 
Account Value
Account Value
November 1, 2013 –
 
November 1, 2013
April 30, 2014
April 30, 2014
Investor Class
     
       
Actual
$1,000.00
$1,013.30
$6.49
       
Hypothetical (5% return
     
  before expenses)
$1,000.00
$1,018.35
$6.51
       
Institutional Class
     
       
Actual
$1,000.00
$1,013.90
$5.24
       
Hypothetical (5% return
     
  before expenses)
$1,000.00
$1,019.59
$5.26

 
(1)
Expenses are equal to the Fund’s annualized expense ratio of 1.30% for Investor Class shares or 1.05% for Institutional Class shares, as applicable, multiplied by the average account value over the period, multiplied by 181/365 days (to reflect one-half year period).

 
 
 
 
 

 

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Proxy Voting
 
A description of the policies and procedures the Fund uses to determine how to vote proxies relating to portfolio securities is available without charge: (1) by calling 1-800-966-4354; (2) on the Hennessy Funds’ website at hennessyfunds.com; or (3) on the U.S. Securities and Exchange Commission’s (the “SEC”) website at www.sec.gov. The Fund’s proxy voting record is available on both the Hennessy Funds’ website at hennessyfunds.com and the SEC’s website at www.sec.gov no later than August 31 for the prior 12 months ending June 30.
 
 
Quarterly Filings on Form N-Q
 
The Fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. The Fund’s Forms N-Q are available on the SEC’s website at www.sec.gov. The Fund’s Forms N-Q may be reviewed and copied at the SEC’s Public Reference Room in Washington, DC and information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330.  Information included in the Fund’s Forms N-Q will also be available upon request by calling 1-800-966-4354.
 
 
Federal Tax Distribution Information
(Unaudited)
 
For the fiscal year ended October 31, 2013, certain dividends paid by the Fund may be subject to a maximum tax rate of 15%, as provided for by the Jobs and Growth Tax Relief Reconciliation Act of 2003.  The percentage of dividends declared from ordinary income designated as qualified dividend income was 11.09%.
 
For corporate shareholders, the percent of ordinary income distributions qualifying for the corporate dividends received deduction for the fiscal year ended October 31, 2013 was 10.99%.
 
The percentage of taxable ordinary income distributions that are designated as short-term capital gain distributions under Section 871(k)(2)(C) of the Internal Revenue Code of 1986, as amended, for the Fund was 45.46%.
 
 
Householding
 
To help keep the Fund’s costs as low as possible, we generally deliver a single copy of most financial reports and prospectuses to shareholders who share an address, even if the accounts are registered under different names. This process, known as “householding,” does not apply to account statements. You may, of course, request an individual copy of a prospectus or financial report at any time. If you would like to receive separate mailings, please call the Administrator at 1-800-261-6950 or 1-414-765-4124 and we will begin individual delivery within 30 days of your request. If your account is held through a financial institution or other intermediary, please contact them directly to request individual delivery.
 

 

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Board Approval of Investment Advisory
Agreements
 
At its meeting on March 3, 2014, the Board of Trustees of the Fund (the “Board”) unanimously approved the continuation of the investment advisory agreement and sub-advisory agreement of the Fund.
 
The Board reviewed a number of documents, including a memorandum provided by outside legal counsel that described the fiduciary duties of the Board with respect to approving the continuance of the investment advisory and sub-advisory agreements and the relevant factors for consideration, a memorandum from the Advisor that listed each of the relevant factors and the documents provided to help the Board assess each such factor, the Advisor’s most recent Form 10-K and 10-Q, the Advisor’s Form ADV Part I, a document that listed the range of services provided by the Advisor for the Fund, a written discussion of economies of scale, a completed questionnaire from the sub-advisor, the sub-advisor’s Form ADV Parts I and II, copies of the advisory and sub-advisory agreements, a fund fact sheet, and peer expense and performance comparisons.  The Board considered and discussed numerous factors, including the following:
 
 
The Board considered the services identified below that are provided by the Advisor and the sub-advisor:
 
   
The Advisor oversees the sub-advisor for the Fund. The sub-advisor acts as the portfolio manager to the Fund, managing the composition of the portfolio of the Fund, including the purchase, retention, and disposition of portfolio securities in accordance with the Fund’s investment objectives, policies, and restrictions.
 
   
The Advisor performs daily reconciliations of portfolio positions and cash for the Fund.
 
   
The Advisor oversees the use of soft dollars for the Fund.
 
   
The Advisor monitors compliance by the Fund with its investment objectives and restrictions.
 
   
The Advisor monitors compliance with federal securities laws and performs activities such as maintaining a compliance program, conducting ongoing reviews of the compliance programs of the sub-advisor and the Fund’s other service providers, conducting on-site visits to the sub-advisor and the Fund’s other service providers, monitoring incidents of abusive trading practices, reviewing Fund expense accruals, payments, and fixed expense ratios, evaluating insurance providers for fidelity bond coverage and D&O/E&O insurance coverage, conducting employee compliance training, reviewing reports provided by service providers, maintaining books and records, and preparing an annual compliance report to the Board.
 
   
The Advisor oversees service providers that support the Fund in providing fund accounting, fund administration, fund distribution, transfer agency, custodial, sales and marketing, audit, information technology, and legal services.
 
   
The Advisor maintains an in-house public relations and marketing department on behalf of the Fund.
 
   
The Advisor is actively involved with preparing regulatory filings for the Fund.
 
   
The Advisor oversees proxy voting for the Fund.
 
   
The Advisor oversees distribution of the Fund through third-party broker/dealers and independent financial institutions such as Charles Schwab,
 

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Inc., Fidelity, TD Waterhouse, and Pershing. The Advisor participates in “no transaction fee” (“NTF”) programs with these companies on behalf of the Fund, which allows customers to purchase the Fund through third-party distribution channels without paying a transaction fee. The Advisor compensates a number of these third-party providers of NTF programs out of its own revenues and not those of the Fund.
 
   
The Advisor pays the incentive compensation of all of the Fund’s compliance officers and employs other staff such as management executives, legal personnel, marketing personnel, national accounts and distribution personnel, sales personnel, and trading oversight personnel.
 
   
The Advisor prepares or reviews Board materials, frequently presents to the Board or leads Board discussions, prepares or reviews meeting minutes, and arranges for Board training and education.
 
 
The Board compared the performance of the Fund to benchmark indices over various periods of time and concluded that the positive performance of the Fund warranted the continuation of the advisory and sub-advisory agreements.
 
 
The Board reviewed the Fund’s expense ratio and comparable expense ratios for funds comparable to the Fund. The Board used data from Morningstar showing funds similar in asset size and investment objective to the Fund and determined that the expense ratio of the Fund falls within the range of the ratios of other comparable funds and concluded that the expenses of the Fund were reasonable.
 
 
The Board considered the fees charged by the Advisor and the sub-advisor of the Fund to those of funds similar in asset size and investment objective to the Fund and concluded the advisory and sub-advisory fees of the Fund were reasonable and warranted continuation of the advisory and sub-advisory agreements. The Trustees noted that the investment advisory and sub-advisory fees are not adjusted if economies of scale are realized as the Fund grows because many of the expenses incurred to manage the Fund are asset-based fees and thus do not result in material economies of scale being realized as the net assets of the Fund increase.
 
 
The Board considered the profitability of the Advisor and the sub-advisor with respect to the Fund and concluded the profits were reasonable and not excessive when compared to profitability guidelines set forth in relevant court cases.
 
 
The Board considered the high level of professionalism and knowledge of the Advisor’s employees, along with an extremely low level of turnover of the employees of the Advisor, and concluded that this was beneficial to the Fund and its shareholders, as it ensures that the Fund is operated efficiently.
 
All of the factors above were considered separately by the Board, including the Trustees who are not “interested persons” (as defined in the Investment Company Act of 1940, as amended) of the Fund (the “Independent Trustees”) meeting in an executive session. The factors were viewed in their totality by the Board, with no single factor being the principal or determinative factor in the Board’s determination of whether to approve the continuation of the advisory and sub-advisory agreements. Based on the factors discussed above, the Board, including all of the Independent Trustees, recommended continuation of the advisory and sub-advisory agreements.
 

 


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For information, questions or assistance, please call
 
The Hennessy Funds
 
1-800-966-4354 or 1-415-899-1555
 

 

INVESTMENT ADVISOR
Hennessy Advisors, Inc.
7250 Redwood Blvd., Suite 200
Novato, California 94945

ADMINISTRATOR,
TRANSFER AGENT,
DIVIDEND PAYING AGENT &
SHAREHOLDER SERVICING AGENT
U.S. Bancorp Fund Services, LLC
P.O. Box 701
Milwaukee, Wisconsin 53201-0701

CUSTODIAN
U.S. Bank N.A.
Custody Operations
1555 North River Center Dr., Suite 302
Milwaukee, Wisconsin 53212

TRUSTEES
Neil J. Hennessy
Robert T. Doyle
J. Dennis DeSousa
Gerald P. Richardson

COUNSEL
Foley & Lardner LLP
777 East Wisconsin Avenue
Milwaukee, Wisconsin 53202-5306

INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM
Tait, Weller & Baker LLP
1818 Market Street, Suite 2400
Philadelphia, Pennsylvania 19103

DISTRIBUTOR
Quasar Distributors, LLC
615 East Michigan Street
Milwaukee, Wisconsin 53202
 
 
Hennessy Funds Logo


Investing, Uncomprised Graphic

hennessyfunds.com | 1-800-966-4354

This report has been prepared for shareholders and may be distributed to
others only if preceded or accompanied by a current prospectus.

 
 
 
 

 

Hennessy Funds Logo


 
SEMI-ANNUAL REPORT

APRIL 30, 2014




 

HENNESSY GAS UTILITY
INDEX FUND
 
Investor Class GASFX


 
 
 
 
 
 
 
Investing, Uncomprised Graphic

hennessyfunds.com | 1-800-966-4354



 
 
 

 















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Contents
 
 
Letter to Shareholders
2
Performance Overview
4
Financial Statements
 
Schedule of Investments
7
Statement of Assets and Liabilities
12
Statement of Operations
13
Statements of Changes in Net Assets
15
Financial Highlights
16
Notes to the Financial Statements
18
Expense Example
25
Proxy Voting
27
Quarterly Filings on Form N-Q
27
Federal Tax Distribution Information
27
Householding
27
Board Approval of Investment Advisory Agreement
28
 
 
 
 
 
 

 


HENNESSY FUNDS                                                                                                        1-800-966-4354
 
 

 


June 2014
 
Dear Shareholder:
 
 
The financial markets have provided strong returns over the past six-months ended April 30, 2014, with the Dow Jones Industrial Average (DJIA) and S&P 500 both returning approximately 8% during the period.  The current valuation metrics of the major indices are solid; for example, the DJIA currently has a price-to-earnings ratio of 15x and a price-to-sales ratio of 1.75x.  The DJIA also has a dividend yield of 2.2%, which is nearly as high as that of a 10-Year U.S. Treasury, which is currently yielding 2.6%.  Investing in high-yielding, high-quality DJIA stocks have the potential to not only provide an income stream but also for stock price appreciation as well.  Fixed income investing has run its course, in my opinion, and many individuals are currently benefiting from the return to investing in equities that possess strong fundamentals.
 
U.S. corporations continue to drive shareholder value by making acquisitions, initiating and raising dividends, investing in internal infrastructure, and buying back stock.  However, lately I have begun to see a shift in those business strategies.  The easier-to-execute acquisitions seem to be a thing of the past, and firms now have to be even more creative to execute accretive deals.  I also believe that while firms may continue to initiate dividends, fewer firms will raise their dividends and fewer firms will participate in stock buyback programs going forward.  So what will these cash-rich companies do with their capital if they are not raising dividends or buying back stock? I believe we will see companies begin to initiate capital expenditure programs.
 
Due to the continuing uncertainty from a lack of clear policies on taxes, healthcare, and regulations, I have observed that corporations would rather wait for clarity from our government leaders and defer any significant changes to their current business models.  Up until this point, there has been no real cost for firms to defer spending their capital as they wait for anticipated guidance on policies that directly affect their businesses.  But, this economic handcuffing from all of this uncertainty has gone on long enough.  I believe there will now be firms who want to improve their margins and will begin spending money to expand their sales, and may even begin to hire.  Once a competitor begins to move in this way, then the cost to defer becomes real for companies.  This movement to expansion may well be a catalyst to propel the financial markets.   I do believe this will be a slow shift, but one that will keep the economy improving, and should, in my opinion, help to generate reasonable market returns over the next few years.
 
With almost $3 trillion in cash sitting on the sidelines, this strategic shift by companies to begin spending their idle capital should help the economic recovery in the U.S.  But that is only one part of the equation.  Washington politics still play a role in how strong that recovery will be.  The national political landscape will change in the next few years, and the future generation of elected officials will be faced with what I believe are fictitious unemployment figures (6.3% reported, when over 20 million Americans are looking for more work or a better job), a sluggish economy, and global competition in business.  The next regime needs to provide real clarity on the issues that face all Americans and American corporations: taxation, regulation, and how to pay for our new healthcare system.  I also believe that our government needs to regard business as a noble profession and to implement common sense and logic in their policy making instead of politics as usual.  As Confucius is quoted as saying, “Life is really simple, but we insist on making it complicated.”
 

HENNESSYFUNDS.COM
 
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I am confident that even with all the hurdles facing corporate America, companies continue to provide good value for their shareholders, and I believe that means the financial markets are in good shape and should remain strong moving forward, I also believe that the next few months may be volatile.  Fads come and go, and the current buzz on the Street is around investing in social media stocks.  I believe that chasing hot products has contributed and will continue to contribute to the volatility of the markets this year.  After over 35 years in the business, I still firmly believe the best way to position your portfolio is by investing in good companies over the long term, rather than trying to buy the next hot idea at exactly the right time.  At Hennessy Funds, hunches and fads have no place in our investment process, and we understand that successful investing comes from time in the market, not timing the market.
 
We remain focused on investing based on proven fundamentals, and we are committed to managing money for the sole benefit of our shareholders.  If you have any questions or want to speak with us directly, please don’t hesitate to call us at (800) 966-4354.
 
Best regards,
 
Neil J. Hennessy Signature
 
Neil J. Hennessy
President and Chief Investment Officer
 

 
 
Past performance does not guarantee future results.
 
Mutual fund investing involves risk.  Principal loss is possible.
 
Opinions expressed are those of Neil Hennessy and are subject to change, are not guaranteed and should not be considered investment advice.
 
The Dow Jones Industrial Average and S&P 500 are unmanaged indices commonly used to measure the performance of U.S. stocks.  One cannot invest directly in an index.
 
Price-to-sales ratio and price-to-earnings ratio are tools for calculating relative valuation.  Price-to-sales ratio is calculated by dividing the market price by revenue per share.  Price-to-earnings ratio is the market price per share divided by earnings per share.
 



HENNESSY FUNDS                                                                                                        1-800-966-4354
 
3

 
 
Performance Overview (Unaudited)
 
 
The opinions expressed in the following commentary reflect those of the Portfolio Managers as of the date written. Any such opinions are subject to change based on market or other conditions and are not guaranteed. These opinions may not be relied upon as investment advice. Investment decisions for the Fund are based on several factors, and may not be relied upon as an indication of trading intent on behalf of the Fund. Security positions can and do change.
 
AVERAGE ANNUAL TOTAL RETURN PERIODS ENDED APRIL 30, 2014
 
 
Six
One
Five
Ten
 
Months(1)
Year
Years
Years
Hennessy Gas Utility
       
  Index Fund (GASFX)
13.49%
17.14%
22.92%
13.68%
AGA Stock Index(2)
13.35%
17.19%
21.86%
12.57%
S&P 500 Index
  8.36%
20.44%
19.14%
  7.67%
 
Expense ratio: 0.80%
 
Performance data quoted represents past performance; past performance does not guarantee future results. The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. Current performance of the Fund may be lower or higher than the performance quoted. Performance data current to the most recent month end may be obtained by visiting hennessyfunds.com. Performance for periods prior to October 26, 2012 is that of the FBR Gas Utility Index Fund.
 
The expense ratio presented is from the most recent prospectus.
 
(1)
Periods less than one year are not annualized.
(2)
Source: American Gas Association.  As calculated by the American Gas Association, the total return of the AGA Stock Index reflects the appreciation or depreciation of the stocks in the AGA Stock Index plus all dividends paid on such stocks, but does not assume that the dividends are reinvested and compounded.
 
 
PERFORMANCE NARRATIVE
 
Portfolio Manager, Winsor H. Aylesworth, and Co-Portfolio Manager, Ryan Kelley
 
Over the previous six months, how did the Fund perform and what factors contributed to this performance?
 
For the six-month period ended April 30, 2014, the Hennessy Gas Utility Index Fund returned 13.49%, outperforming the American Gas Association (AGA) Stock Index, the S&P 500 Index, and the Morningstar Utilities Category Average, which returned 13.35%, 8.36%, and 10.71% for the same period, respectively.
 
Two of the Fund’s best performers for the period were Cheniere Energy, Inc. and Energy Transfer Equity, L.P., which returned 42% and 39%, respectively.  These two companies were also last year’s top performers.  Cheniere Energy, Inc. focuses on Liquid Natural Gas (LNG) and owns ports along the Gulf Coast that can receive and process imports and is currently constructing LNG export facilities.  It is the first company to be granted a license to export LNG.  Actual shipments are expected to begin in early 2016.  Energy Transfer Equity, L.P. is a Master Limited Partnership (MLP) that specializes in the storage and transportation of natural gas.  It too has been granted a license to export LNG and has benefited from the interest in this new demand driver for the industry.  As an MLP, the company pays the bulk of its cash flow out in distributions to avoid paying taxes

 

HENNESSYFUNDS.COM
 
4

 
 
at the corporate level, which makes it particularly attractive to income-oriented investors.  Both Cheniere Energy, Inc. and Energy Transfer Equity, L.P. continued to be two of the Fund’s largest holdings for the six-month period and thus their individual success added greatly to the success of the Fund.
 
Two holdings that detracted from the Fund’s performance were WGL Holdings Corp. and Kinder Morgan, Inc., which returned -10% and -5%, respectively.  WGL Holdings Corp. is a Washington, D.C.-based utility that offers diversified energy solutions throughout the mid-Atlantic region.  The stock was impacted by disappointing fourth quarter earnings as the firm continues to diversify from a local distribution company to a provider of more diversified energy sources, including solar, wind, pipelines and storage.  As its new business initiatives develop, we anticipate that the stock price should recover.  The combined entities of Kinder Morgan form one of the largest pipeline owners in the country.  The entity owned by the Fund acts as the general partner to Kinder Morgan’s many MLPs.  The stock’s performance has been hindered as growth has been below the industry average.  However, as a major player in the industry, we would expect Kinder Morgan, Inc. to grow with the industry in the future.
 
There were two additions and one deletion to the AGA Stock Index, and thus the Fund’s portfolio, during the six-month period.  Additions included One Gas, Inc., an Oklahoma-based natural gas distribution company that was spun off from ONEOK Inc., and Plains GP Holdings, L.P., the general partner to various MLPs that are engaged in the transportation, storage, and terminal line of natural gas liquids and natural gas in both Canada and the United States.  The one stock deleted was a result of an acquisition of an AGA member company, NV Energy, by a Canadian utility, Fortis, Inc.  NV Energy was a Nevada-based utility while Fortis, Inc. is a large electric and natural gas distribution utility based in British Columbia.  Although an AGA member company, Fortis, Inc. does not trade on an American exchange and hence is not a part of the AGA Stock Index.  To be included in the AGA Stock Index, a company must be publicly traded on an American stock exchange and be a dues-paying member of the AGA.
 
Additional Portfolio Manager commentary and related investment outlook:
 
Investors’ expectations for the Fund should be for the Fund to match the returns of the AGA Stock Index minus the expenses of the Fund.  For this six-month period, the Fund exceeded that general expectation.  The Fund also continued to outperform its peer group of Utility funds as measured by Morningstar, as well as the overall market as measured by the S&P 500 Index.  Thus, by most measures it was a very strong period.  The Fund continues to benefit from its focus on the distribution part of the natural gas industry.  In addition, the Fund’s performance for the period was helped by a colder than normal winter season, which resulted in record consumption of natural gas used for heating purposes.  Finally, the Fund’s portfolio continues to be the beneficiary of the expanded role that natural gas plays in our nation’s energy needs.
 
The overall outlook for the natural gas distribution industry, which is the basis of the Fund, continues to be strong.  With renewed concern about global warming, there is the need to replace coal as the fuel for electricity generation.  Natural gas offers a solution that is environmentally friendly, with a supply that is readily available, with stable pricing.  This bodes well for the companies in the Fund’s portfolio.  Again, we thank you for your investor support.
 

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
5

 
 

Performance for the AGA Stock Index is provided by the American Gas Association.  As calculated by the American Gas Association, the total return of the AGA Stock Index reflects the appreciation or depreciation of the stocks in the AGA Stock Index plus all dividends paid on such stocks, but does not assume that the dividends are reinvested and compounded.
 
The AGA Stock Index is a market capitalization-weighted index, adjusted monthly, consisting of member companies of the AGA.  The S&P 500 Index is an unmanaged index commonly used to measure the performance of U.S. stocks.  You cannot invest directly in an index.  Performance data for an index does not reflect any deductions for fees, expenses or taxes.  The Fund is non-diversified, meaning it concentrates its assets in fewer holdings than a diversified fund and is therefore more exposed to individual stock volatility than a diversified fund.  Investments are focused in the natural gas distribution and transmission industry, which may be adversely affected by rising interest rates, weather, and the wholesale pricing of alternative fuels.  Investments in foreign securities may involve greater volatility and political, economic and currency risk and differences in accounting methods.  While the Fund seeks to track the performance of the AGA Stock Index as closely as possible, the Fund’s return may not always be able to match or achieve a high correlation with the return of the AGA Stock Index.  References to specific securities should not be considered a recommendation to buy or sell any security.  Fund holdings and sector allocations are subject to change.  Please refer to the Schedule of Investments included in this report for additional portfolio information.
 
Each Morningstar category average represents a universe of funds with similar investment objectives.  © Morningstar, Inc.  All Rights Reserved.  The information contained herein: 1) is proprietary to Morningstar; 2) may not be copied or distributed and 3) is not warranted to be accurate, complete or timely.  Neither Morningstar nor its content providers are responsible for any damages or losses arising from any use of this information.  Past performance does not guarantee future results.
 



HENNESSYFUNDS.COM
 
6

 
 
Schedule of Investments
 


HENNESSY GAS UTILITY INDEX FUND
 
As of April 30, 2014 (Unaudited)
(% of Net Assets)
 

 

 

 
 

 
 
TOP TEN HOLDINGS (EXCLUDING CASH/CASH EQUIVALENTS)
% NET ASSETS
 
Cheniere Energy, Inc.
5.01%
 
Spectra Energy Corp.
4.94%
 
Sempra Energy
4.93%
 
Dominion Resources, Inc.
4.92%
 
Kinder Morgan, Inc.
4.87%
 
Energy Transfer Equity, LP
4.87%
 
National Grid PLC
4.87%
 
Enbridge, Inc.
4.81%
 
TransCanada Corp.
4.76%
 
NiSource, Inc.
3.96%

 

 

 
Note:  For presentation purposes, the Fund has grouped some of the industry categories.  For purposes of categorizing securities for compliance with Section 8(b)(1) of the Investment Company Act of 1940, the Fund uses more specific industry classifications.
 


HENNESSY FUNDS                                                                                                        1-800-966-4354
 
7

 


 
COMMON STOCKS – 93.23%
 
Number
         
% of
 
     
of Shares
   
Value
   
Net Assets
 
 
Energy – 25.73%
                 
 
Cheniere Energy, Inc. (a)
    1,512,117     $ 85,359,005       5.01 %
 
Enbridge, Inc. (c)
    1,695,348       81,868,355       4.81 %
 
Energen Corp.
    149,992       11,685,877       0.68 %
 
EQT Corp.
    103,460       11,276,105       0.66 %
 
Kinder Morgan, Inc.
    2,539,725       82,947,418       4.87 %
 
Spectra Energy Corp.
    2,117,615       84,090,492       4.94 %
 
TransCanada Corp. (c)
    1,738,827       81,081,503       4.76 %
                438,308,755       25.73 %
                           
 
Financials – 0.66%
                       
 
Berkshire Hathaway, Inc., Class A (a)
    58       11,209,950       0.66 %
                           
 
Utilities – 66.84%
                       
 
AGL Resources, Inc.
    955,416       51,592,464       3.03 %
 
ALLETE, Inc.
    3,050       157,868       0.01 %
 
Alliant Energy Corp.
    84,654       4,950,566       0.29 %
 
Ameren Corp.
    189,390       7,823,701       0.46 %
 
Atmos Energy Corp.
    991,762       50,619,532       2.97 %
 
Avista Corp.
    115,972       3,728,500       0.22 %
 
Black Hills Corp.
    97,459       5,628,257       0.33 %
 
Centerpoint Energy, Inc.
    1,530,226       37,888,396       2.22 %
 
Chesapeake Utilities Corp.
    80,161       5,070,985       0.30 %
 
CMS Energy Corp.
    784,648       23,782,681       1.40 %
 
Consolidated Edison, Inc.
    475,886       27,615,665       1.62 %
 
Corning Natural Gas Holding Corp.
    22,663       412,467       0.02 %
 
Delta Natural Gas Company, Inc.
    77,547       1,478,821       0.09 %
 
Dominion Resources, Inc.
    1,156,096       83,863,204       4.92 %
 
DTE Energy Co.
    269,954       21,094,206       1.24 %
 
Duke Energy Corp.
    146,337       10,900,643       0.64 %
 
Entergy Corp.
    16,050       1,163,625       0.07 %
 
Exelon Corp.
    472,881       16,565,021       0.97 %
 
Gas Natural, Inc.
    73,944       805,990       0.05 %
 
Iberdrola SA – ADR (c)
    468,823       13,080,162       0.77 %
 
Integrys Energy Group, Inc.
    402,488       24,664,465       1.45 %
 
MDU Resources Group, Inc.
    668,607       23,682,060       1.39 %
 
MGE Energy, Inc.
    55,496       2,121,057       0.12 %

 
The accompanying notes are an integral part of these financial statements.

HENNESSYFUNDS.COM
 
8

 


 
 
COMMON STOCKS
 
Number
         
% of
 
     
of Shares
   
Value
   
Net Assets
 
 
Utilities (Continued)
                 
 
National Fuel Gas Co.
    478,324     $ 35,223,779       2.07 %
 
National Grid PLC – ADR (c)
    1,166,198       82,870,030       4.87 %
 
New Jersey Resources Corp.
    308,642       15,348,767       0.90 %
 
NiSource, Inc.
    1,856,131       67,414,678       3.96 %
 
Northeast Utilities
    192,475       9,096,368       0.53 %
 
Northwest Natural Gas Co.
    251,594       11,138,066       0.65 %
 
Northwestern Corp.
    119,198       5,766,799       0.34 %
 
One Gas, Inc. (a)
    546,078       19,975,533       1.17 %
 
ONEOK, Inc.
    959,315       60,647,894       3.56 %
 
Pepco Holdings, Inc.
    85,904       2,298,791       0.14 %
 
PG&E Corp.
    1,076,799       49,080,498       2.88 %
 
Piedmont Natural Gas Company, Inc.
    771,172       27,600,246       1.62 %
 
PPL Corp.
    607,035       20,238,547       1.19 %
 
Public Service Enterprise Group, Inc.
    955,790       39,158,716       2.30 %
 
Questar Corp.
    1,348,115       32,732,232       1.92 %
 
RGC Resources, Inc.
    48,967       935,270       0.06 %
 
SCANA Corp.
    251,466       13,498,695       0.79 %
 
Sempra Energy
    851,940       84,009,803       4.93 %
 
South Jersey Industries, Inc.
    228,177       13,108,769       0.77 %
 
Southwest Gas Corp.
    448,178       24,654,272       1.45 %
 
TECO Energy, Inc.
    294,736       5,293,458       0.31 %
 
The Empire District Electric Co.
    29,600       719,872       0.04 %
 
The Laclede Group, Inc.
    313,633       14,869,340       0.87 %
 
UGI Corp.
    244,935       11,436,015       0.67 %
 
UIL Holdings Corp.
    232,133       8,526,245       0.50 %
 
Unitil Corp.
    74,654       2,478,513       0.15 %
 
UNS Energy Corp.
    23,480       1,410,209       0.08 %
 
Vectren Corp.
    314,416       12,755,857       0.75 %
 
WGL Holdings, Inc.
    451,087       17,948,752       1.05 %
 
Wisconsin Energy Corp.
    248,460       12,045,341       0.71 %
 
Xcel Energy, Inc.
    548,399       17,477,476       1.03 %
                1,138,449,167       66.84 %
                           
 
Total Common Stocks
                       
 
  (Cost $1,151,366,256)
            1,587,967,872       93.23 %

 
The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
9

 
 
 
PARTNERSHIPS – 5.57%
 
Number
         
% of
 
     
of Shares
   
Value
   
Net Assets
 
 
Energy – 5.57%
                 
 
Energy Transfer Equity, LP
    1,779,408     $ 82,902,619       4.87 %
 
Plains GP Holdings, LP
    435,000       11,992,950       0.70 %
                           
 
Total Partnerships
                       
 
  (Cost $43,352,818)
            94,895,569       5.57 %
                           
 
SHORT-TERM INVESTMENTS – 1.44%
                       
                           
 
Money Market Funds – 1.44%
                       
 
Fidelity Government Portfolio –
                       
 
  Institutional Class, 0.01% (b)
    24,448,813       24,448,813       1.44 %
                           
 
Total Money Market Funds
                       
 
  (Cost $24,448,813)
            24,448,813       1.44 %
                           
 
Total Short-Term Investments
                       
 
  (Cost $24,448,813)
            24,448,813       1.44 %
                           
 
Total Investments
                       
 
  (Cost $1,219,167,887) – 100.24%
            1,707,312,254       100.24 %
 
Liabilities in Excess
                       
 
  of Other Assets – (0.24)%
            (4,051,380 )     (0.24 )%
 
TOTAL NET ASSETS – 100.00%
          $ 1,703,260,874       100.00 %

Percentages are stated as a percent of net assets.

ADR – American Depositary Receipt
(a)
Non-income producing security.
(b)
The rate listed is the fund’s 7-day yield as of April 30, 2014.
(c)
U.S. traded security of a foreign corporation.

 

 
The accompanying notes are an integral part of these financial statements.

HENNESSYFUNDS.COM
 
10

 
 
Summary of Fair Value Exposure at April 30, 2014
 
The following is a summary of the inputs used to value the Fund’s net assets as of April 30, 2014 (See Note 3 in the accompanying notes to the financial statements):
 
Common Stock
 
Level 1
   
Level 2
   
Level 3
   
Total
 
Energy
  $ 438,308,755     $     $     $ 438,308,755  
Financials
    11,209,950                   11,209,950  
Utilities
    1,138,449,167                   1,138,449,167  
Total Common Stock
  $ 1,587,967,872     $     $     $ 1,587,967,872  
Partnerships
                               
Energy
  $ 94,895,569     $     $     $ 94,895,569  
Total Partnerships
  $ 94,895,569     $     $     $ 94,895,569  
Short-Term Investments
                               
Money Market Funds
  $ 24,448,813     $     $     $ 24,448,813  
Total Short-Term Investments
  $ 24,448,813     $     $     $ 24,448,813  
Total Investments
  $ 1,707,312,254     $     $     $ 1,707,312,254  
 
Transfers between levels are recognized at the end of the reporting period. During the six-month period ended April 30, 2014, the Fund recognized transfers between Levels 1 and 2.
 
Below is a reconciliation that details the transfer of securities between Level 1 and Level 2 during the reporting period.
 
   
Common Stock
 
Transfers into Level 1
  $ 412,467  
Transfers out of Level 1
     
Net transfers into/(out of) Level 1
    412,467  
Transfers into Level 2
     
Transfers out of Level 2
    (412,467 )
Net transfers into/(out of) Level 2
  $ (412,467 )
 
The Fund transferred $412,467 from Level 2 to Level 1 at April 30, 2014. The security was transferred  due to lack of an active market on October 31, 2013, but actively traded on April 30, 2014.­


 
 
 
The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
11

 
 
Financial Statements
 
Statement of Assets and Liabilities as of April 30, 2014 (Unaudited)
 
ASSETS:
     
Investments in securities, at value (cost $1,219,167,887)
  $ 1,707,312,254  
Cash
    613,028  
Dividends and interest receivable
    2,740,238  
Receivable for fund shares sold
    16,582,951  
Return of capital receivable
    74,189  
Prepaid expenses and other assets
    34,771  
Total Assets
    1,727,357,431  
         
LIABILITIES:
       
Payable for securities purchased
    22,032,098  
Payable for fund shares redeemed
    890,212  
Payable to advisor
    527,936  
Payable to administrator
    296,392  
Payable to auditor
    9,472  
Accrued trustees fees
    4,979  
Accrued expenses and other payables
    335,468  
Total Liabilities
    24,096,557  
NET ASSETS
  $ 1,703,260,874  
         
NET ASSETS CONSIST OF:
       
Capital stock
  $ 1,220,106,304  
Accumulated net investment income
    1,628,108  
Accumulated net realized loss on investments
    (6,613,953 )
Unrealized net appreciation on investments
    488,140,415  
Total Net Assets
  $ 1,703,260,874  
         
NET ASSETS
       
Investor Class:
       
Shares authorized (no par value)
 
Unlimited
 
Net assets applicable to outstanding Investor Class shares
    1,703,260,874  
Shares issued and outstanding
    58,111,660  
Net asset value, offering price and redemption price per share
  $ 29.31  


 
The accompanying notes are an integral part of these financial statements.

HENNESSYFUNDS.COM
 
12

 
 
Financial Statements
 
Statement of Operations Six Months Ended April 30, 2014 (Unaudited)
 
INVESTMENT INCOME:
     
Dividend income(1)
  $ 20,563,005  
Interest income
    1,007  
Total investment income
    20,564,012  
         
EXPENSES:
       
Investment advisory fees
    2,693,187  
Sub-transfer agent expenses – Investor Class (See Note 5)
    1,279,264  
Administration, fund accounting, custody and transfer agent fees
    807,956  
Reports to shareholders
    85,937  
Federal and state registration fees
    19,776  
Trustees’  fees and expenses
    12,645  
Compliance expense
    10,655  
Audit fees
    9,471  
Legal fees
    2,976  
Other expenses
    313,119  
Total expenses
    5,234,986  
NET INVESTMENT INCOME
  $ 15,329,026  
         
REALIZED AND UNREALIZED GAINS:
       
Net realized gain on investments
  $ 9,770,574  
Change in unrealized appreciation on investments
    158,335,296  
Net gain on investments
    168,105,870  
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS
  $ 183,434,896  


















(1)
Net of foreign taxes withheld of $325,603.

 
The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
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Financial Statements
 
Statements of Changes in Net Assets
 
   
Six Months Ended
       
   
April 30, 2014
   
Year Ended
 
   
(Unaudited)
   
October 31, 2013
 
OPERATIONS:
           
Net investment income
  $ 15,329,026     $ 23,732,673  
Net realized gain on securities
    9,770,574       20,377,887  
Change in unrealized appreciation on securities
    158,335,296       131,840,690  
Net increase in net assets resulting from operations
    183,434,896       175,951,250  
                 
DISTRIBUTIONS TO SHAREHOLDERS FROM:
               
Net investment income
               
Investor Class
    (13,700,918 )     (23,162,526 )
Net realized gains
               
Investor Class
    (27,515,133 )     (17,562,108 )
Total distributions
    (41,216,051 )     (40,724,634 )
                 
CAPITAL SHARE TRANSACTIONS:
               
Proceeds from shares subscribed – Investor Class
    481,404,758       575,374,779  
Dividends reinvested – Investor Class
    38,960,692       38,473,417  
Cost of shares redeemed – Investor Class
    (142,114,269 )(1)     (313,104,396 )(2)
Net increase in net assets derived
               
  from capital share transactions
    378,251,181       300,743,800  
TOTAL INCREASE IN NET ASSETS
    520,470,026       435,970,416  
                 
NET ASSETS:
               
Beginning of period
    1,182,790,848       746,820,432  
End of period
  $ 1,703,260,874     $ 1,182,790,848  
Undistributed net investment income, end of period
  $ 1,628,108     $  
                 
CHANGES IN SHARES OUTSTANDING:
               
Shares sold – Investor Class
    17,545,097       23,099,378  
Shares issued to holders as reinvestment
               
  of dividends – Investor Class
    1,482,604       1,647,989  
Shares redeemed – Investor Class
    (5,233,658 )     (12,830,834 )
Net increase in shares outstanding
    13,794,043       11,916,533  

(1)
Net of redemption fees of $6,816 related to redemption fees imposed by the FBR Gas Utility Index Fund during a prior year but not received until the six-month period ended April 30, 2014.
(2)
Net of redemption fees of $4,408 related to redemption fees imposed by the FBR Gas Utility Index Fund during a prior year but not received until fiscal year 2013.

 
The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
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Financial Highlights
 
Hennessy Gas Utility Index Fund
 
For an Investor Class share outstanding throughout each period

   
Six Months Ended
 
   
April 30, 2014
 
   
(Unaudited)
 
PER SHARE DATA:
     
Net asset value, beginning of period
  $ 26.69  
         
Income from investment operations:
       
Net investment income
    0.30  
Net realized and unrealized gains on securities
    3.19  
Total from investment operations
    3.49  
         
Less distributions:
       
Dividends from net investment income
    (0.27 )
Dividends from realized capital gains
    (0.60 )
Total distributions
    (0.87 )
Paid-in capital from redemption fees
     
Net asset value, end of period
  $ 29.31  
         
TOTAL RETURN
    13.49 %(4)
         
SUPPLEMENTAL DATA AND RATIOS:
       
Net assets, end of period (millions)
  $ 1,703.26  
Ratio of expenses to average net assets:
       
Before expense reimbursement
    0.78 %(3)
After expense reimbursement
    0.78 %(3)
Ratio of net investment income to average net assets:
       
Before expense reimbursement
    2.28 %(3)
After expense reimbursement
    2.28 %(3)
Portfolio turnover rate
    5 %(4)








(1)
Calculated based on average shares outstanding method.
(2)
Amount is less than $0.01.
(3)
Annualized.
(4)
Not annualized.

 
The accompanying notes are an integral part of these financial statements.

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Year Ended October 31,
 
2013
   
2012
   
2011
   
2010
   
2009
 
                           
$ 23.05     $ 21.21     $ 17.83     $ 15.13     $ 15.26  
                                     
                                     
  0.62       0.58       0.51 (1)     0.58       0.49  
  4.18       1.99       3.59       2.72       0.60  
  4.80       2.57       4.10       3.30       1.09  
                                     
                                     
  (0.61 )     (0.58 )     (0.51 )     (0.58 )     (0.49 )
  (0.55 )     (0.16 )     (0.21 )     (0.02 )     (0.74 )
  (1.16 )     (0.74 )     (0.72 )     (0.60 )     (1.23 )
  0.00 (2)     0.01       0.00 (2)     0.00 (2)     0.01  
$ 26.69     $ 23.05     $ 21.21     $ 17.83     $ 15.13  
                                     
  21.70 %     12.41 %     23.54 %     22.25 %     8.18 %
                                     
                                     
$ 1,182.79     $ 746.82     $ 433.78     $ 244.04     $ 193.68  
                                     
  0.80 %     0.69 %     0.71 %     0.77 %     0.76 %
  0.80 %     0.69 %     0.71 %     0.76 %     0.76 %
                                     
  2.56 %     2.72 %     2.68 %     3.50 %     3.51 %
  2.56 %     2.72 %     2.68 %     3.51 %     3.51 %
  18 %     16 %     17 %     16 %     26 %

 
 
 
 
 
 
 

 
The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
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Notes to the Financial Statements
April 30, 2014 (Unaudited)

 
1).  ORGANIZATION
 
The Hennessy Gas Utility Index Fund (the “Fund”) is a series of Hennessy Funds Trust (the “Trust”), which was organized as a Delaware statutory trust on September 17, 1992.  The Fund is an open-end management investment company registered under the Investment Company Act of 1940, as amended.  The Fund is a successor to the FBR Gas Utility Index Fund (the “Predecessor FBR Fund”), a series of The FBR Funds, a Delaware statutory trust, pursuant to a reorganization that took place after the close of business on October 26, 2012.  Prior to October 26, 2012, the Fund had no investment operations.  As a result of the reorganization, holders of the Investor Class shares of the Predecessor FBR Fund received Investor Class shares of the Fund (the Investor Class shares of the Fund are the successor to the accounting and performance information of the Predecessor FBR Fund).  The investment objective of the Fund is income and capital appreciation.  The Fund is a non-diversified fund.
 
The Fund offers Investor Class shares.
 
 
2).  SIGNIFICANT ACCOUNTING POLICIES
 
The following is a summary of significant accounting policies consistently followed by the Fund in the preparation of the financial statements. These policies are in conformity with U.S. generally accepted accounting principles (“GAAP”).
 
a).
Investment Valuation – All investments in securities are recorded at their estimated fair value, as described in Note 3.
 
b).
Federal Income Taxes – Provision for Federal income taxes or excise taxes has not been made since the Fund has elected to be taxed as a “regulated investment company” and intends to distribute substantially all of its taxable income to its shareholders and otherwise comply with the provisions of the Internal Revenue Code of 1986, as amended, applicable to regulated investment companies. Net investment income or loss and realized gains and losses for federal income tax purposes may differ from that reported on the financial statements because of temporary book and tax basis differences. Temporary differences are primarily the result of the treatment of wash sales for tax reporting purposes. Distributions from net realized gains for book purposes may include short-term capital gains, which are included as ordinary income to shareholders for tax purposes.
 
c).
Income and Expenses – Dividend income is recognized on the ex-dividend date or as soon as information is available to the Fund. Interest income, which includes the amortization of premium and accretion of discount, is recognized on an accrual basis. The Fund is charged for those expenses that are directly attributable to the portfolio, such as advisory, administration, and certain shareholder service fees.
 
d).
Distributions to Shareholders – Dividends from net investment income for the Fund, if any, are declared and paid out on a calendar quarter basis.  Distributions of net realized capital gains, if any, are declared and paid annually, usually in November or December.
 
e).
Security Transactions – Investment and shareholder transactions are recorded on the trade date. The Fund determines the gain or loss realized from the investment transactions by comparing the original cost of the security lot sold with the net sale
 

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proceeds. Discounts and premiums on securities purchased are accreted/amortized over the life of the respective security.
 
f).
Use of Estimates – The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported change in net assets during the reporting period. Actual results could differ from those estimates.
 
g).
Share Valuation – The net asset value (“NAV”) per share of the Fund is calculated by dividing the sum of the value of the securities held by the Fund, plus cash or other assets, minus all liabilities (including estimated accrued expenses) by the total number of shares outstanding for the Fund, rounded to the nearest cent. The Fund’s shares will not be priced on days the New York Stock Exchange is closed for trading. The offering and redemption price per share for the Fund is equal to the Fund’s net asset value per share.
 
h).
Foreign Currency – Values of investments denominated in foreign currencies are converted into U.S. dollars using the spot market rate of exchange at the time of valuation.  Purchases and sales of investments and income are translated into U.S. dollars using the spot market rate of exchange prevailing on the respective dates of such transactions.  The Fund does not isolate the portion of the results of operations resulting from fluctuations in foreign exchange rates on investments from fluctuations resulting from changes in the market prices of securities held.  Such fluctuations are included with the net realized and unrealized gain or loss on investments.  Foreign investments present additional risks due to currency fluctuations, economic and political factors, lower liquidity, government regulations, differences in accounting standards, and other factors.
 
i).
Forward Contracts – The Fund may enter into forward currency contracts to reduce its exposure to changes in foreign currency exchange rates on its foreign holdings and to lock in the U.S. dollar cost of firm purchase and sale commitments for securities denominated in foreign currencies.  A forward currency contract is a commitment to purchase or sell a foreign currency at a future date at a negotiated forward rate.  The gain or loss arising from the difference between the U.S. dollar cost of the original contract and the value of the foreign currency in U.S. dollars upon closing of such contract is included in net realized gain or loss from foreign currency transactions.  During the six months ended April 30, 2014, the Fund did not enter into any forward contracts.
 
j).
Repurchase Agreements – The Fund may enter into repurchase agreements with member banks or security dealers of the Federal Reserve Board whom the investment advisor deems creditworthy. The repurchase price generally equals the price paid by the Fund plus interest negotiated on the basis of current short-term rates.
 
 
Securities pledged as collateral for repurchase agreements are held by the custodian bank until the respective agreements mature. Provisions of the repurchase agreements ensure that the market value of the collateral, including accrued interest thereon, is sufficient in the event of default of the counterparty. If the counterparty defaults and the value of the collateral declines or if the counterparty enters an insolvency proceeding, realization of the collateral by the Fund may be delayed or limited.
 
k).
Accounting for Uncertainty in Income Taxes – The Fund has adopted accounting policies regarding recognition and measurement of tax positions taken or expected to be taken on a tax return.  The Fund has reviewed all open tax years in major jurisdictions

 

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
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and concluded that there is no impact on the Fund’s net assets and no tax liability resulting from unrecognized tax benefits relating to uncertain income tax positions taken or expected to be taken on a tax return.  The Fund’s major tax jurisdictions are U.S. Federal and Delaware.  As of April 30, 2014, open Federal and state tax years for the Fund include the tax years ended October 31, 2011 through 2013.
 
l).
Derivatives – The Fund may invest in, or enter into, derivatives, such as options, futures contracts, options on futures contracts, and swaps, for a variety of reasons, including to hedge certain risks, to provide a substitute for purchasing or selling particular securities, or to increase potential income gain.  Derivatives may provide a cheaper, quicker, or more specifically focused way for a Fund to invest than “traditional” securities would.  The main purpose of utilizing these derivative instruments is for hedging purposes.
 
 
The Fund has adopted the financial accounting reporting rules as required by the Derivatives and Hedging Topic of the Financial Accounting Standards Board Accounting Standards Codification. Under such rules, the Fund is required to include enhanced disclosure that enables investors to understand how and why an entity uses derivatives, how derivatives are accounted for, and how derivatives instruments affect an entity’s results of operations and financial position. During the six months ended April 30, 2014, the Fund did not hold any derivative instruments.
 
m).
Events Subsequent to the Fiscal Period End – The Fund has adopted financial reporting rules regarding subsequent events that require an entity to recognize in the financial statements the effects of all subsequent events that provide additional evidence about conditions that existed at the date of the balance sheet.  Management has evaluated the Fund’s related events and transactions that occurred subsequent to April 30, 2014 through the date of issuance of the Fund’s financial statements.  There were no events or transactions that occurred during this period that materially impacted the amounts or disclosures in the Fund’s financial statements.
 
 
3).  SECURITIES VALUATION
 
The Fund has adopted authoritative fair valuation accounting standards that establish an authoritative definition of fair value and set out a hierarchy for measuring fair value.  These standards require additional disclosures about the various inputs and valuation techniques used to develop the measurements of fair value and a discussion in changes in valuation techniques and related inputs during the period.  These inputs are summarized in the three broad levels listed below:
 
 
Level 1 –
Quoted unadjusted prices for identical instruments in active markets to which the Fund has access at the date of measurement.
 
 
Level 2 –
Quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; and model-derived valuations in which all significant inputs and significant value drivers are observable in active markets.  Level 2 inputs are those in markets for which there are few transactions, the prices are not current, the prices are fair value adjusted due to post-market close subsequent events (foreign markets), little public information exists, or instances where prices vary substantially over time or among brokered market makers.  These inputs may also include interest rates, prepayment speeds, credit risk curves, default rates, and similar data.
 
 
Level 3 –
Model-derived valuations in which one or more significant inputs or significant value drivers are unobservable.  Unobservable inputs are those

 

 

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inputs that reflect the Fund’s own assumptions about what market participants would use to price the asset or liability based on the best available information.
 
Following is a description of the valuation techniques applied to the Fund’s major categories of assets and liabilities measured at fair value on a recurring basis.
 
Equity Securities – Equity securities, including common stocks, preferred stocks, foreign issued common stocks, exchange traded funds, closed-end mutual funds, and real estate investment trusts, that are traded on a securities exchange for which a last-quoted sales price is readily available will be valued at the last sales price as reported by the primary exchange on which the securities are listed.  Securities listed on The NASDAQ Stock Market (“NASDAQ”) will be valued at the NASDAQ Official Closing Price, which may differ from the last sales price reported.  Securities traded on a securities exchange for which a last-quoted sales price is not readily available will be valued at the mean between the bid and ask prices.  To the extent these securities are actively traded and valuation adjustments are not applied, they are classified in Level 1 of the fair value hierarchy.
 
Investment Companies – Investments in investment companies (e.g., mutual funds and exchange traded funds) are generally priced at the ending NAV provided by the Fund’s service agent and will be classified in Level 1 of the fair value hierarchy.
 
Debt Securities – Debt securities, including corporate bonds, asset-backed securities, mortgage-backed securities, municipal bonds, U.S. Treasuries, and U.S. government agency issues, are valued at market on the basis of valuations furnished by an independent pricing service that utilizes both dealer-supplied valuations and formula-based techniques.  The pricing service may consider recently executed transactions in securities of the issuer or comparable issuers, market price quotations (where observable), bond spreads, and fundamental data relating to the issuer.  In addition, the model may incorporate market observable data such as reported sales of similar securities, broker quotes, yields, bids, offers, and reference data.  Certain securities are valued principally using dealer quotations.  These securities are generally classified in Level 2 of the fair value hierarchy.
 
Short-Term Securities – Short-term equity investments, including money market funds, are valued in the manner specified above.  Short-term debt investments are valued at amortized cost, if their original maturity was 60 days or less, or by amortizing the values as of the 61st day prior to maturity, if their original term to maturity exceeded 60 days.  Short-term securities are generally classified in Level 1 or Level 2 of the fair market hierarchy depending on the inputs used and market activity levels for specific securities.
 
The Board of Trustees of the Fund (the “Board”) has adopted fair value pricing procedures that are followed when a price for a security is not readily available or if a significant event has occurred that indicates the closing price of a security no longer represents the true value of that security.  Fair value pricing determinations are made in good faith in accordance with these procedures. There are numerous criteria that will be given consideration in determining a fair value of a security. Some of these criteria are trading volume of security and markets, the value of other like securities, and news events with direct bearing to security or market. Fair value pricing results in an estimated price that reasonably reflects the current market conditions in order to rate the portfolio holdings such that shareholder transactions receive a fair net asset value.  Depending on the relative significance of the valuation inputs, these securities may be classified in either Level 2 or Level 3 of the fair value hierarchy.
 
Fair valuing of foreign securities may be determined with the assistance of a pricing service using correlations between the movement of prices of such securities and indices

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
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of domestic securities and other appropriate indicators, such as closing market prices of relevant American Depositary Receipts or futures contracts.  The effect of using fair value pricing is that the Fund’s NAV will reflect the affected portfolio securities’ value as determined in the judgment of the Board or its designee instead of being determined by the market.  Using a fair value pricing methodology to price foreign securities may result in a value that is different from a foreign security’s most recent closing price and from the prices used by other investment companies to calculate their net asset values and are generally considered Level 2 prices in the fair valuation hierarchy.  Because the Fund may invest in foreign securities, the value of the Fund’s portfolio securities may change on days when you will not be able to purchase or redeem your shares.
 
The Board has delegated day-to-day valuation matters to a Valuation Committee comprised of one or more representatives from Hennessy Advisors, Inc., the Fund’s investment advisor.  The function of the Valuation Committee is to value securities where current and reliable market quotations are not readily available.  All actions taken by the Valuation Committee are reviewed by the Board.
 
The Fund has performed an analysis of all existing investments to determine the significance and character of all inputs to their fair value determination.  Various inputs are used in determining the value of the Fund’s investments.  The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.  Details related to the fair valuation hierarchy of the Fund’s securities as of April 30, 2014 are included in the Fund’s Schedule of Investments.
 
 
4).  INVESTMENT TRANSACTIONS
 
Purchases and sales of investment securities (excluding government and short-term investments) for the Fund during the six months ended April 30, 2014 were $428,786,470 and $74,562,337, respectively.
 
There were no purchases or sales/maturities of long-term U.S. Government Securities for the Fund for the six months ended April 30, 2014.
 
 
5).  INVESTMENT MANAGEMENT FEE AND OTHER TRANSACTIONS WITH AFFILIATES
 
Hennessy Advisors, Inc. (the “Advisor”) is the investment advisor of the Fund. The Advisor provides the Fund with investment management services under an Investment Advisory Agreement. The Advisor furnishes all investment advice, office space, facilities, and provides most of the personnel needed by the Fund. As compensation for its services, the Advisor is entitled to a monthly fee from the Fund. The fee is based upon the average daily net assets of the Fund at the annual rate of 0.40%.  The net investment advisory fees payable for the Fund as of April 30, 2014 were $527,936.
 
The Advisor has contractually agreed to limit the total annual operating expenses of the Fund (excluding interest, taxes, brokerage commissions, dividend expenses, acquired fund fees and expenses, extraordinary legal expenses, or any other extraordinary expenses and, from and after November 1, 2014, 12b-1 fees) to 0.85% of the Fund’s net assets through February 28, 2015.
 
For a period of three years after the year in which the Advisor waives or reimburses expenses, the Advisor may seek reimbursement from the Fund to the extent that total annual fund operating expenses are less than the expense limitation in effect at the time of the reimbursement.  During the three years ended October 31, 2013, no Advisor fees were waived and therefore no expenses are subject to potential recovery.
 
The Fund has adopted a plan pursuant to Rule 12b-1 under the Investment Company Act of 1940, as amended, that authorizes payments in connection with the

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distribution of the Fund’s shares at an annual rate of up to 0.25% of the Fund’s average daily net assets, but the plan will not be implemented prior to October 26, 2014.  Amounts paid under the plan may be spent on any activities or expenses primarily intended to result in the sale of shares, including but not limited to, advertising, compensation for sales and marketing activities or financial institutions and others such as dealers and distributors, shareholder account servicing, the printing and mailing of prospectuses to other than current shareowners, and the printing and mailing of sales literature.
 
The Fund has entered into agreements with various brokers, dealers, and financial intermediaries in connection with the sale of shares of the Fund.  The agreements provide for periodic payments by the Fund to the brokers, dealers, and financial intermediaries for providing certain shareholder maintenance services (sub-transfer agent expenses).  These shareholder services include the pre-processing and quality control of new accounts, shareholder correspondence, answering customer inquiries regarding account status, and facilitating shareholder telephone transactions. Fees paid by the Fund to various brokers, dealers, and financial intermediaries for the six months ended April 30, 2014 were $1,279,264.
 
U.S. Bancorp Fund Services, LLC (“USBFS”) provides the Fund with administrative, fund accounting, and transfer agent services, including all regulatory reporting, and necessary office equipment and personnel.  As administrator, USBFS prepares various federal and state regulatory filings, reports, and returns for the Fund; prepares reports and materials to be supplied to the Board; monitors the activities of the Fund’s custodian, transfer agent, and accountants; and coordinates the preparation and payment of the Fund’s expenses and reviews the Fund’s expense accruals. Fees paid to USBFS for the six months ended April 30, 2014 were $807,956.
 
U.S. Bank, N.A., an affiliate of USBFS, serves as the Fund’s custodian.  Quasar Distributors, LLC acts as the Fund’s principal underwriter in a continuous public offering of the Fund’s shares.  Quasar Distributors, LLC is an affiliate of USBFS and U.S. Bank, N.A.
 
 
6).  LINE OF CREDIT
 
The Fund has a line of credit with the other funds in the Hennessy Funds family of funds (the “Hennessy Funds”) in the amount of the lesser of (i) $100,000,000 or (ii) 33.33% of each Hennessy Fund’s net assets, or 30% for the Hennessy Gas Utility Index Fund and 10% for the Hennessy Balanced Fund, intended to provide short-term financing, if necessary, subject to certain restrictions, in connection with shareholder redemptions. The credit facility is with the Hennessy Funds’ custodian bank, U.S. Bank, N.A.  Borrowings under this arrangement bear interest at the bank’s prime rate. During the six months ended April 30, 2014, the Fund did not have any borrowings outstanding under the line of credit.

 
 

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
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7).  FEDERAL TAX INFORMATION
 
As of October 31, 2013, the Fund’s most recent fiscal year end, the components of accumulated earnings (losses) for income tax purposes for the Fund were as follows:
 
 
Cost of investments for tax purposes
  $ 869,739,852  
 
Gross tax unrealized appreciation
  $ 338,296,903  
 
Gross tax unrealized depreciation
    (24,875,224 )
 
Net tax unrealized appreciation/depreciation
  $ 313,421,679  
 
Undistributed ordinary income
  $ 9,951,374  
 
Undistributed long-term capital gains
    17,563,261  
 
Total distributable earnings
  $ 27,514,635  
 
Other accumulated gain (loss)
  $ (589 )
 
Total accumulated gain (loss)
  $ 340,935,725  
 
The difference between book-basis and tax-basis unrealized appreciation is attributable primarily to capital loss carry overs, wash sales, and partnership adjustments.
 
At October 31, 2013, the Fund’s most recent fiscal year end, the Fund had no tax basis capital losses to offset future capital gains.
 
Capital losses sustained in the year ended October 31, 2012 and in future taxable years will not expire and may be carried over by the Fund without limitation; however, they will retain the character of the original loss. Furthermore, any losses incurred during those taxable years will be required to be utilized prior to the losses incurred in the pre-enactment taxable years. As a result of this ordering rule, pre-enactment capital loss carryforwards may be more likely to expire unused. Under pre-enactment law, capital losses could be carried forward for eight years, and carried forward as short-term capital losses, irrespective of the character of the original loss.
 
At October 31, 2013, the Fund did not defer, on a tax basis, any post-December late year ordinary loss deferrals or post-December loss deferrals.
 
The tax character of distributions paid during fiscal year 2014 (year-to-date) and fiscal year 2013 for the Fund were as follows:
 
     
Six Months Ended
   
Year Ended
 
     
April 30, 2014
   
October 31, 2013
 
 
Ordinary income
  $ 23,652,336     $ 25,896,541  
 
Long-term capital gain
    17,563,715       14,828,093  
      $ 41,216,051     $ 40,724,634  
 
 
 
 
 
 
 
 
 
 


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Expense Example (Unaudited)
April 30, 2014

 
As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments, reinvested dividends, or other distributions; redemption fees; and exchange fees; and (2) ongoing costs, including management fees; service fees; and other Fund 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 Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period from November 1, 2013 through April 30, 2014.
 
Actual Expenses
The first line of the table below provides information about actual account values and actual expenses.  Although the Fund charges no sales loads or transaction fees, you will be assessed fees for outgoing wire transfers, returned checks and stop payment orders at prevailing rates charged by U.S. Bancorp Fund Services, LLC, the Fund’s transfer agent.  If you request that a redemption be made by wire transfer, currently a $15.00 fee is charged by the Fund’s transfer agent. IRA accounts will be charged a $15.00 annual maintenance fee. The example below includes, but is not limited to, management fees, shareholder servicing fees, fund accounting, custody, and transfer agent fees.  However, the example below does not include portfolio trading commissions and related expenses, and other extraordinary expenses as determined under generally accepted accounting principles.  You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line of the table under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.
 
Hypothetical Example for Comparison Purposes
The second line of the table below provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratios 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 your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads), or exchange fees. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds.  In addition, if these transactional costs were included, your costs would have been higher.
 

 

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
25

 


 
     
Expenses Paid
 
Beginning
Ending
During Period(1)
 
Account Value
Account Value
November 1, 2013 –
 
November 1, 2013
April 30, 2014
April 30, 2014
Investor Class
     
       
Actual
$1,000.00
$1,134.90
$4.13
       
Hypothetical (5% return
     
  before expenses)
$1,000.00
$1,020.93
$3.91

(1)
Expenses are equal to the Fund’s annualized expense ratio of 0.78%, multiplied by the average account value over the period, multiplied by 181/365 days (to reflect one-half year period).














HENNESSYFUNDS.COM
 
26

 
 
Proxy Voting
 
A description of the policies and procedures the Fund uses to determine how to vote proxies relating to portfolio securities is available without charge: (1) by calling 1-800-966-4354; (2) on the Hennessy Funds’ website at hennessyfunds.com; or (3) on the U.S. Securities and Exchange Commission’s (the “SEC”) website at www.sec.gov. The Fund’s proxy voting record is available on both the Hennessy Funds’ website at hennessyfunds.com and the SEC’s website at www.sec.gov no later than August 31 for the prior 12 months ending June 30.
 
 
Quarterly Filings on Form N-Q
 
The Fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. The Fund’s Forms N-Q are available on the SEC’s website at www.sec.gov. The Fund’s Forms N-Q may be reviewed and copied at the SEC’s Public Reference Room in Washington, DC and information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330.  Information included in the Fund’s Forms N-Q will also be available upon request by calling 1-800-966-4354.
 
 
Federal Tax Distribution Information
(Unaudited)
 
For the fiscal year ended October 31, 2013, certain dividends paid by the Fund may be subject to a maximum tax rate of 15%, as provided for by the Jobs and Growth Tax Relief Reconciliation Act of 2003.  The percentage of dividends declared from ordinary income designated as qualified dividend income was 96.62%.
 
For corporate shareholders, the percent of ordinary income distributions qualifying for the corporate dividends received deduction for the fiscal year ended October 31, 2013 was 81.42%.
 
The percentage of taxable ordinary income distributions that are designated as short-term capital gain distributions under Section 871(k)(2)(C) of the Internal Revenue Code of 1986, as amended, for the Fund was 12.43%.
 
 
Householding
 
To help keep the Fund’s costs as low as possible, we generally deliver a single copy of most financial reports and prospectuses to shareholders who share an address, even if the accounts are registered under different names. This process, known as “householding,” does not apply to account statements. You may, of course, request an individual copy of a prospectus or financial report at any time. If you would like to receive separate mailings, please call the Administrator at 1-800-261-6950 or 1-414-765-4124 and we will begin individual delivery within 30 days of your request. If your account is held through a financial institution or other intermediary, please contact them directly to request individual delivery.
 



HENNESSY FUNDS                                                                                                        1-800-966-4354
 
27

 
 
Board Approval of Investment Advisory
Agreement
 
At its meeting on March 3, 2014, the Board of Trustees of the Fund (the “Board”) unanimously approved the continuation of the investment advisory agreement of the Fund.
 
The Board reviewed a number of documents, including a memorandum provided by outside legal counsel that described the fiduciary duties of the Board with respect to approving the continuance of the investment advisory agreement and the relevant factors for consideration, a memorandum from the Advisor that listed each of the relevant factors and the documents provided to help the Board assess each such factor, the Advisor’s most recent Form 10-K and 10-Q, the Advisor’s Form ADV Part I, a document that listed the range of services provided by the Advisor for the Fund, a written discussion of economies of scale, a copy of the advisory agreement, a fund fact sheet, and peer expense and performance comparisons.  The Board considered and discussed numerous factors, including the following:
 
 
The Board considered the services identified below that are provided by the Advisor:
 
   
The Advisor acts as portfolio manager for the Fund. In this capacity, the Advisor manages the composition of the portfolio of the Fund, including the purchase, retention, and disposition of portfolio securities in accordance with the Fund’s investment objectives, policies, and restrictions.
 
   
The Advisor performs daily reconciliations of portfolio positions and cash for the Fund.
 
   
The Advisor manages the use of soft dollars for the Fund.
 
   
The Advisor monitors compliance by the Fund with its investment objectives and restrictions.
 
   
The Advisor monitors compliance with federal securities laws and performs activities such as maintaining a compliance program, conducting ongoing reviews of the compliance programs of the Fund’s service providers, conducting on-site visits to the Fund’s service providers, monitoring incidents of abusive trading practices, reviewing Fund expense accruals, payments, and fixed expense ratios, evaluating insurance providers for fidelity bond coverage and D&O/E&O insurance coverage, conducting employee compliance training, reviewing reports provided by service providers, maintaining books and records, and preparing an annual compliance report to the Board.
 
   
The Advisor oversees service providers that support the Fund in providing fund accounting, fund administration, fund distribution, transfer agency, custodial, sales and marketing, audit, information technology, and legal services.
 
   
The Advisor maintains an in-house public relations and marketing department on behalf of the Fund.
 
   
The Advisor is actively involved with preparing regulatory filings for the Fund.
 
   
The Advisor manages proxy voting for the Fund.
 
   
The Advisor oversees distribution of the Fund through third-party broker/dealers and independent financial institutions such as Charles Schwab, Inc., Fidelity, TD Waterhouse, and Pershing. The Advisor participates in “no transaction fee” (“NTF”) programs with these companies on behalf of the Fund,

 

 

HENNESSYFUNDS.COM
 
28

 

 
     
which allows customers to purchase the Fund through third-party distribution channels without paying a transaction fee. The Advisor compensates a number of these third-party providers of NTF programs out of its own revenues and not those of the Fund.
 
   
The Advisor pays the incentive compensation of all of the Fund’s compliance officers and employs other staff such as management executives, legal personnel, marketing personnel, national accounts and distribution personnel, sales personnel, and trading oversight personnel.
 
   
The Advisor prepares or reviews Board materials, frequently presents to the Board or leads Board discussions, prepares or reviews meeting minutes, and arranges for Board training and education.
 
 
The Board compared the performance of the Fund to benchmark indices over various periods of time and concluded that the positive performance of the Fund warranted the continuation of the advisory agreement.
 
 
The Board reviewed the Fund’s expense ratio and comparable expense ratios for funds comparable to the Fund. The Board used data from Morningstar showing funds similar in asset size and investment objective to the Fund and determined that the expense ratio of the Fund falls within the range of the ratios of other comparable funds and concluded that the expenses of the Fund were reasonable.
 
 
The Board considered the fees charged by the Advisor to those of funds similar in asset size and investment objective to the Fund and concluded the advisory fee of the Fund was reasonable and warranted continuation of the advisory agreement. The Trustees noted that the investment advisory fees are not adjusted if economies of scale are realized as the Fund grows because many of the expenses incurred by the Advisor to manage the Fund are asset-based fees and thus do not result in material economies of scale being realized as the net assets of the Fund increase.
 
 
The Board considered the profitability of the Advisor with respect to the Fund and concluded the profits were reasonable and not excessive when compared to profitability guidelines set forth in relevant court cases.
 
 
The Board considered the high level of professionalism and knowledge of the Advisor’s employees, along with an extremely low level of turnover of the employees of the Advisor, and concluded that this was beneficial to the Fund and its shareholders, as it ensures that the Fund is operated efficiently.
 
All of the factors above were considered separately by the Board, including the Trustees who are not “interested persons” (as defined in the Investment Company Act of 1940, as amended) of the Fund (the “Independent Trustees”) meeting in an executive session. The factors were viewed in their totality by the Board, with no single factor being the principal or determinative factor in the Board’s determination of whether to approve the continuation of the advisory agreement. Based on the factors discussed above, the Board, including all of the Independent Trustees, recommended continuation of the advisory agreement.
 



HENNESSY FUNDS                                                                                                        1-800-966-4354
 
29

 


For information, questions or assistance, please call
 
The Hennessy Funds
 
1-800-966-4354 or 1-415-899-1555
 




INVESTMENT ADVISOR
Hennessy Advisors, Inc.
7250 Redwood Blvd., Suite 200
Novato, California 94945

ADMINISTRATOR,
TRANSFER AGENT,
DIVIDEND PAYING AGENT &
SHAREHOLDER SERVICING AGENT
U.S. Bancorp Fund Services, LLC
P.O. Box 701
Milwaukee, Wisconsin 53201-0701

CUSTODIAN
U.S. Bank N.A.
Custody Operations
1555 North River Center Dr., Suite 302
Milwaukee, Wisconsin 53212

TRUSTEES
Neil J. Hennessy
Robert T. Doyle
J. Dennis DeSousa
Gerald P. Richardson

COUNSEL
Foley & Lardner LLP
777 East Wisconsin Avenue
Milwaukee, Wisconsin 53202-5306

INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM
Tait, Weller & Baker LLP
1818 Market Street, Suite 2400
Philadelphia, Pennsylvania 19103

DISTRIBUTOR
Quasar Distributors, LLC
615 East Michigan Street
Milwaukee, Wisconsin 53202
 
 
Hennessy Funds Logo


Investing, Uncomprised Graphic

hennessyfunds.com | 1-800-966-4354

This report has been prepared for shareholders and may be distributed to
others only if preceded or accompanied by a current prospectus.
 




 
 
 

 
 
Hennessy Funds Logo



SEMI-ANNUAL REPORT

APRIL 30, 2014




 

HENNESSY SMALL CAP
FINANCIAL FUND
 
Investor Class  HSFNX
Institutional Class  HISFX



 
 
 
 
 
 
 
 
Investing, Uncomprised Graphic

hennessyfunds.com  |  1-800-966-4354


 
 
 

 




 
 
 
 
 
 
 
 
 
 

 

(This Page Intentionally Left Blank.)
 

 

 

 

 

 

 

 

 

 

 
 
 

 

Contents
 
 
Letter to Shareholders
2
Performance Overview
4
Financial Statements
 
    Schedule of Investments
6
    Statement of Assets and Liabilities
10
    Statement of Operations
11
    Statements of Changes in Net Assets
12
    Financial Highlights
14
    Notes to the Financial Statements
18
Expense Example
25
Proxy Voting
27
Quarterly Filings on Form N-Q
27
Federal Tax Distribution Information
27
Householding
27
Board Approval of Investment Advisory Agreement
28

 

 

 

 

 

 

 

 

 

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
 

 

June 2014
 
Dear Shareholder:
 
 
The financial markets have provided strong returns over the past six-months ended April 30, 2014, with the Dow Jones Industrial Average (DJIA) and S&P 500 both returning approximately 8% during the period.  The current valuation metrics of the major indices are solid; for example, the DJIA currently has a price-to-earnings ratio of 15x and a price-to-sales ratio of 1.75x.  The DJIA also has a dividend yield of 2.2%, which is nearly as high as that of a 10-Year U.S. Treasury, which is currently yielding 2.6%.  Investing in high-yielding, high-quality DJIA stocks have the potential to not only provide an income stream but also for stock price appreciation as well.  Fixed income investing has run its course, in my opinion, and many individuals are currently benefiting from the return to investing in equities that possess strong fundamentals.
 
U.S. corporations continue to drive shareholder value by making acquisitions, initiating and raising dividends, investing in internal infrastructure, and buying back stock.  However, lately I have begun to see a shift in those business strategies.  The easier-to-execute acquisitions seem to be a thing of the past, and firms now have to be even more creative to execute accretive deals.  I also believe that while firms may continue to initiate dividends, fewer firms will raise their dividends and fewer firms will participate in stock buyback programs going forward.  So what will these cash-rich companies do with their capital if they are not raising dividends or buying back stock? I believe we will see companies begin to initiate capital expenditure programs.
 
Due to the continuing uncertainty from a lack of clear policies on taxes, healthcare, and regulations, I have observed that corporations would rather wait for clarity from our government leaders and defer any significant changes to their current business models.  Up until this point, there has been no real cost for firms to defer spending their capital as they wait for anticipated guidance on policies that directly affect their businesses.  But, this economic handcuffing from all of this uncertainty has gone on long enough.  I believe there will now be firms who want to improve their margins and will begin spending money to expand their sales, and may even begin to hire.  Once a competitor begins to move in this way, then the cost to defer becomes real for companies.  This movement to expansion may well be a catalyst to propel the financial markets.   I do believe this will be a slow shift, but one that will keep the economy improving, and should, in my opinion, help to generate reasonable market returns over the next few years.
 
With almost $3 trillion in cash sitting on the sidelines, this strategic shift by companies to begin spending their idle capital should help the economic recovery in the U.S.  But that is only one part of the equation.  Washington politics still play a role in how strong that recovery will be.  The national political landscape will change in the next few years, and the future generation of elected officials will be faced with what I believe are fictitious unemployment figures (6.3% reported, when over 20 million Americans are looking for more work or a better job), a sluggish economy, and global competition in business.  The next regime needs to provide real clarity on the issues that face all Americans and American corporations: taxation, regulation, and how to pay for our new healthcare system.  I also believe that our government needs to regard business as a noble profession and to implement common sense and logic in their policy making instead of politics as usual.  As Confucius is quoted as saying, “Life is really simple, but we insist on making it complicated.”
 

HENNESSYFUNDS.COM
 
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I am confident that even with all the hurdles facing corporate America, companies continue to provide good value for their shareholders, and I believe that means the financial markets are in good shape and should remain strong moving forward, I also believe that the next few months may be volatile.  Fads come and go, and the current buzz on the Street is around investing in social media stocks.  I believe that chasing hot products has contributed and will continue to contribute to the volatility of the markets this year.  After over 35 years in the business, I still firmly believe the best way to position your portfolio is by investing in good companies over the long term, rather than trying to buy the next hot idea at exactly the right time.  At Hennessy Funds, hunches and fads have no place in our investment process, and we understand that successful investing comes from time in the market, not timing the market.
 
We remain focused on investing based on proven fundamentals, and we are committed to managing money for the sole benefit of our shareholders.  If you have any questions or want to speak with us directly, please don’t hesitate to call us at (800) 966-4354.
 
Best regards,
 
Neil J. Hennessy Signature
 
Neil J. Hennessy
President and Chief Investment Officer
 

 
 
Past performance does not guarantee future results.
 
Mutual fund investing involves risk.  Principal loss is possible.
 
Opinions expressed are those of Neil Hennessy and are subject to change, are not guaranteed and should not be considered investment advice.
 
The Dow Jones Industrial Average and S&P 500 are unmanaged indices commonly used to measure the performance of U.S. stocks.  One cannot invest directly in an index.
 
Price-to-sales ratio and price-to-earnings ratio are tools for calculating relative valuation.  Price-to-sales ratio is calculated by dividing the market price by revenue per share.  Price-to-earnings ratio is the market price per share divided by earnings per share.
 

 

 

 


 
 

 

 

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
3

 

 
Performance Overview (Unaudited)
 
 
The opinions expressed in the following commentary reflect those of the Portfolio Managers as of the date written. Any such opinions are subject to change based on market or other conditions and are not guaranteed. These opinions may not be relied upon as investment advice. Investment decisions for the Fund are based on several factors, and may not be relied upon as an indication of trading intent on behalf of the Fund. Security positions can and do change.
 
AVERAGE ANNUAL TOTAL RETURN PERIODS ENDED APRIL 30, 2014
 
 
Six
One
Five
Ten
 
Months(1)
Year
Years
Years
Hennessy Small Cap Financial Fund –
       
  Investor Class (HSFNX)
0.47%
15.79%
13.68%
5.52%
Hennessy Small Cap Financial Fund –
       
  Institutional Class (HISFX)(2)
0.58%
16.16%
13.87%
5.67%
Russell 2000® Financial
       
  Services Index
2.91%
13.36%
16.51%
5.58%
Russell 2000® Index
3.08%
20.50%
19.84%
8.67%

Expense ratios: 1.50% (Investor Class); 1.19% (Institutional Class)
 
Performance data quoted represents past performance; past performance does not guarantee future results. The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. Current performance of the Fund may be lower or higher than the performance quoted. Performance data current to the most recent month end may be obtained by visiting hennessyfunds.com. Performance for periods prior to October 26, 2012 is that of the FBR Small Cap Financial Fund.
 
The expense ratios presented are from the most recent prospectus.
 
(1)
Periods less than one year are not annualized.
(2)
The inception date of the Institutional Class shares is May 30, 2008. Performance shown prior to the inception of the Institutional Class shares reflects the performance of the Investor Class shares and includes expenses that are not applicable to and are higher than those of the Institutional Class shares.
 
 
PERFORMANCE NARRATIVE
 
Portfolio Manager, David H. Ellison, and Co-Portfolio Manager, Ryan Kelley
 
Over the previous six months, how did the Fund perform and what factors contributed to this performance?
 
For the six-month period ended April 30, 2014, the Investor Class of the Hennessy Small Cap Financial Fund returned 0.47%, underperforming the Russell 2000® Financial Services Index, the Russell 2000® Index, and the Morningstar Financial Category Average, which returned 2.91%, 3.08%, and 5.20% for the same period, respectively.
 
Companies with the strongest performance contributions to the Fund during the period include mortgage insurance companies, commercial real estate finance companies, and traditional banks.  Specific positions that contributed most strongly to the Fund’s performance include Genworth Financial, Inc., NorthStar Realty Finance Corp., and Popular, Inc.  The Fund continues to hold all of these positions.
 
Companies detracting from the Fund’s performance during the period include mortgage banking companies.  Specific positions that detracted from the Fund’s performance include Nationstar Mortgage Holdings, Inc., Ocwen Financial Corp., and
 

HENNESSYFUNDS.COM
 
4

 

Stonegate Mortgage Corporation.  The Fund no longer holds Nationstar Mortgage Holdings, Inc. or Ocwen Financial Corp.
 
Additional Portfolio Manager commentary and related investment outlook:
 
We are now in the fifth year of recovery from the depths of the most recent recession and housing crash.  The banking industry just completed another year of recovery as credit, capital, liquidity, and liability structures improved.  During the last twelve months, housing has shown real signs of recovery as prices and purchase activity increased noticeably.  Headwinds do remain, however, as new compliance costs have increased, demand for loans remains muted by historical standards, and concerns about the overall strength of the economy have tempered enthusiasm for financial companies.
 
We have positioned the Fund in companies that we believe are prepared to take advantage of further economic recovery.  Small capitalization financial companies are focused on housing as it relates to demand, credit, and lending spreads.  Our research shows that small banks obtain approximately 80% of their revenues from the lending margin on residential housing.  Any improvement in loan volumes and lending spreads should be meaningful to earnings growth going forward.  Finally, industry consolidation activity has increased over the last twelve months.  We expect this to become a factor in the Fund’s performance in the periods ahead.
 
We believe there is still much work to be done that could positively impact earnings for small financial companies going forward.  Along with loan growth and improved spreads, there are cost containment objectives, fee income growth, reduced credit costs, and valuation benefits from increased consolidation.  We strive to position the Fund to give shareholders national exposure to the best opportunities in the small capitalization financial space with attention to earnings growth, earnings quality, and valuation discipline.
 
 

The Russell 2000® Financial Services Index is an unmanaged index commonly used to measure the performance of U.S. small-capitalization financial sector stocks.  The Russell 2000® Index is an unmanaged index commonly used to measure the performance of U.S. small-capitalization stocks.  You cannot invest directly in an index.  Performance data for an index does not reflect any deductions for fees, expenses or taxes.  The Fund is non-diversified, meaning it concentrates its assets in fewer holdings than a diversified fund and is therefore more exposed to individual stock volatility than a diversified fund.  The Fund invests in smaller-capitalization companies, which involves additional risks such as more limited liquidity and greater volatility than large-capitalization companies.  Investments are focused in the financial services industry, which may be adversely affected by regulatory or other market conditions such as rising interest rates.  References to specific securities should not be considered a recommendation to buy or sell any security.  Fund holdings and sector allocations are subject to change.  Please refer to the Schedule of Investments included in this report for additional portfolio information.
 
Earnings growth is not a measure of the Fund’s future performance.
 
Each Morningstar category average represents a universe of funds with similar investment objectives.  © Morningstar, Inc.  All Rights Reserved.  The information contained herein: 1) is proprietary to Morningstar; 2) may not be copied or distributed and 3) is not warranted to be accurate, complete or timely.  Neither Morningstar nor its content providers are responsible for any damages or losses arising from any use of this information.  Past performance does not guarantee future results.
 
 

 

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
5

 

Schedule of Investments
 


HENNESSY SMALL CAP FINANCIAL FUND
 
As of April 30, 2014 (Unaudited)
(% of Net Assets)
 
 

 

 

 
 
TOP TEN HOLDINGS (EXCLUDING CASH/CASH EQUIVALENTS)
% NET ASSETS
 
Genworth Financial, Inc.
4.09%
 
Astoria Financial Corp.
3.76%
 
Washington Federal, Inc.
3.63%
 
Encore Capital Group, Inc.
3.60%
 
Synovus Financial Corp.
3.58%
 
Wintrust Financial Corp.
3.56%
 
BankUnited, Inc.
3.56%
 
Flushing Financial Corp.
3.53%
 
Radian Group, Inc.
3.52%
 
Zions Bancorporation
3.50%

 

 

 
Note:  For presentation purposes, the Fund has grouped some of the industry categories.  For purposes of categorizing securities for compliance with Section 8(b)(1) of the Investment Company Act of 1940, the Fund uses more specific industry classifications.
 

HENNESSYFUNDS.COM
 
6

 

 
COMMON STOCKS – 97.38%
 
Number
         
% of
 
     
of Shares
   
Value
   
Net Assets
 
 
Consumer Discretionary – 1.28%
                 
 
KB Home
    205,000     $ 3,384,550       1.28 %
                           
 
Financials – 95.15%
                       
 
Associated Banc-Corp.
    410,000       7,195,500       2.72 %
 
Astoria Financial Corp.
    750,000       9,945,000       3.76 %
 
Bancorp, Inc. Del (a)
    490,000       7,751,800       2.93 %
 
Bank Mutual Corp.
    30,000       180,600       0.07 %
 
BankUnited, Inc.
    285,000       9,402,150       3.56 %
 
Banner Corp.
    155,000       6,128,700       2.32 %
 
Capital Bank Financial Corp. (a)
    186,308       4,443,446       1.68 %
 
Center Bancorp, Inc.
    20,000       370,200       0.14 %
 
Centerstate Banks, Inc.
    105,000       1,151,850       0.43 %
 
Customers Bancorp, Inc. (a)
    240,000       5,287,200       2.00 %
 
Encore Capital Group, Inc. (a)
    220,000       9,508,400       3.60 %
 
Everbank Financial Corp.
    20,000       374,400       0.14 %
 
First Bancorp (a)(c)
    980,000       5,037,200       1.91 %
 
First Connecticut Bancorp, Inc.
    110,000       1,743,500       0.66 %
 
First Internet Bancorp
    188,480       4,114,518       1.56 %
 
Flagstar Bancorp, Inc. (a)
    375,000       6,600,000       2.50 %
 
Flushing Financial Corp.
    485,000       9,321,700       3.53 %
 
Fulton Financial Corp.
    365,000       4,449,350       1.68 %
 
Genworth Financial, Inc. (a)
    605,000       10,799,250       4.09 %
 
Green Dot Corp., Class A (a)
    25,000       434,250       0.16 %
 
Hingham Institution for Savings
    94,000       6,533,940       2.47 %
 
HomeStreet, Inc.
    376,000       6,828,160       2.58 %
 
Independent Bank Corp. – Mich (a)
    290,000       3,775,800       1.43 %
 
Independent Bank Corp.
    35,000       1,299,200       0.49 %
 
Investors Bancorp, Inc.
    235,000       6,281,550       2.38 %
 
KKR Financial Holdings LLC
    460,000       5,308,400       2.01 %
 
MBIA, Inc. (a)
    565,000       6,847,800       2.59 %
 
MGIC Investment Corp. (a)
    815,000       7,009,000       2.65 %
 
National Bank Holdings Corp.
    50,000       958,000       0.36 %
 
NorthStar Realty Finance Corp.
    180,000       2,883,600       1.09 %
 
OceanFirst Financial Corp.
    220,400       3,574,888       1.35 %
 
Pacwest Bancorp
    55,000       2,165,350       0.82 %

 
The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
7

 

 

 
COMMON STOCKS
 
Number
         
% of
 
     
of Shares
   
Value
   
Net Assets
 
 
Financials (Continued)
                 
 
Popular, Inc. (a)(c)
    290,000     $ 8,961,000       3.39 %
 
Portfolio Recovery Associates, Inc. (a)
    12,000       685,800       0.26 %
 
Provident Financial Services, Inc.
    490,000       8,516,200       3.22 %
 
Radian Group, Inc.
    665,000       9,296,700       3.52 %
 
RAIT Financial Trust
    435,000       3,558,300       1.35 %
 
Rockville Financial, Inc.
    160,000       2,105,600       0.80 %
 
Square 1 Financial, Inc. (a)
    95,000       1,790,750       0.68 %
 
Stonegate Mortgage Corp. (a)
    440,000       5,566,000       2.11 %
 
Susquehanna Bancshares, Inc.
    415,000       4,299,400       1.63 %
 
Synovus Financial Corp.
    2,950,000       9,469,500       3.58 %
 
Territorial Bancorp, Inc.
    90,000       1,841,400       0.70 %
 
UMPQUA Holdings Corp.
    292,425       4,863,028       1.84 %
 
United Financial Bancorp, Inc.
    85,000       1,499,400       0.57 %
 
Washington Federal, Inc.
    445,000       9,603,100       3.63 %
 
Webster Financial Corp.
    30,000       904,200       0.34 %
 
Wintrust Financial Corp.
    210,000       9,412,200       3.56 %
 
WSFS Financial Corp.
    31,700       2,143,554       0.81 %
 
Zions Bancorporation
    320,000       9,254,400       3.50 %
                251,475,234       95.15 %
                           
 
Information Technology – 0.95%
                       
 
Move, Inc. (a)
    145,000       1,550,050       0.59 %
 
Total System Services, Inc.
    30,000       953,100       0.36 %
                2,503,150       0.95 %
                           
 
Total Common Stocks
                       
 
  (Cost $214,590,653)
            257,362,934       97.38 %
 
 
 
 

 

The accompanying notes are an integral part of these financial statements.

HENNESSYFUNDS.COM
 
8

 
 
 
SHORT-TERM INVESTMENTS – 2.29%
 
Number
         
% of
 
     
of Shares
   
Value
   
Net Assets
 
 
Money Market Funds – 2.29%
                 
 
Fidelity Government Portfolio –
                 
 
  Institutional Class, 0.01% (b)
    6,046,707     $ 6,046,707       2.29 %
                           
 
Total Money Market Funds
                       
 
  (Cost $6,046,707)
            6,046,707       2.29 %
                           
 
Total Short-Term Investments
                       
 
  (Cost $6,046,707)
            6,046,707       2.29 %
                           
 
Total Investments
                       
 
  (Cost $220,637,360) – 99.67%
            263,409,641       99.67 %
 
Other Assets in
                       
 
  Excess of Liabilities – 0.33%
            872,881       0.33 %
 
TOTAL NET ASSETS – 100.00%
          $ 264,282,522       100.00 %

Percentages are stated as a percent of net assets.

(a)
Non-income producing security.
(b)
The rate listed is the fund’s 7-day yield as of April 30, 2014.
(c)
U.S. traded security of a foreign corporation.

 
Summary of Fair Value Exposure at April 30, 2014
 
The following is a summary of the inputs used to value the Fund’s net assets as of April 30, 2014 (See Note 3 in the accompanying notes to the financial statements):
 
Common Stock
 
Level 1
   
Level 2
   
Level 3
   
Total
 
Consumer Discretionary
  $ 3,384,550     $     $     $ 3,384,550  
Financials
    251,475,234                   251,475,234  
Information Technology
    2,503,150                   2,503,150  
Total Common Stock
  $ 257,362,934     $     $     $ 257,362,934  
Short-Term Investments
                               
Money Market Funds
  $ 6,046,707     $     $     $ 6,046,707  
Total Short-Term Investments
  $ 6,046,707     $     $     $ 6,046,707  
Total Investments
  $ 263,409,641     $     $     $ 263,409,641  
 
Transfers between levels are recognized at the end of the reporting period. During the six-month period ended April 30, 2014, the Fund recognized no transfers between levels.
 

 
The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
9

 
 
Financial Statements
 
Statement of Assets and Liabilities as of April 30, 2014 (Unaudited)
 
ASSETS:
     
Investments in securities, at value (cost $220,637,360)
  $ 263,409,641  
Dividends and interest receivable
    67,944  
Receivable for fund shares sold
    171,768  
Receivable for securities sold
    2,365,644  
Prepaid expenses and other assets
    23,555  
     Total Assets     266,038,552  
         
LIABILITIES:
       
Payable for fund shares redeemed
    1,361,226  
Payable to advisor
    207,553  
Payable to administrator
    59,883  
Payable to auditor
    9,473  
Accrued distribution fees
    51,946  
Accrued trustees fees
    4,940  
Accrued expenses and other payables
    61,009  
     Total Liabilities     1,756,030  
NET ASSETS
  $ 264,282,522  
         
NET ASSETS CONSIST OF:
       
Capital stock
  $ 200,309,572  
Accumulated net investment loss
    (409,035 )
Accumulated net realized gain on investments
    21,609,704  
Unrealized net appreciation on investments
    42,772,281  
     Total Net Assets   $ 264,282,522  
         
NET ASSETS
       
Investor Class:
       
Shares authorized (no par value)
 
Unlimited
 
Net assets applicable to outstanding Investor Class shares
    209,895,027  
Shares issued and outstanding
    8,779,193  
Net asset value, offering price and redemption price per share
  $ 23.91  
         
Institutional Class:
       
Shares authorized (no par value)
 
Unlimited
 
Net assets applicable to outstanding Institutional Class shares
    54,387,495  
Shares issued and outstanding
    3,783,594  
Net asset value, offering price and redemption price per share
  $ 14.37  
 
 
 

 
 
The accompanying notes are an integral part of these financial statements.

HENNESSYFUNDS.COM
 
10

 

Financial Statements
 
Statement of Operations Six Months Ended April 30, 2014 (Unaudited)
 
INVESTMENT INCOME:
     
Dividend income
  $ 2,310,356  
Interest income
    326  
    Total investment income     2,310,682  
         
EXPENSES:
       
Investment advisory fees
    1,379,717  
Distribution fees – Investor Class (See Note 5)
    300,209  
Administration, fund accounting, custody and transfer agent fees
    183,963  
Sub-transfer agent expenses – Investor Class (See Note 5)
    146,618  
Sub-transfer agent expenses – Institutional Class (See Note 5)
    17,606  
Reports to shareholders
    32,860  
Federal and state registration fees
    18,562  
Compliance expense
    10,655  
Audit fees
    9,472  
Trustees’  fees and expenses
    8,529  
Legal fees
    2,480  
Interest expense (See Note 6)
    582  
Other expenses
    12,050  
    Total expenses
    2,123,303  
NET INVESTMENT INCOME
  $ 187,379  
REALIZED AND UNREALIZED GAINS (LOSSES):
       
    Net realized gain on investments
  $ 24,571,730  
    Change in unrealized appreciation on investments
    (21,473,411 )
    Net gain on investments
    3,098,319  
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS
  $ 3,285,698  

 
 
 
 
 
 
 
The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
11

 

Financial Statements
 
Statements of Changes in Net Assets
 
   
Six Months Ended
       
   
April 30, 2014
   
Year Ended
 
   
(Unaudited)
   
October 31, 2013
 
OPERATIONS:
           
Net investment income
  $ 187,379     $ 1,386,645  
Net realized gain on securities
    24,571,730       27,485,214  
Change in unrealized appreciation (depreciation)
               
  on securities
    (21,473,411 )     40,111,802  
Net increase in net assets resulting from operations
    3,285,698       68,983,661  
                 
DISTRIBUTIONS TO SHAREHOLDERS FROM:
               
Net investment income
               
    Investor Class
    (583,882 )     (1,118,880 )
    Institutional Class
    (611,323 )     (520,872 )
Net realized gains
               
    Investor Class
    (15,192,378 )      
    Institutional Class
    (6,931,392 )      
Total distributions
    (23,318,975 )     (1,639,752 )
                 
CAPITAL SHARE TRANSACTIONS:
               
Proceeds from shares subscribed – Investor Class
    15,857,413       91,423,499  
Proceeds from shares subscribed – Institutional Class
    3,929,622       25,715,806  
Dividends reinvested – Investor Class
    15,450,637       1,096,037  
Dividends reinvested – Institutional Class
    3,238,127       123,116  
Cost of shares redeemed – Investor Class
    (51,142,355 )(1)     (71,541,810 )(2)
Cost of shares redeemed – Institutional Class
    (15,240,174 )     (12,933,095 )
Net increase (decrease) in net assets derived
               
  from capital share transactions
    (27,906,730 )     33,883,553  
TOTAL INCREASE (DECREASE) IN NET ASSETS
    (47,940,007 )     101,227,462  
                 
NET ASSETS:
               
Beginning of period
    312,222,529       210,995,067  
End of period
  $ 264,282,522     $ 312,222,529  
Undistributed net investment income (loss), end of period
  $ (409,035 )   $ 598,791  





(1)
Net of redemption fees of $12,269 related to redemption fees imposed by the FBR Small Cap Financial Fund during a prior year but not received until the six-month period ended April 30, 2014.
(2)
Net of redemption fees of $2,257 related to redemption fees imposed by the FBR Small Cap Financial Fund during a prior year but not received until fiscal year 2013.

 
The accompanying notes are an integral part of these financial statements.

HENNESSYFUNDS.COM
 
12

 


Statements of Changes in Net Assets – Continued
 

   
Six Months Ended
       
   
April 30, 2014
   
Year Ended
 
   
(Unaudited)
   
October 31, 2013
 
CHANGES IN SHARES OUTSTANDING:
           
Shares sold – Investor Class
    628,937       4,155,799  
Shares sold – Institutional Class
    258,120       1,761,812  
Shares issued to holders as reinvestment
               
  of dividends – Investor Class
    624,580       55,049  
Shares issued to holders as reinvestment
               
  of dividends – Institutional Class
    216,312       9,865  
Shares redeemed – Investor Class
    (2,056,136 )     (3,185,460 )
Shares redeemed – Institutional Class
    (1,001,402 )     (1,010,378 )
Net increase (decrease) in shares outstanding
    (1,329,589 )     1,786,687  
 
 
 
 
 
 
 
 
 
 

 
The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
13

 

Financial Highlights
 
Hennessy Small Cap Financial Fund
 
For an Investor Class share outstanding throughout each period

   
Six Months Ended
 
   
April 30, 2014
 
   
(Unaudited)
 
PER SHARE DATA:
     
Net asset value, beginning of period
  $ 25.40  
         
Income from investment operations:
       
Net investment income
    0.01  
Net realized and unrealized gains (losses) on securities
    0.16  
    Total from investment operations     0.17  
         
Less distributions:
       
Dividends from net investment income
    (0.06 )
Dividends from net realized gains
    (1.60 )
    Total distributions     (1.66 )
Paid-in capital from redemption fees
     
Net asset value, end of period
  $ 23.91  
         
TOTAL RETURN
    0.47 %(4)
         
SUPPLEMENTAL DATA AND RATIOS:
       
Net assets, end of period (millions)
  $ 209.90  
Ratio of expenses to average net assets
    1.45 %(5)
Ratio of net investment income to average net assets
    0.52 %(5)
Portfolio turnover rate(3)
    25 %(4)
         
 
 
 
 
 

 

(1)
Calculated based on average shares outstanding method.
(2)
Amount is less than $0.01.
(3)
Portfolio turnover is calculated on the basis of the Fund as a whole.
(4)
Not annualized.
(5)
Annualized

 
The accompanying notes are an integral part of these financial statements.

HENNESSYFUNDS.COM
 
14

 

 
 
 

Year Ended October 31,
 
2013
   
2012
   
2011
   
2010
   
2009
 
                           
$ 19.54     $ 16.48     $ 18.11     $ 15.91     $ 15.22  
                                     
                                     
  0.10       0.11       0.21 (1)     0.08       0.06  
  5.88       3.24       (1.66 )     2.17       0.81  
  5.98       3.35       (1.45 )     2.25       0.87  
                                     
                                     
  (0.12 )     (0.29 )     (0.06 )     (0.07 )     (0.19 )
              (0.13 )            
  (0.12 )     (0.29 )     (0.19 )     (0.07 )     (0.19 )
  0.00 (2)     0.00 (2)     0.01       0.02       0.01  
$ 25.40     $ 19.54     $ 16.48     $ 18.11     $ 15.91  
                                     
  30.80 %     20.65 %     (8.12 )%     14.27 %     5.89 %
                                     
                                     
$ 243.42     $ 167.20     $ 154.21     $ 216.75     $ 187.56  
  1.46 %     1.45 %     1.52 %     1.51 %     1.51 %
  0.48 %     0.56 %     0.81 %     0.35 %     0.50 %
  57 %     43 %     70 %     89 %     118 %

 
 
 
 
 
 
 
 
 
 
 
 
The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
15

 

Financial Highlights
 
Hennessy Small Cap Financial Fund
 
For an Institutional Class share outstanding throughout each period

   
Six Months Ended
 
   
April 30, 2014
 
   
(Unaudited)
 
PER SHARE DATA:
     
Net asset value, beginning of period
  $ 15.96  
         
Income from investment operations:
       
Net investment income
    0.00 (2)
Net realized and unrealized gains (losses) on securities
    0.15  
    Total from investment operations     0.15  
         
Less distributions:
       
Dividends from net investment income
    (0.14 )
Dividends from net realized gains
    (1.60 )
      Total distributions     (1.74 )
Paid-in capital from redemption fees
     
Net asset value, end of period
  $ 14.37  
         
TOTAL RETURN
    0.58 %(4)
         
SUPPLEMENTAL DATA AND RATIOS:
       
Net assets, end of period (millions)
  $ 54.39  
Ratio of expenses to average net assets
    1.14 %(5)
Ratio of net investment income to average net assets
    0.37 %(5)
Portfolio turnover rate(3)
    25 %(4)
 
 
 
 
 
 

 

(1)
Calculated based on average shares outstanding method.
(2)
Amount is less than $0.01.
(3)
Portfolio turnover is calculated on the basis of the Fund as a whole.
(4)
Not annualized.
(5)
Annualized.

 
The accompanying notes are an integral part of these financial statements.

HENNESSYFUNDS.COM
 
16

 

 
 
 

Year Ended October 31,
 
2013
   
2012
   
2011
   
2010
   
2009
 
                           
$ 12.34     $ 10.55     $ 11.70     $ 10.34     $ 9.96  
                                     
                                     
  0.14       0.16       0.19 (1)     0.09       0.19  
  3.66       1.98       (1.09 )     1.40       0.40  
  3.80       2.14       (0.90 )     1.49       0.59  
                                     
                                     
  (0.18 )     (0.35 )     (0.12 )     (0.13 )     (0.21 )
              (0.13 )            
  (0.18 )     (0.35 )     (0.25 )     (0.13 )     (0.21 )
        0.00 (2)           0.00 (2)      
$ 15.96     $ 12.34     $ 10.55     $ 11.70     $ 10.34  
                                     
  31.18 %     20.95 %     (8.00 )%     14.52 %     6.14 %
                                     
                                     
$ 68.80     $ 43.79     $ 19.89     $ 25.01     $ 10.64  
  1.15 %     1.25 %     1.34 %     1.23 %     1.56 %
  0.74 %     0.72 %     1.00 %     0.61 %     0.04 %
  57 %     43 %     70 %     89 %     118 %

 
 
 
 
 
 
 
 
 
 
 
 
 
The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
17

 

Notes to the Financial Statements
April 30, 2014 (Unaudited)

 
1).  ORGANIZATION
 
The Hennessy Small Cap Financial (the “Fund”) is a series of Hennessy Funds Trust (the “Trust”), which was organized as a Delaware statutory trust on September 17, 1992.  The Fund is an open-end management investment company registered under the Investment Company Act of 1940, as amended.  The Fund is a successor to the FBR Small Cap Financial Fund (the “Predecessor FBR Fund”), a series of The FBR Funds, a Delaware statutory trust, pursuant to a reorganization that took place after the close of business on October 26, 2012.  Prior to October 26, 2012, the Fund had no investment operations.  As a result of the reorganization, holders of the Investor Class shares of the Predecessor FBR Fund received Investor Class shares of the Fund (the Investor Class shares of the Fund are the successor to the accounting and performance information of the Predecessor FBR Fund), and holders of the Institutional Class shares of the Predecessor FBR Fund received Institutional Class shares of the Fund (the Institutional Class shares of the Fund are the successor to the accounting and performance information of the Predecessor FBR Fund). The investment objective of the Fund is capital appreciation.  The Fund is a non-diversified fund.
 
The Fund offers Investor Class and Institutional Class shares.  Each class of shares differs principally in its respective administration, 12b-1 distribution and service fees, shareholder servicing, and transfer agent expenses and sales charges, if any.  Each class has identical rights to earnings, assets, and voting privileges, except for class-specific expenses and exclusive rights to vote on matters affecting only individual classes.
 
 
2).  SIGNIFICANT ACCOUNTING POLICIES
 
The following is a summary of significant accounting policies consistently followed by the Fund in the preparation of the financial statements. These policies are in conformity with U.S. generally accepted accounting principles (“GAAP”).
 
a).
Investment Valuation – All investments in securities are recorded at their estimated fair value, as described in Note 3.
 
b).
Federal Income Taxes – Provision for Federal income taxes or excise taxes has not been made since the Fund has elected to be taxed as a “regulated investment company” and intends to distribute substantially all of its taxable income to its shareholders and otherwise comply with the provisions of the Internal Revenue Code of 1986, as amended, applicable to regulated investment companies. Net investment income or loss and realized gains and losses for federal income tax purposes may differ from that reported on the financial statements because of temporary book and tax basis differences. Temporary differences are primarily the result of the treatment of wash sales for tax reporting purposes. Distributions from net realized gains for book purposes may include short-term capital gains, which are included as ordinary income to shareholders for tax purposes.
 
c).
Income and Expenses – Dividend income is recognized on the ex-dividend date or as soon as information is available to the Fund. Interest income, which includes the amortization of premium and accretion of discount, is recognized on an accrual basis. The Fund is charged for those expenses that are directly attributable to the portfolio, such as advisory, administration, and certain shareholder service fees. Income,
 

HENNESSYFUNDS.COM
 
18

 
 
 
 
expenses (other than expenses attributable to a specific class), and realized and unrealized gains or losses on investments are allocated to each class of shares based on its respective net assets.
 
d).
Distributions to Shareholders – Dividends from net investment income for the Fund, if any, are declared and paid out annually, usually in November or December.  Distributions of net realized capital gains, if any, are declared and paid annually, usually in November or December.
 
e).
Security Transactions – Investment and shareholder transactions are recorded on the trade date. The Fund determines the gain or loss realized from the investment transactions by comparing the original cost of the security lot sold with the net sale proceeds. Discounts and premiums on securities purchased are accreted/amortized over the life of the respective security.
 
f).
Use of Estimates – The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported change in net assets during the reporting period. Actual results could differ from those estimates.
 
g).
Share Valuation – The net asset value (“NAV”) per share of the Fund is calculated by dividing the sum of the value of the securities held by the Fund, plus cash or other assets, minus all liabilities (including estimated accrued expenses) by the total number of shares outstanding for the Fund, rounded to the nearest cent. The Fund’s shares will not be priced on days the New York Stock Exchange is closed for trading. The offering and redemption price per share for the Fund is equal to the Fund’s net asset value per share.
 
h).
Foreign Currency – Values of investments denominated in foreign currencies are converted into U.S. dollars using the spot market rate of exchange at the time of valuation.  Purchases and sales of investments and income are translated into U.S. dollars using the spot market rate of exchange prevailing on the respective dates of such transactions.  The Fund does not isolate the portion of the results of operations resulting from fluctuations in foreign exchange rates on investments from fluctuations resulting from changes in the market prices of securities held.  Such fluctuations are included with the net realized and unrealized gain or loss on investments.  Foreign investments present additional risks due to currency fluctuations, economic and political factors, lower liquidity, government regulations, differences in accounting standards, and other factors.
 
i).
Forward Contracts – The Fund may enter into forward currency contracts to reduce its exposure to changes in foreign currency exchange rates on its foreign holdings and to lock in the U.S. dollar cost of firm purchase and sale commitments for securities denominated in foreign currencies.  A forward currency contract is a commitment to purchase or sell a foreign currency at a future date at a negotiated forward rate.  The gain or loss arising from the difference between the U.S. dollar cost of the original contract and the value of the foreign currency in U.S. dollars upon closing of such contract is included in net realized gain or loss from foreign currency transactions.  During the six months ended April 30, 2014, the Fund did not enter into any forward contracts.
 
j).
Repurchase Agreements – The Fund may enter into repurchase agreements with member banks or security dealers of the Federal Reserve Board whom the investment advisor deems creditworthy. The repurchase price generally equals the price paid by the Fund plus interest negotiated on the basis of current short-term rates.
 
 

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
19

 
 
 
 
Securities pledged as collateral for repurchase agreements are held by the custodian bank until the respective agreements mature. Provisions of the repurchase agreements ensure that the market value of the collateral, including accrued interest thereon, is sufficient in the event of default of the counterparty. If the counterparty defaults and the value of the collateral declines or if the counterparty enters an insolvency proceeding, realization of the collateral by the Fund may be delayed or limited.
 
k).
Accounting for Uncertainty in Income Taxes – The Fund has adopted accounting policies regarding recognition and measurement of tax positions taken or expected to be taken on a tax return.  The Fund has reviewed all open tax years in major jurisdictions and concluded that there is no impact on the Fund’s net assets and no tax liability resulting from unrecognized tax benefits relating to uncertain income tax positions taken or expected to be taken on a tax return.  The Fund’s major tax jurisdictions are U.S. Federal and Delaware.  As of April 30, 2014, open Federal and state tax years for the Fund include the tax years ended October 31, 2011 through 2013.
 
l).
Derivatives – The Fund may invest in, or enter into, derivatives, such as options, futures contracts, options on futures contracts, and swaps, for a variety of reasons, including to hedge certain risks, to provide a substitute for purchasing or selling particular securities, or to increase potential income gain.  Derivatives may provide a cheaper, quicker, or more specifically focused way for a Fund to invest than “traditional” securities would.  The main purpose of utilizing these derivative instruments is for hedging purposes.
 
 
The Fund has adopted the financial accounting reporting rules as required by the Derivatives and Hedging Topic of the Financial Accounting Standards Board Accounting Standards Codification. Under such rules, the Fund is required to include enhanced disclosure that enables investors to understand how and why an entity uses derivatives, how derivatives are accounted for, and how derivatives instruments affect an entity’s results of operations and financial position. During the six months ended April 30, 2014, the Fund did not hold any derivative instruments.
 
m).
Events Subsequent to the Fiscal Period End – The Fund has adopted financial reporting rules regarding subsequent events that require an entity to recognize in the financial statements the effects of all subsequent events that provide additional evidence about conditions that existed at the date of the balance sheet.  Management has evaluated the Fund’s related events and transactions that occurred subsequent to April 30, 2014 through the date of issuance of the Fund’s financial statements.  There were no events or transactions that occurred during this period that materially impacted the amounts or disclosures in the Fund’s financial statements.
 
 
3).  SECURITIES VALUATION
 
The Fund has adopted authoritative fair valuation accounting standards that establish an authoritative definition of fair value and set out a hierarchy for measuring fair value.  These standards require additional disclosures about the various inputs and valuation techniques used to develop the measurements of fair value and a discussion in changes in valuation techniques and related inputs during the period.  These inputs are summarized in the three broad levels listed below:
 
 
Level 1 –
Quoted unadjusted prices for identical instruments in active markets to which the Fund has access at the date of measurement.
 
 

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Level 2 –
Quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; and model-derived valuations in which all significant inputs and significant value drivers are observable in active markets.  Level 2 inputs are those in markets for which there are few transactions, the prices are not current, the prices are fair value adjusted due to post-market close subsequent events (foreign markets), little public information exists, or instances where prices vary substantially over time or among brokered market makers.  These inputs may also include interest rates, prepayment speeds, credit risk curves, default rates, and similar data.
 
 
Level 3 –
Model-derived valuations in which one or more significant inputs or significant value drivers are unobservable.  Unobservable inputs are those inputs that reflect the Fund’s own assumptions about what market participants would use to price the asset or liability based on the best available information.
 
Following is a description of the valuation techniques applied to the Fund’s major categories of assets and liabilities measured at fair value on a recurring basis.
 
Equity Securities – Equity securities, including common stocks, preferred stocks, foreign issued common stocks, exchange traded funds, closed-end mutual funds, and real estate investment trusts, that are traded on a securities exchange for which a last-quoted sales price is readily available will be valued at the last sales price as reported by the primary exchange on which the securities are listed.  Securities listed on The NASDAQ Stock Market (“NASDAQ”) will be valued at the NASDAQ Official Closing Price, which may differ from the last sales price reported.  Securities traded on a securities exchange for which a last-quoted sales price is not readily available will be valued at the mean between the bid and ask prices.  To the extent these securities are actively traded and valuation adjustments are not applied, they are classified in Level 1 of the fair value hierarchy.
 
Investment Companies – Investments in investment companies (e.g., mutual funds and exchange traded funds) are generally priced at the ending NAV provided by the Fund’s service agent and will be classified in Level 1 of the fair value hierarchy.
 
Debt Securities – Debt securities, including corporate bonds, asset-backed securities, mortgage-backed securities, municipal bonds, U.S. Treasuries, and U.S. government agency issues, are valued at market on the basis of valuations furnished by an independent pricing service that utilizes both dealer-supplied valuations and formula-based techniques.  The pricing service may consider recently executed transactions in securities of the issuer or comparable issuers, market price quotations (where observable), bond spreads, and fundamental data relating to the issuer.  In addition, the model may incorporate market observable data such as reported sales of similar securities, broker quotes, yields, bids, offers, and reference data.  Certain securities are valued principally using dealer quotations.  These securities are generally classified in Level 2 of the fair value hierarchy.
 
Short-Term Securities – Short-term equity investments, including money market funds, are valued in the manner specified above.  Short-term debt investments are valued at amortized cost, if their original maturity was 60 days or less, or by amortizing the values as of the 61st day prior to maturity, if their original term to maturity exceeded 60 days.  Short-term securities are generally classified in Level 1 or Level 2 of the fair market hierarchy depending on the inputs used and market activity levels for specific securities.
 
The Board of Trustees of the Fund (the “Board”) has adopted fair value pricing procedures that are followed when a price for a security is not readily available or if a
 

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
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significant event has occurred that indicates the closing price of a security no longer represents the true value of that security.  Fair value pricing determinations are made in good faith in accordance with these procedures. There are numerous criteria that will be given consideration in determining a fair value of a security. Some of these criteria are trading volume of security and markets, the value of other like securities, and news events with direct bearing to security or market. Fair value pricing results in an estimated price that reasonably reflects the current market conditions in order to rate the portfolio holdings such that shareholder transactions receive a fair net asset value.  Depending on the relative significance of the valuation inputs, these securities may be classified in either Level 2 or Level 3 of the fair value hierarchy.
 
Fair valuing of foreign securities may be determined with the assistance of a pricing service using correlations between the movement of prices of such securities and indices of domestic securities and other appropriate indicators, such as closing market prices of relevant American Depositary Receipts or futures contracts.  The effect of using fair value pricing is that the Fund’s NAV will reflect the affected portfolio securities’ value as determined in the judgment of the Board or its designee instead of being determined by the market.  Using a fair value pricing methodology to price foreign securities may result in a value that is different from a foreign security’s most recent closing price and from the prices used by other investment companies to calculate their net asset values and are generally considered Level 2 prices in the fair valuation hierarchy.  Because the Fund may invest in foreign securities, the value of the Fund’s portfolio securities may change on days when you will not be able to purchase or redeem your shares.
 
The Board has delegated day-to-day valuation matters to a Valuation Committee comprised of one or more representatives from Hennessy Advisors, Inc., the Fund’s investment advisor.  The function of the Valuation Committee is to value securities where current and reliable market quotations are not readily available.  All actions taken by the Valuation Committee are reviewed by the Board.
 
The Fund has performed an analysis of all existing investments to determine the significance and character of all inputs to their fair value determination.  Various inputs are used in determining the value of the Fund’s investments.  The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.  Details related to the fair valuation hierarchy of the Fund’s securities as of April 30, 2014 are included in the Fund’s Schedule of Investments.
 
 
4).  INVESTMENT TRANSACTIONS
 
Purchases and sales of investment securities (excluding government and short-term investments) for the Fund during the six months ended April 30, 2014 were $74,289,048 and $124,494,309, respectively.
 
There were no purchases or sales/maturities of long-term U.S. Government Securities for the Fund for the six months ended April 30, 2014.
 
 
5).  INVESTMENT MANAGEMENT FEE AND OTHER TRANSACTIONS WITH AFFILIATES
 
Hennessy Advisors, Inc. (the “Advisor”) is the investment advisor of the Fund. The Advisor provides the Fund with investment management services under an Investment Advisory Agreement. The Advisor furnishes all investment advice, office space, facilities, and provides most of the personnel needed by the Fund. As compensation for its services, the Advisor is entitled to a monthly fee from the Fund. The fee is based upon the average daily net assets of the Fund at the annual rate of 0.90%.  The net investment advisory fees payable for the Fund as of April 30, 2014 were $207,553.
 

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The Advisor has contractually agreed to limit the total annual operating expenses of the Fund (excluding interest, taxes, brokerage commissions, dividend expenses, acquired fund fees and expenses, extraordinary legal expenses, or any other extraordinary expenses and, from and after November 1, 2014, 12b-1 fees) to 1.95% and 1.70% of the Fund’s net assets for the Investor Class shares and Institutional Class shares of the Fund, respectively, through February 28, 2015.
 
For a period of three years after the year in which the Advisor waives or reimburses expenses, the Advisor may seek reimbursement from the Fund to the extent that total annual fund operating expenses are less than the expense limitation in effect at the time of the reimbursement.  During the three years ended October 31, 2013, no Advisor fees were waived and therefore no expenses are subject to potential recovery.
 
The Fund has adopted a plan pursuant to Rule 12b-1 under the Investment Company Act of 1940, as amended, that authorizes payments in connection with the distribution of the Fund’s shares at an annual rate of up to 0.25% of the Fund’s average daily net assets.  Amounts paid under the plan may be spent on any activities or expenses primarily intended to result in the sale of shares, including but not limited to, advertising, compensation for sales and marketing activities or financial institutions and others such as dealers and distributors, shareholder account servicing, the printing and mailing of prospectuses to other than current shareowners, and the printing and mailing of sales literature.
 
The Fund has entered into agreements with various brokers, dealers, and financial intermediaries in connection with the sale of shares of the Fund.  The agreements provide for periodic payments by the Fund to the brokers, dealers, and financial intermediaries for providing certain shareholder maintenance services (sub-transfer agent expenses).  These shareholder services include the pre-processing and quality control of new accounts, shareholder correspondence, answering customer inquiries regarding account status, and facilitating shareholder telephone transactions. Fees paid by the Fund to various brokers, dealers, and financial intermediaries for the six months ended April 30, 2014 were $164,224.
 
U.S. Bancorp Fund Services, LLC (“USBFS”) provides the Fund with administrative, fund accounting, and transfer agent services, including all regulatory reporting, and necessary office equipment and personnel.  As administrator, USBFS prepares various federal and state regulatory filings, reports, and returns for the Fund; prepares reports and materials to be supplied to the Board; monitors the activities of the Fund’s custodian, transfer agent, and accountants; and coordinates the preparation and payment of the Fund’s expenses and reviews the Fund’s expense accruals. Fees paid to USBFS for the six months ended April 30, 2014 were $183,963.
 
U.S. Bank, N.A., an affiliate of USBFS, serves as the Fund’s custodian.  Quasar Distributors, LLC acts as the Fund’s principal underwriter in a continuous public offering of the Fund’s shares.  Quasar Distributors, LLC is an affiliate of USBFS and U.S. Bank, N.A.
 
 
6).  LINE OF CREDIT
 
The Fund has a line of credit with the other funds in the Hennessy Funds family of funds (the “Hennessy Funds”) in the amount of the lesser of (i) $100,000,000 or (ii) 33.33% of each Hennessy Fund’s net assets, or 30% for the Hennessy Gas Utility Index Fund and 10% for the Hennessy Balanced Fund, intended to provide short-term financing, if necessary, subject to certain restrictions, in connection with shareholder redemptions. The credit facility is with the Hennessy Funds’ custodian bank, U.S. Bank, N.A.  Borrowings under this arrangement bear interest at the bank’s prime rate. During the six months
 

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ended April 30, 2014, the Fund had an outstanding average daily balance and a weighted average interest rate of $36,635 and 3.25%, respectively.  The maximum amount outstanding for the Fund during the period was $3,328,000.
 
 
7).  FEDERAL TAX INFORMATION
 
As of October 31, 2013, the Fund’s most recent fiscal year end, the components of accumulated earnings (losses) for income tax purposes for the Fund were as follows:
 
Cost of investments for tax purposes
  $ 252,322,381  
Gross tax unrealized appreciation
  $ 68,513,862  
Gross tax unrealized depreciation
    (7,656,886 )
Net tax unrealized appreciation/depreciation
  $ 60,856,976  
Undistributed ordinary income
  $ 3,301,727  
Undistributed long-term capital gains
    19,847,524  
Total distributable earnings
  $ 23,149,251  
Other accumulated gain (loss)
  $  
Total accumulated gain (loss)
  $ 84,006,227  
 
The difference between book-basis and tax-basis unrealized appreciation is attributable primarily to capital loss carry overs, wash sales, and partnership adjustments.
 
At October 31, 2013, the Fund’s most recent fiscal year end, the Fund had no tax basis capital losses to offset future capital gains.
 
During the year ended October 31, 2013, the Fund’s most recent fiscal year end, the capital loss carry forwards utilized for the Fund were $3,656,683.
 
Capital losses sustained in the year ended October 31, 2012 and in future taxable years will not expire and may be carried over by the Fund without limitation; however, they will retain the character of the original loss. Furthermore, any losses incurred during those taxable years will be required to be utilized prior to the losses incurred in the pre-enactment taxable years. As a result of this ordering rule, pre-enactment capital loss carryforwards may be more likely to expire unused. Under pre-enactment law, capital losses could be carried forward for eight years, and carried forward as short-term capital losses, irrespective of the character of the original loss.
 
At October 31, 2013, the Fund did not defer, on a tax basis, any post-December late year ordinary loss deferrals or post-December loss deferrals.
 
The tax character of distributions paid during fiscal year 2014 (year-to-date) and fiscal year 2013 for the Fund were as follows:
 
     
Six Months Ended
   
Year Ended
 
     
April 30, 2014
   
October 31, 2013
 
 
Ordinary income
  $ 3,471,345     $ 1,639,752  
 
Long-term capital gain
    19,847,630        
      $ 23,318,975     $ 1,639,752  

 

 

 

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Expense Example (Unaudited)
April 30, 2014

 
As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments, reinvested dividends, or other distributions; redemption fees; and exchange fees; and (2) ongoing costs, including management fees; service fees; and other Fund 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 Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period from November 1, 2013 through April 30, 2014.
 
Actual Expenses
The first line of the table below under the “Investor Class” and “Institutional Class” headings provides information about actual account values and actual expenses. Although the Fund charges no sales loads or transaction fees, you will be assessed fees for outgoing wire transfers, returned checks and stop payment orders at prevailing rates charged by U.S. Bancorp Fund Services, LLC, the Fund’s transfer agent.  If you request that a redemption be made by wire transfer, currently a $15.00 fee is charged by the Fund’s transfer agent. IRA accounts will be charged a $15.00 annual maintenance fee. The example below includes, but is not limited to, management fees, shareholder servicing fees, fund accounting, custody, and transfer agent fees.  However, the example below does not include portfolio trading commissions and related expenses, and other extraordinary expenses as determined under generally accepted accounting principles.  You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line of the table under the “Investor Class” and “Institutional Class” headings in the column entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.
 
Hypothetical Example for Comparison Purposes
The second line of the table below under the “Investor Class” and “Institutional Class” headings provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratios 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 your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads), or exchange fees. Therefore, the second line of the table under the “Investor Class” and “Institutional Class” headings 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.
 
 

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
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Expenses Paid
 
Beginning
Ending
During Period(1)
 
Account Value
Account Value
November 1, 2013 –
 
November 1, 2013
April 30, 2014
April 30, 2014
Investor Class
     
       
Actual
$1,000.00
$1,004.70
$7.21
       
Hypothetical (5% return
     
  before expenses)
$1,000.00
$1,017.60
$7.25
       
Institutional Class
     
       
Actual
$1,000.00
$1,005.80
$5.67
       
Hypothetical (5% return
     
  before expenses)
$1,000.00
$1,019.14
$5.71

(1)
Expenses are equal to the Fund’s annualized expense ratio of 1.45%  for Investor Class shares or 1.14% for Institutional Class shares, as applicable, multiplied by the average account value over the period, multiplied by 181/365 days (to reflect one-half year period).


 

 

 

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Proxy Voting
 
A description of the policies and procedures the Fund uses to determine how to vote proxies relating to portfolio securities is available without charge: (1) by calling 1-800-966-4354; (2) on the Hennessy Funds’ website at hennessyfunds.com; or (3) on the U.S. Securities and Exchange Commission’s (the “SEC”) website at www.sec.gov. The Fund’s proxy voting record is available on both the Hennessy Funds’ website at hennessyfunds.com and the SEC’s website at www.sec.gov no later than August 31 for the prior 12 months ending June 30.
 
 
Quarterly Filings on Form N-Q
 
The Fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. The Fund’s Forms N-Q are available on the SEC’s website at www.sec.gov. The Fund’s Forms N-Q may be reviewed and copied at the SEC’s Public Reference Room in Washington, DC and information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330.  Information included in the Fund’s Forms N-Q will also be available upon request by calling 1-800-966-4354.
 
 
Federal Tax Distribution Information
(Unaudited)
 
For the fiscal year ended October 31, 2013, certain dividends paid by the Fund may be subject to a maximum tax rate of 15%, as provided for by the Jobs and Growth Tax Relief Reconciliation Act of 2003.  The percentage of dividends declared from ordinary income designated as qualified dividend income was 95.82%.
 
For corporate shareholders, the percent of ordinary income distributions qualifying for the corporate dividends received deduction for the fiscal year ended October 31, 2013 was 91.25%.
 
The percentage of taxable ordinary income distributions that are designated as short-term capital gain distributions under Section 871(k)(2)(C) of the Internal Revenue Code of 1986, as amended, for the Fund was 0.00%.
 
 
Householding
 
To help keep the Fund’s costs as low as possible, we generally deliver a single copy of most financial reports and prospectuses to shareholders who share an address, even if the accounts are registered under different names. This process, known as “householding,” does not apply to account statements. You may, of course, request an individual copy of a prospectus or financial report at any time. If you would like to receive separate mailings, please call the Administrator at 1-800-261-6950 or 1-414-765-4124 and we will begin individual delivery within 30 days of your request. If your account is held through a financial institution or other intermediary, please contact them directly to request individual delivery.
 


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Board Approval of Investment Advisory
Agreement
 
At its meeting on March 3, 2014, the Board of Trustees of the Fund (the “Board”) unanimously approved the continuation of the investment advisory agreement of the Fund.
 
The Board reviewed a number of documents, including a memorandum provided by outside legal counsel that described the fiduciary duties of the Board with respect to approving the continuance of the investment advisory agreement and the relevant factors for consideration, a memorandum from the Advisor that listed each of the relevant factors and the documents provided to help the Board assess each such factor, the Advisor’s most recent Form 10-K and 10-Q, the Advisor’s Form ADV Part I, a document that listed the range of services provided by the Advisor for the Fund, a written discussion of economies of scale, a copy of the advisory agreement, a fund fact sheet, and peer expense and performance comparisons.  The Board considered and discussed numerous factors, including the following:
 
 
The Board considered the services identified below that are provided by the Advisor:
 
   
The Advisor acts as portfolio manager for the Fund. In this capacity, the Advisor manages the composition of the portfolio of the Fund, including the purchase, retention, and disposition of portfolio securities in accordance with the Fund’s investment objectives, policies, and restrictions.
 
   
The Advisor performs daily reconciliations of portfolio positions and cash for the Fund.
 
   
The Advisor manages the use of soft dollars for the Fund.
 
   
The Advisor monitors compliance by the Fund with its investment objectives and restrictions.
 
   
The Advisor monitors compliance with federal securities laws and performs activities such as maintaining a compliance program, conducting ongoing reviews of the compliance programs of the Fund’s service providers, conducting on-site visits to the Fund’s service providers, monitoring incidents of abusive trading practices, reviewing Fund expense accruals, payments, and fixed expense ratios, evaluating insurance providers for fidelity bond coverage and D&O/E&O insurance coverage, conducting employee compliance training, reviewing reports provided by service providers, maintaining books and records, and preparing an annual compliance report to the Board.
 
   
The Advisor oversees service providers that support the Fund in providing fund accounting, fund administration, fund distribution, transfer agency, custodial, sales and marketing, audit, information technology, and legal services.
 
   
The Advisor maintains an in-house public relations and marketing department on behalf of the Fund.
 
   
The Advisor is actively involved with preparing regulatory filings for the Fund.
 
   
The Advisor manages proxy voting for the Fund.
 
   
The Advisor oversees distribution of the Fund through third-party broker/dealers and independent financial institutions such as Charles Schwab, Inc., Fidelity, TD Waterhouse, and Pershing. The Advisor participates in “no transaction fee” (“NTF”) programs with these companies on behalf of the Fund,

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which allows customers to purchase the Fund through third-party distribution channels without paying a transaction fee. The Advisor compensates a number of these third-party providers of NTF programs out of its own revenues and not those of the Fund.
 
   
The Advisor pays the incentive compensation of all of the Fund’s compliance officers and employs other staff such as management executives, legal personnel, marketing personnel, national accounts and distribution personnel, sales personnel, and trading oversight personnel.
 
   
The Advisor prepares or reviews Board materials, frequently presents to the Board or leads Board discussions, prepares or reviews meeting minutes, and arranges for Board training and education.
 
 
The Board compared the performance of the Fund to benchmark indices over various periods of time and concluded that the positive performance of the Fund warranted the continuation of the advisory agreement.
 
 
The Board reviewed the Fund’s expense ratio and comparable expense ratios for funds comparable to the Fund. The Board used data from Morningstar showing funds similar in asset size and investment objective to the Fund and determined that the expense ratio of the Fund falls within the range of the ratios of other comparable funds and concluded that the expenses of the Fund were reasonable.
 
 
The Board considered the fees charged by the Advisor to those of funds similar in asset size and investment objective to the Fund and concluded the advisory fee of the Fund was reasonable and warranted continuation of the advisory agreement. The Trustees noted that the investment advisory fees are not adjusted if economies of scale are realized as the Fund grows because many of the expenses incurred by the Advisor to manage the Fund are asset-based fees and thus do not result in material economies of scale being realized as the net assets of the Fund increase.
 
 
The Board considered the profitability of the Advisor with respect to the Fund and concluded the profits were reasonable and not excessive when compared to profitability guidelines set forth in relevant court cases.
 
 
The Board considered the high level of professionalism and knowledge of the Advisor’s employees, along with an extremely low level of turnover of the employees of the Advisor, and concluded that this was beneficial to the Fund and its shareholders, as it ensures that the Fund is operated efficiently.
 
All of the factors above were considered separately by the Board, including the Trustees who are not “interested persons” (as defined in the Investment Company Act of 1940, as amended) of the Fund (the “Independent Trustees”) meeting in an executive session. The factors were viewed in their totality by the Board, with no single factor being the principal or determinative factor in the Board’s determination of whether to approve the continuation of the advisory agreement. Based on the factors discussed above, the Board, including all of the Independent Trustees, recommended continuation of the advisory agreement.
 

 

 

 

 

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For information, questions or assistance, please call
 
The Hennessy Funds
 
1-800-966-4354 or 1-415-899-1555
 

 
INVESTMENT ADVISOR
Hennessy Advisors, Inc.
7250 Redwood Blvd., Suite 200
Novato, California 94945

ADMINISTRATOR,
TRANSFER AGENT,
DIVIDEND PAYING AGENT &
SHAREHOLDER SERVICING AGENT
U.S. Bancorp Fund Services, LLC
P.O. Box 701
Milwaukee, Wisconsin 53201-0701

CUSTODIAN
U.S. Bank N.A.
Custody Operations
1555 North River Center Dr., Suite 302
Milwaukee, Wisconsin 53212

TRUSTEES
Neil J. Hennessy
Robert T. Doyle
J. Dennis DeSousa
Gerald P. Richardson

COUNSEL
Foley & Lardner LLP
777 East Wisconsin Avenue
Milwaukee, Wisconsin 53202-5306

INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM
Tait, Weller & Baker LLP
1818 Market Street, Suite 2400
Philadelphia, Pennsylvania 19103

DISTRIBUTOR
Quasar Distributors, LLC
615 East Michigan Street
Milwaukee, Wisconsin 53202
 
 
Hennessy Funds Logo
 
 
Investing, Uncomprised Graphic

hennessyfunds.com  |  1-800-966-4354

This report has been prepared for shareholders and may be distributed to
others only if preceded or accompanied by a current prospectus.
 

 
 
 

 

 
Hennessy Funds Logo
 


SEMI-ANNUAL REPORT

APRIL 30, 2014



Hennessy Small Cap Financial Fund Cover Photo

 

HENNESSY LARGE CAP
FINANCIAL FUND
 
Investor Class  HLFNX

 
 
 
 
 
 
 

 

Investing, Uncomprised Graphic

hennessyfunds.com  |  1-800-966-4354



 
 
 

 




 
 
 
 
 
 
 

 



(This Page Intentionally Left Blank.)
 

 

 

 

 
 
 
 
 

 

 

 
 
 

 

Contents
 
 
Letter to Shareholders
 
2
Performance Overview
 
4
Financial Statements
   
Schedule of Investments
 
6
Statement of Assets and Liabilities
 
10
Statement of Operations
 
11
Statements of Changes in Net Assets
 
13
Financial Highlights
 
14
Notes to the Financial Statements
 
16
Expense Example
 
23
Proxy Voting
 
25
Quarterly Filings on Form N-Q
 
25
Federal Tax Distribution Information
 
25
Householding
 
25
Board Approval of Investment Advisory Agreement
 
26

 

 

 

 

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
 

 

June 2014
 
Dear Shareholder:
 
 
The financial markets have provided strong returns over the past six-months ended April 30, 2014, with the Dow Jones Industrial Average (DJIA) and S&P 500 both returning approximately 8% during the period.  The current valuation metrics of the major indices are solid; for example, the DJIA currently has a price-to-earnings ratio of 15x and a price-to-sales ratio of 1.75x.  The DJIA also has a dividend yield of 2.2%, which is nearly as high as that of a 10-Year U.S. Treasury, which is currently yielding 2.6%.  Investing in high-yielding, high-quality DJIA stocks have the potential to not only provide an income stream but also for stock price appreciation as well.  Fixed income investing has run its course, in my opinion, and many individuals are currently benefiting from the return to investing in equities that possess strong fundamentals.
 
U.S. corporations continue to drive shareholder value by making acquisitions, initiating and raising dividends, investing in internal infrastructure, and buying back stock.  However, lately I have begun to see a shift in those business strategies.  The easier-to-execute acquisitions seem to be a thing of the past, and firms now have to be even more creative to execute accretive deals.  I also believe that while firms may continue to initiate dividends, fewer firms will raise their dividends and fewer firms will participate in stock buyback programs going forward.  So what will these cash-rich companies do with their capital if they are not raising dividends or buying back stock? I believe we will see companies begin to initiate capital expenditure programs.
 
Due to the continuing uncertainty from a lack of clear policies on taxes, healthcare, and regulations, I have observed that corporations would rather wait for clarity from our government leaders and defer any significant changes to their current business models.  Up until this point, there has been no real cost for firms to defer spending their capital as they wait for anticipated guidance on policies that directly affect their businesses.  But, this economic handcuffing from all of this uncertainty has gone on long enough.  I believe there will now be firms who want to improve their margins and will begin spending money to expand their sales, and may even begin to hire.  Once a competitor begins to move in this way, then the cost to defer becomes real for companies.  This movement to expansion may well be a catalyst to propel the financial markets.   I do believe this will be a slow shift, but one that will keep the economy improving, and should, in my opinion, help to generate reasonable market returns over the next few years.
 
With almost $3 trillion in cash sitting on the sidelines, this strategic shift by companies to begin spending their idle capital should help the economic recovery in the U.S.  But that is only one part of the equation.  Washington politics still play a role in how strong that recovery will be.  The national political landscape will change in the next few years, and the future generation of elected officials will be faced with what I believe are fictitious unemployment figures (6.3% reported, when over 20 million Americans are looking for more work or a better job), a sluggish economy, and global competition in business.  The next regime needs to provide real clarity on the issues that face all Americans and American corporations: taxation, regulation, and how to pay for our new healthcare system.  I also believe that our government needs to regard business as a noble profession and to implement common sense and logic in their policy making instead of politics as usual.  As Confucius is quoted as saying, “Life is really simple, but we insist on making it complicated.”
 

HENNESSYFUNDS.COM
 
2

 

I am confident that even with all the hurdles facing corporate America, companies continue to provide good value for their shareholders, and I believe that means the financial markets are in good shape and should remain strong moving forward, I also believe that the next few months may be volatile.  Fads come and go, and the current buzz on the Street is around investing in social media stocks.  I believe that chasing hot products has contributed and will continue to contribute to the volatility of the markets this year.  After over 35 years in the business, I still firmly believe the best way to position your portfolio is by investing in good companies over the long term, rather than trying to buy the next hot idea at exactly the right time.  At Hennessy Funds, hunches and fads have no place in our investment process, and we understand that successful investing comes from time in the market, not timing the market.
 
We remain focused on investing based on proven fundamentals, and we are committed to managing money for the sole benefit of our shareholders.  If you have any questions or want to speak with us directly, please don’t hesitate to call us at (800) 966-4354.
 
Best regards,
 
Neil J. Hennessy Signature
 
Neil J. Hennessy
President and Chief Investment Officer
 
 

 
Past performance does not guarantee future results.
 
Mutual fund investing involves risk.  Principal loss is possible.
 
Opinions expressed are those of Neil Hennessy and are subject to change, are not guaranteed and should not be considered investment advice.
 
The Dow Jones Industrial Average and S&P 500 are unmanaged indices commonly used to measure the performance of U.S. stocks.  One cannot invest directly in an index.
 
Price-to-sales ratio and price-to-earnings ratio are tools for calculating relative valuation.  Price-to-sales ratio is calculated by dividing the market price by revenue per share.  Price-to-earnings ratio is the market price per share divided by earnings per share.
 


 
 

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
3

 

Performance Overview (Unaudited)
 
 
The opinions expressed in the following commentary reflect those of the Portfolio Managers as of the date written. Any such opinions are subject to change based on market or other conditions and are not guaranteed. These opinions may not be relied upon as investment advice. Investment decisions for the Fund are based on several factors, and may not be relied upon as an indication of trading intent on behalf of the Fund. Security positions can and do change.
 
AVERAGE ANNUAL TOTAL RETURN PERIODS ENDED APRIL 30, 2014
 
 
Six
One
Five
Ten
 
Months(1)
Year
Years
Years
Hennessy Large Cap
       
  Financial Fund (HLFNX)
6.06%
21.82%
15.21%
5.33%
Russell 1000® Financial
       
  Services Index
7.11%
18.21%
17.45%
1.76%
Russell 1000® Index
8.25%
20.81%
19.52%
8.05%
 
Expense ratio: 1.57%
 
Performance data quoted represents past performance; past performance does not guarantee future results. The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. Current performance of the Fund may be lower or higher than the performance quoted. Performance data current to the most recent month end may be obtained by visiting hennessyfunds.com. Performance for periods prior to October 26, 2012 is that of the FBR Large Cap Financial Fund.
 
The expense ratio presented is that from the most recent prospectus.
 
(1)  Periods less than one year are not annualized.
 
PERFORMANCE NARRATIVE
 
Portfolio Manager: David H. Ellison, and Co-Portfolio Manager, Ryan Kelley
 
Over the previous six months, how did the Fund perform and what factors contributed to this performance?
 
For the six-month period ended April 30, 2014, the Hennessy Large Cap Financial Fund returned 6.06%, underperforming the Russell 1000® Financial Services Index and the Russell 1000® Index, which returned 7.11% and 8.25% for the same period,  respectively, but outperforming the Morningstar Financial Category Average, which returned 5.20% for the same period.
 
The Fund remains concentrated in the largest U.S. based financial companies.  These companies continue to see fundamental improvements as they work internally to grow earnings and earnings quality.
 
Companies with the strongest performance contributions to the Fund during the period were in the asset management and traditional bank businesses.  Specific positions that contributed most strongly to performance included The Blackstone Group L.P., PNC Financial Services Group, Inc., SunTrust Banks, Inc., and Wells Fargo & Company.  The Fund continues to hold all of these positions.
 
Companies detracting from the Fund’s performance during the period include consumer finance, brokerage, and trading platforms.  Specific positions that detracted
 

HENNESSYFUNDS.COM
 
4

 

from the Fund’s performance include CIT Group, Inc., The Goldman Sachs Group, Inc., and IntercontinentalExchange Group, Inc.  The Fund no longer holds IntercontinentalExchange Group, Inc.
 
Additional Portfolio Manager commentary and related investment outlook:
 
Overall industry conditions improved during the six-month period.  Residential and commercial real estate activity, investment banking, securities trading, loan demand, commercial services and credit conditions all improved.  Balance sheets also improved as companies continue to de-lever, de-complicate and de-risk.
 
We expect the ongoing improvements to continue as big balance sheets, cost structures, and revenue streams are rationalized.  We believe the changes in the “big bank” model will likely be significant over the next three to five years.  We believe these changes are being driven by regulatory structures designed to reduce risk in the biggest institutions, which we expect to impact the entire industry and eventually could make it more stable.  We believe this will be good for the overall economy as a strong, well-structured banking system is necessary for sustained economic growth.  Ultimately, we expect that book values and earnings streams may become more stable over time.  This should allow for higher dividends and stock buybacks going forward, which has historically been good for financial stock prices.
 
Valuations of the large capitalization financials, as measured by price-to-book and price-to-earnings, remain below historical averages.  We believe these valuations may recover as companies work to get better internally across all business lines while the external economy heals and improves.
 

The Russell 1000® Financial Services Index is an unmanaged index commonly used to measure the performance of large-capitalization financial sector stocks.  The Russell 1000® Index is an unmanaged index commonly used to measure the performance of U.S. stocks. You cannot invest directly in an index.  Performance data for an index does not reflect any deductions for fees, expenses or taxes.  The Fund is non-diversified, meaning it concentrates its assets in fewer holdings that a diversified fund and is therefore more exposed to individual stock volatility than a diversified fund.  Investments are focused in the financial services industry, which may be adversely affected by regulatory or other market conditions such as rising interest rates.  The Fund invests in small- and medium-capitalization companies, which involves additional risks such as more limited liquidity and greater volatility than large-capitalization companies.  References to specific securities should not be considered a recommendation to buy or sell any security.  Fund holdings and sector allocations are subject to change.  Please refer to the Schedule of Investments included in this report for additional portfolio information.
 
Book value is the value at which a company carries an asset on its balance sheet.  Price-to-book is a ratio used to compare a stock’s market value to its book value and is calculated by dividing the current closing price of such stock by the most recent quarter’s book value per share.  Price-to-earnings is a tool for calculating relative valuation and is the market price per share divided by earnings per share.
 
Each Morningstar category average represents a universe of funds with similar investment objectives.  © Morningstar, Inc.  All Rights Reserved.  The information contained herein: 1) is proprietary to Morningstar; 2) may not be copied or distributed and 3) is not warranted to be accurate, complete or timely.  Neither Morningstar nor its content providers are responsible for any damages or losses arising from any use of this information.  Past performance does not guarantee future results.
 

 
 

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
5

 

Schedule of Investments
 


HENNESSY LARGE CAP FINANCIAL FUND
 
As of April 30, 2014 (Unaudited)
(% of Net Assets)
 

 

 

 
 
 
TOP TEN HOLDINGS (EXCLUDING CASH/CASH EQUIVALENTS)
% NET ASSETS
 
American International Group, Inc.
4.88%
 
Citigroup, Inc.
4.76%
 
The Travelers Companies, Inc.
4.76%
 
MetLife, Inc.
4.66%
 
SunTrust Banks, Inc.
4.57%
 
J.P. Morgan Chase & Co.
4.55%
 
The PNC Financial Services Group, Inc.
4.50%
 
Regions Financial Corp.
4.50%
 
Morgan Stanley
4.35%
 
Fifth Third Bancorp
4.34%

 

 

 
Note:  For presentation purposes, the Fund has grouped some of the industry categories.  For purposes of categorizing securities for compliance with Section 8(b)(1) of the Investment Company Act of 1940, the Fund uses more specific industry classifications.­
 

HENNESSYFUNDS.COM
 
6

 
 
 
COMMON STOCKS – 89.86%
 
Number
         
% of
 
     
of Shares
   
Value
   
Net Assets
 
 
Financials – 82.26%
                 
 
American International Group, Inc.
    96,000     $ 5,100,480       4.88 %
 
Bank of America Corp.
    285,000       4,314,900       4.13 %
 
Capital One Financial Corp.
    53,000       3,916,700       3.75 %
 
CIT Group, Inc.
    91,000       3,917,550       3.75 %
 
Citigroup, Inc.
    104,000       4,982,640       4.76 %
 
Comerica, Inc.
    50,000       2,412,000       2.31 %
 
Discover Financial Services
    52,000       2,906,800       2.78 %
 
E Trade Financial Corp. (a)
    30,000       673,500       0.64 %
 
Fifth Third Bancorp
    220,000       4,534,200       4.34 %
 
Huntington Bancshares, Inc.
    355,000       3,251,800       3.11 %
 
J.P. Morgan Chase & Co.
    85,000       4,758,300       4.55 %
 
KeyCorp
    116,000       1,582,240       1.51 %
 
MetLife, Inc.
    93,000       4,868,550       4.66 %
 
Morgan Stanley
    147,000       4,546,710       4.35 %
 
Prudential Financial, Inc.
    43,000       3,469,240       3.32 %
 
Regions Financial Corp.
    464,000       4,704,960       4.50 %
 
SunTrust Banks, Inc.
    125,000       4,782,500       4.57 %
 
The Charles Schwab Corp.
    20,000       531,000       0.51 %
 
The Goldman Sachs Group, Inc.
    25,000       3,995,500       3.82 %
 
The PNC Financial Services Group, Inc.
    56,000       4,706,240       4.50 %
 
The Travelers Companies, Inc.
    55,000       4,981,900       4.76 %
 
U.S. Bancorp (c)
    98,000       3,996,440       3.82 %
 
Wells Fargo & Co.
    62,000       3,077,680       2.94 %
                86,011,830       82.26 %
                           
 
Information Technology – 7.60%
                       
 
MasterCard, Inc., Class A
    53,000       3,898,150       3.73 %
 
Visa, Inc., Class A
    20,000       4,052,200       3.87 %
                           
                7,950,350       7.60 %
                           
 
Total Common Stocks
                       
 
  (Cost $76,663,739)
            93,962,180       89.86 %

 
 
 
 
 
The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
7

 
 
 
PARTNERSHIPS – 3.45%
 
Number
         
% of
 
     
of Shares
   
Value
   
Net Assets
 
 
Financials – 3.45%
                 
 
Blackstone Group L.P.
    122,000       3,602,660       3.45 %
                           
 
Total Partnerships
                       
 
  (Cost $1,984,926)
            3,602,660       3.45 %
                           
 
SHORT-TERM INVESTMENTS – 6.77%
                       
                           
 
Money Market Funds – 6.77%
                       
 
Federated Government Obligations Fund –
                       
 
  Class I, 0.01% (b)
    1,892,186     $ 1,892,186       1.81 %
 
Fidelity Government Portfolio –
                       
 
  Institutional Class, 0.01% (b)
    5,190,000       5,190,000       4.96 %
                           
 
Total Money Market Funds
                       
 
  (Cost $7,082,186)
            7,082,186       6.77 %
                           
 
Total Short-Term Investments
                       
 
  (Cost $7,082,186)
            7,082,186       6.77 %
                           
 
Total Investments
                       
 
  (Cost $85,730,851) – 100.08%
            104,647,026       100.08 %
 
Liabilities in Excess of
                       
 
  Other Assets – (0.08)%
            (84,463 )     (0.08 )%
 
TOTAL NET ASSETS – 100.00%
          $ 104,562,563       100.00 %

Percentages are stated as a percent of net assets.

(a)
Non-income producing security.
(b)
The rate listed is the fund’s 7-day yield as of April 30, 2014.
(c)
Investment in affiliated security.  Quasar Distributors, LLC, which serves as the Fund’s distributor, is a subsidiary of U.S. Bancorp.  Details of transactions with this affiliated company for the period ended April 30, 2014, are as follows:
 
Issuer
 
U.S. Bancorp
 
 
Beginning Cost
  $ 1,739,350  
 
Purchase Cost
  $ 2,199,937  
 
Sales Cost
  $ 213,432  
 
Ending Cost
  $ 3,725,855  
 
Dividend Income
  $ 35,880  
 
Shares
    98,000  
 
Market Value
  $ 3,996,440  

 
 
 
 
 
The accompanying notes are an integral part of these financial statements.

HENNESSYFUNDS.COM
 
8

 

Summary of Fair Value Exposure at April 30, 2014
 
The following is a summary of the inputs used to value the Fund’s net assets as of April 30, 2014 (See Note 3 in the accompanying notes to the financial statements):
 
Common Stock
 
Level 1
   
Level 2
   
Level 3
   
Total
 
Financials
  $ 86,011,830     $     $     $ 86,011,830  
Information Technology
    7,950,350                   7,950,350  
Total Common Stock
  $ 93,962,180     $     $     $ 93,962,180  
Partnerships
                               
Financials
  $ 3,602,660     $     $     $ 3,602,660  
Total Partnerships
  $ 3,602,660     $     $     $ 3,602,660  
Short-Term Investments
                               
Money Market Funds
  $ 7,082,186     $     $     $ 7,082,186  
Total Short-Term Investments
  $ 7,082,186     $     $     $ 7,082,186  
Total Investments
  $ 104,647,026     $     $     $ 104,647,026  

Transfers between levels are recognized at the end of the reporting period.  During the six-month period ended April 30, 2014, the Fund recognized no transfers between levels.
 
 
 
 
 
 
 
 
 

 
 
The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
9

 

Financial Statements
 
Statement of Assets and Liabilities as of April 30, 2014 (Unaudited)
 
ASSETS:
     
Investments in securities, at value (cost $82,004,996)
  $ 100,650,586  
Investments in affiliated securities, at value (cost $3,725,855)
    3,996,440  
Dividends and interest receivable
    49,002  
Receivable for fund shares sold
    55,381  
Return of capital receivable
    42,700  
Prepaid expenses and other assets
    13,041  
Total Assets
    104,807,150  
         
LIABILITIES:
       
Payable for fund shares redeemed
    87,002  
Payable to advisor
    78,322  
Payable to administrator
    21,791  
Payable to auditor
    9,472  
Distribution payable
    23,919  
Accrued trustees fees
    4,947  
Accrued expenses and other payables
    19,134  
Total Liabilities
    244,587  
NET ASSETS
  $ 104,562,563  
         
NET ASSETS CONSIST OF:
       
Capital stock
  $ 83,397,645  
Accumulated net investment loss
    (210,140 )
Accumulated net realized gain on investments
    2,458,883  
Unrealized net appreciation on investments
    18,916,175  
Total Net Assets
  $ 104,562,563  
         
NET ASSETS
       
Investor Class:
       
Shares authorized (no par value)
 
Unlimited
 
Net assets applicable to outstanding Investor Class shares
    104,562,563  
Shares issued and outstanding
    5,341,318  
Net asset value, offering price and redemption price per share
  $ 19.58  

 
 
 
 
 
The accompanying notes are an integral part of these financial statements.

HENNESSYFUNDS.COM
 
10

 

Financial Statements
 
Statement of Operations Six Months Ended April 30, 2014 (Unaudited)
 
INVESTMENT INCOME:
     
Dividend income
  $ 675,700  
Dividend income from affiliated securities
    35,880  
Interest income
    136  
    Total investment income
    711,716  
         
EXPENSES:
       
Investment advisory fees
    455,749  
Administration, fund accounting, custody and transfer agent fees
    60,767  
Distribution fees – Investor Class (See Note 5)
    126,597  
Federal and state registration fees
    10,672  
Audit fees
    9,472  
Legal fees
    2,480  
Compliance expense
    10,655  
Reports to shareholders
    4,735  
Trustees’  fees and expenses
    7,439  
Sub-transfer agent expenses – Investor Class (See Note 5)
    65,831  
Interest expense (See Note 6)
    217  
Other expenses
    5,511  
Total expenses
    760,125  
NET INVESTMENT LOSS
  $ (48,409 )
         
REALIZED AND UNREALIZED GAINS:
       
Net realized gain on investments
  $ 4,570,354  
Affiliated investments
    75,753  
Change in unrealized appreciation on investments
    578,139  
Net gain on investments
    5,224,246  
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS
  $ 5,175,837  
 
 
 
 
 
 
 

 
The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
11

 




 
 
 
 
 
 
 

 


(This Page Intentionally Left Blank.)
 

 

 
 
 
 
 
 
 
 

 
 

HENNESSYFUNDS.COM
 
12

 

Financial Statements
 
Statements of Changes in Net Assets
 
   
Six Months Ended
       
   
April 30, 2014
   
Year Ended
 
   
(Unaudited)
   
October 31, 2013
 
OPERATIONS:
           
Net investment loss
  $ (48,409 )   $ (155,053 )
Net realized gain on securities
    4,646,107       8,243,533  
Long-term capital gain distributions
               
  from regulated investment companies
          17,820  
Change in unrealized appreciation on securities
    578,139       10,739,120  
Net increase in net assets
               
  resulting from operations
    5,175,837       18,845,420  
                 
DISTRIBUTIONS TO SHAREHOLDERS FROM:
               
Net investment income
               
Investor Class
          (50,837 )
Net realized gains
               
Investor Class
    (2,696,057 )      
Total distributions
    (2,696,057 )     (50,837 )
                 
CAPITAL SHARE TRANSACTIONS:
               
Proceeds from shares subscribed – Investor Class
    29,329,381       43,711,247  
Dividends reinvested – Investor Class
    2,639,350       49,255  
Cost of shares redeemed – Investor Class
    (18,186,917 )(1)     (38,910,007 )(2)
Net increase in net assets derived
               
  from capital share transactions
    13,781,814       4,850,495  
TOTAL INCREASE IN NET ASSETS
    16,261,594       23,645,078  
                 
NET ASSETS:
               
Beginning of period
    88,300,969       64,655,891  
End of period
  $ 104,562,563     $ 88,300,969  
Undistributed net investment loss, end of period
  $ (210,140 )   $ (161,731 )
                 
CHANGES IN SHARES OUTSTANDING:
               
Shares sold – Investor Class
    1,472,369       2,488,338  
Shares issued to holders as reinvestment
               
  of dividends – Investor Class
    135,909       3,367  
Shares redeemed – Investor Class
    (912,578 )     (2,412,632 )
Net increase in shares outstanding
    695,700       79,073  
 
 
 
 
 

 
(1)
Net of redemption fees of $287 related to redemption fees imposed by the FBR Large Cap Financial Fund during a prior year but not received until the six-month period ended April 30, 2014..
(2)
Net of redemption fees of $15 related to redemption fees imposed by the FBR Large Cap Financial Fund during a prior year but not received until fiscal year 2013.

The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
13

 

Financial Highlights
 
Hennessy Large Cap Financial Fund
 
For an Investor Class share outstanding throughout each period

   
Six Months Ended
 
   
April 30, 2014
 
   
(Unaudited)
 
PER SHARE DATA:
     
Net asset value, beginning of period
  $ 19.01  
         
Income from investment operations:
       
Net investment income (loss)
    0.01  
Net realized and unrealized gains (losses) on investments
    1.15  
Total from investment operations
    1.16  
         
Less distributions:
       
Dividends from net investment income
    (0.01 )
Distribution in excess of net investment income
     
Dividends from net realized gains
    (0.58 )
Total distributions
    (0.59 )
Paid-in capital from redemption fees
     
Net asset value, end of period
  $ 19.58  
         
TOTAL RETURN
    6.06 %(3)
Net assets, end of period (millions)
  $ 104.56  
Ratio of expenses to average net assets:
       
Before expense reimbursement
    1.50 %(4)
After expense reimbursement
    1.50 %(4)
Ratio of net investment income (loss) to average net assets:
       
Before expense reimbursement
    (0.10 )%(4)
After expense reimbursement
    (0.10 )%(4)
Portfolio turnover rate
    22 %(3)


 
 
 
 

 


(1)
Calculated based on average shares outstanding method.
(2)
Amount is less than $0.01.
(3)
Not annualized.
(4)
Annualized.

The accompanying notes are an integral part of these financial statements.

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Year Ended October 31,
 
2013
   
2012
   
2011
   
2010
   
2009
 
                           
$ 14.16     $ 11.91     $ 12.88     $ 12.61     $ 11.14  
                                     
                                     
  (0.03 )     0.01       (0.04 )(1)     (0.08 )     0.00 (2)
  4.89       2.24       (0.93 )     0.35       1.58  
  4.86       2.25       (0.97 )     0.27       1.58  
                                     
                                     
  (0.01 )                       (0.10 )
                          (0.02 )
                           
  (0.01 )                       (0.12 )
  0.00 (2)     0.00 (2)     0.00 (2)     0.00 (2)     0.01  
$ 19.01     $ 14.16     $ 11.91     $ 12.88     $ 12.61  
                                     
  34.37 %     18.89 %     (7.53 )%     2.14 %     14.52 %
$ 88.30     $ 64.66     $ 55.68     $ 48.72     $ 37.20  
                                     
  1.57 %     1.57 %     1.61 %     1.78 %     1.81 %
  1.57 %     1.57 %     1.61 %     1.78 %     1.81 %
                                     
  (0.22 )%     0.09 %     (0.34 )%     (0.73 )%     (0.08 )%
  (0.22 )%     0.09 %     (0.34 )%     (0.73 )%     (0.08 )%
  75 %     93 %     97 %     150 %     220 %
 
 
 
 
 
 
 
 
 
 

 
The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
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Notes to the Financial Statements
April 30, 2014 (Unaudited)

 
1).  ORGANIZATION
 
The Hennessy Large Cap Financial Fund (the “Fund”) is a series of Hennessy Funds Trust (the “Trust”), which was organized as a Delaware statutory trust on September 17, 1992.  The Fund is an open-end management investment company registered under the Investment Company Act of 1940, as amended.  The Fund is a successor to the FBR Large Cap Financial Fund (the “Predecessor FBR Fund”), a series of The FBR Funds, a Delaware statutory trust, pursuant to a reorganization that took place after the close of business on October 26, 2012.  Prior to October 26, 2012, the Fund had no investment operations.  As a result of the reorganization, holders of the Investor Class shares of the Predecessor FBR Fund received Investor Class shares of the Fund (the Investor Class shares of the Fund are the successor to the accounting and performance information of the Predecessor FBR Fund).  The investment objective of the Fund is capital appreciation.  The Fund is a non-diversified fund.
 
The Fund offers Investor Class shares.
 
 
2).  SIGNIFICANT ACCOUNTING POLICIES
 
The following is a summary of significant accounting policies consistently followed by the Fund in the preparation of the financial statements.  These policies are in conformity with U.S. generally accepted accounting principles (“GAAP”).
 
a).
Investment Valuation – All investments in securities are recorded at their estimated fair value, as described in Note 3.
 
b).
Federal Income Taxes – Provision for Federal income taxes or excise taxes has not been made since the Fund has elected to be taxed as a “regulated investment company” and intends to distribute substantially all of its taxable income to its shareholders and otherwise comply with the provisions of the Internal Revenue Code of 1986, as amended, applicable to regulated investment companies.  Net investment income or loss and realized gains and losses for federal income tax purposes may differ from that reported on the financial statements because of temporary book and tax basis differences.  Temporary differences are primarily the result of the treatment of wash sales for tax reporting purposes.  Distributions from net realized gains for book purposes may include short-term capital gains, which are included as ordinary income to shareholders for tax purposes.
 
c).
Income and Expenses – Dividend income is recognized on the ex-dividend date or as soon as information is available to the Fund.  Interest income, which includes the amortization of premium and accretion of discount, is recognized on an accrual basis.  The Fund is charged for those expenses that are directly attributable to the portfolio, such as advisory, administration, and certain shareholder service fees.
 
d).
Distributions to Shareholders – Dividends from net investment income for the Fund, if any, are declared and paid out annually, usually in November or December.  Distributions of net realized capital gains, if any, are declared and paid annually, usually in November or December
 
e).
Security Transactions – Investment and shareholder transactions are recorded on the trade date.  The Fund determines the gain or loss realized from the investment transactions by comparing the original cost of the security lot sold with the net sale
 

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proceeds.  Discounts and premiums on securities purchased are accreted/amortized over the life of the respective security.
 
f).
Use of Estimates – The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported change in net assets during the reporting period.  Actual results could differ from those estimates.
 
g).
Share Valuation – The net asset value (“NAV”) per share of the Fund is calculated by dividing the sum of the value of the securities held by the Fund, plus cash or other assets, minus all liabilities (including estimated accrued expenses) by the total number of shares outstanding for the Fund, rounded to the nearest cent.  The Fund’s shares will not be priced on days the New York Stock Exchange is closed for trading.  The offering and redemption price per share for the Fund is equal to the Fund’s net asset value per share.
 
h).
Foreign Currency – Values of investments denominated in foreign currencies are converted into U.S. dollars using the spot market rate of exchange at the time of valuation.  Purchases and sales of investments and income are translated into U.S. dollars using the spot market rate of exchange prevailing on the respective dates of such transactions.  The Fund does not isolate the portion of the results of operations resulting from fluctuations in foreign exchange rates on investments from fluctuations resulting from changes in the market prices of securities held.  Such fluctuations are included with the net realized and unrealized gain or loss on investments.  Foreign investments present additional risks due to currency fluctuations, economic and political factors, lower liquidity, government regulations, differences in accounting standards, and other factors.
 
i).
Forward Contracts – The Fund may enter into forward currency contracts to reduce its exposure to changes in foreign currency exchange rates on its foreign holdings and to lock in the U.S. dollar cost of firm purchase and sale commitments for securities denominated in foreign currencies.  A forward currency contract is a commitment to purchase or sell a foreign currency at a future date at a negotiated forward rate.  The gain or loss arising from the difference between the U.S. dollar cost of the original contract and the value of the foreign currency in U.S. dollars upon closing of such contract is included in net realized gain or loss from foreign currency transactions.  During the six months ended April 30, 2014, the Fund did not enter into any forward contracts.
 
j).
Repurchase Agreements – The Fund may enter into repurchase agreements with member banks or security dealers of the Federal Reserve Board whom the investment advisor deems creditworthy.  The repurchase price generally equals the price paid by the Fund plus interest negotiated on the basis of current short-term rates.
 
 
Securities pledged as collateral for repurchase agreements are held by the custodian bank until the respective agreements mature.  Provisions of the repurchase agreements ensure that the market value of the collateral, including accrued interest thereon, is sufficient in the event of default of the counterparty.  If the counterparty defaults and the value of the collateral declines or if the counterparty enters an insolvency proceeding, realization of the collateral by the Fund may be delayed or limited.
 
k).
Accounting for Uncertainty in Income Taxes – The Fund has adopted accounting policies regarding recognition and measurement of tax positions taken or expected to be taken on a tax return.  The Fund has reviewed all open tax years in major jurisdictions and concluded that there is no impact on the Fund’s net assets and no tax liability
 

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
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resulting from unrecognized tax benefits relating to uncertain income tax positions taken or expected to be taken on a tax return.  The Fund’s major tax jurisdictions are U.S. Federal and Delaware.  As of April 30, 2014, open Federal and state tax years for the Fund include the tax years ended October 31, 2011 through 2013.
 
l).
Derivatives – The Fund may invest in, or enter into, derivatives, such as options, futures contracts, options on futures contracts, and swaps, for a variety of reasons, including to hedge certain risks, to provide a substitute for purchasing or selling particular securities, or to increase potential income gain.  Derivatives may provide a cheaper, quicker, or more specifically focused way for a Fund to invest than “traditional” securities would.  The main purpose of utilizing these derivative instruments is for hedging purposes.
 
 
The Fund has adopted the financial accounting reporting rules as required by the Derivatives and Hedging Topic of the Financial Accounting Standards Board Accounting Standards Codification.  Under such rules, the Fund is required to include enhanced disclosure that enables investors to understand how and why an entity uses derivatives, how derivatives are accounted for, and how derivatives instruments affect an entity’s results of operations and financial position.  During the six months ended April 30, 2014, the Fund did not hold any derivative instruments.
 
m).
Events Subsequent to the Fiscal Period End – The Fund has adopted financial reporting rules regarding subsequent events that require an entity to recognize in the financial statements the effects of all subsequent events that provide additional evidence about conditions that existed at the date of the balance sheet.  Management has evaluated the Fund’s related events and transactions that occurred subsequent to April 30, 2014 through the date of issuance of the Fund’s financial statements.  There were no events or transactions that occurred during this period that materially impacted the amounts or disclosures in the Fund’s financial statements.
 
 
3).  SECURITIES VALUATION
 
The Fund has adopted authoritative fair valuation accounting standards that establish an authoritative definition of fair value and set out a hierarchy for measuring fair value.  These standards require additional disclosures about the various inputs and valuation techniques used to develop the measurements of fair value and a discussion in changes in valuation techniques and related inputs during the period.  These inputs are summarized in the three broad levels listed below:
 
 
Level 1 –
Quoted unadjusted prices for identical instruments in active markets to which the Fund has access at the date of measurement.
 
 
Level 2 –
Quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; and model-derived valuations in which all significant inputs and significant value drivers are observable in active markets.  Level 2 inputs are those in markets for which there are few transactions, the prices are not current, the prices are fair value adjusted due to post-market close subsequent events (foreign markets), little public information exists, or instances where prices vary substantially over time or among brokered market makers.  These inputs may also include interest rates, prepayment speeds, credit risk curves, default rates, and similar data.
 
 
Level 3 –
Model-derived valuations in which one or more significant inputs or significant value drivers are unobservable.  Unobservable inputs are those inputs that reflect the Fund’s own assumptions about what market participants would use to price the asset or liability based on the best available information.
 

HENNESSYFUNDS.COM
 
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Following is a description of the valuation techniques applied to the Fund’s major categories of assets and liabilities measured at fair value on a recurring basis.
 
Equity Securities – Equity securities, including common stocks, preferred stocks, foreign issued common stocks, exchange traded funds, closed-end mutual funds, and real estate investment trusts, that are traded on a securities exchange for which a last-quoted sales price is readily available will be valued at the last sales price as reported by the primary exchange on which the securities are listed.  Securities listed on The NASDAQ Stock Market (“NASDAQ”) will be valued at the NASDAQ Official Closing Price, which may differ from the last sales price reported.  Securities traded on a securities exchange for which a last-quoted sales price is not readily available will be valued at the mean between the bid and ask prices.  To the extent these securities are actively traded and valuation adjustments are not applied, they are classified in Level 1 of the fair value hierarchy.
 
Investment Companies – Investments in investment companies (e.g., mutual funds and exchange traded funds) are generally priced at the ending NAV provided by the Fund’s service agent and will be classified in Level 1 of the fair value hierarchy.
 
Debt Securities – Debt securities, including corporate bonds, asset-backed securities, mortgage-backed securities, municipal bonds, U.S. Treasuries, and U.S. government agency issues, are valued at market on the basis of valuations furnished by an independent pricing service that utilizes both dealer-supplied valuations and formula-based techniques.  The pricing service may consider recently executed transactions in securities of the issuer or comparable issuers, market price quotations (where observable), bond spreads, and fundamental data relating to the issuer.  In addition, the model may incorporate market observable data such as reported sales of similar securities, broker quotes, yields, bids, offers, and reference data.  Certain securities are valued principally using dealer quotations.  These securities are generally classified in Level 2 of the fair value hierarchy.
 
Short-Term Securities – Short-term equity investments, including money market funds, are valued in the manner specified above.  Short-term debt investments are valued at amortized cost, if their original maturity was 60 days or less, or by amortizing the values as of the 61st day prior to maturity, if their original term to maturity exceeded 60 days.  Short-term securities are generally classified in Level 1 or Level 2 of the fair market hierarchy depending on the inputs used and market activity levels for specific securities.
 
The Board of Trustees of the Fund (the “Board”) has adopted fair value pricing procedures that are followed when a price for a security is not readily available or if a significant event has occurred that indicates the closing price of a security no longer represents the true value of that security.  Fair value pricing determinations are made in good faith in accordance with these procedures.  There are numerous criteria that will be given consideration in determining a fair value of a security.  Some of these criteria are trading volume of security and markets, the value of other like securities, and news events with direct bearing to security or market.  Fair value pricing results in an estimated price that reasonably reflects the current market conditions in order to rate the portfolio holdings such that shareholder transactions receive a fair net asset value.  Depending on the relative significance of the valuation inputs, these securities may be classified in either Level 2 or Level 3 of the fair value hierarchy.
 
Fair valuing of foreign securities may be determined with the assistance of a pricing service using correlations between the movement of prices of such securities and indices of domestic securities and other appropriate indicators, such as closing market prices of relevant American Depositary Receipts or futures contracts.  The effect of using fair value pricing is that the Fund’s NAV will reflect the affected portfolio securities’ value as determined in the judgment of the Board or its designee instead of being determined by
 

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
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the market.  Using a fair value pricing methodology to price foreign securities may result in a value that is different from a foreign security’s most recent closing price and from the prices used by other investment companies to calculate their net asset values and are generally considered Level 2 prices in the fair valuation hierarchy.  Because the Fund may invest in foreign securities, the value of the Fund’s portfolio securities may change on days when you will not be able to purchase or redeem your shares.
 
The Board has delegated day-to-day valuation matters to a Valuation Committee comprised of one or more representatives from Hennessy Advisors, Inc., the Fund’s investment advisor.  The function of the Valuation Committee is to value securities where current and reliable market quotations are not readily available.  All actions taken by the Valuation Committee are reviewed by the Board.
 
The Fund has performed an analysis of all existing investments to determine the significance and character of all inputs to their fair value determination.  Various inputs are used in determining the value of the Fund’s investments.  The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.  Details related to the fair valuation hierarchy of the Fund’s securities as of April 30, 2014 are included in the Fund’s Schedule of Investments.
 
 
4).  INVESTMENT TRANSACTIONS
 
Purchases and sales of investment securities (excluding government and short-term investments) for the Fund during the six months ended April 30, 2014 were $27,470,186 and $22,133,432, respectively.
 
There were no purchases or sales/maturities of long-term U.S. Government Securities for the Fund for the six months ended April 30, 2014.
 
 
5).  INVESTMENT MANAGEMENT FEE AND OTHER TRANSACTIONS WITH AFFILIATES
 
Hennessy Advisors, Inc. (the “Advisor”) is the investment advisor of the Fund.  The Advisor provides the Fund with investment management services under an Investment Advisory Agreement.  The Advisor furnishes all investment advice, office space, facilities, and provides most of the personnel needed by the Fund.  As compensation for its services, the Advisor is entitled to a monthly fee from the Fund.  The fee is based upon the average daily net assets of the Fund at the annual rate of 0.90%.  The net investment advisory fees payable for the Fund as of April 30, 2014 were $78,322.
 
The Advisor has contractually agreed to limit the total annual operating expenses of the Fund (excluding interest, taxes, brokerage commissions, dividend expenses, acquired fund fees and expenses, extraordinary legal expenses, or any other extraordinary expenses and, from and after November 1, 2014, 12b-1 fees) to 1.95% of the Fund’s net assets through February 28, 2015.
 
For a period of three years after the year in which the Advisor waives or reimburses expenses, the Advisor may seek reimbursement from the Fund to the extent that total annual fund operating expenses are less than the expense limitation in effect at the time of the reimbursement.  During the three years ended October 31, 2013, no Advisor fees were waived and therefore no expenses are subject to potential recovery.
 
The Fund has adopted a plan pursuant to Rule 12b-1 under the Investment Company Act of 1940, as amended, that authorizes payments in connection with the distribution of the Fund’s shares at an annual rate of up to 0.25% of the Fund’s average daily net assets.  Amounts paid under the plan may be spent on any activities or expenses primarily intended to result in the sale of shares, including but not limited to, advertising, compensation for sales and marketing activities or financial institutions and others such as dealers and
 

HENNESSYFUNDS.COM
 
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distributors, shareholder account servicing, the printing and mailing of prospectuses to other than current shareowners, and the printing and mailing of sales literature.
 
The Fund has entered into agreements with various brokers, dealers, and financial intermediaries in connection with the sale of shares of the Fund.  The agreements provide for periodic payments by the Fund to the brokers, dealers, and financial intermediaries for providing certain shareholder maintenance services (sub-transfer agent expenses).  These shareholder services include the pre-processing and quality control of new accounts, shareholder correspondence, answering customer inquiries regarding account status, and facilitating shareholder telephone transactions.  Fees paid by the Fund to various brokers, dealers, and financial intermediaries for the six months ended April 30, 2014 were $65,831.
 
U.S. Bancorp Fund Services, LLC (“USBFS”) provides the Fund with administrative, fund accounting, and transfer agent services, including all regulatory reporting, and necessary office equipment and personnel.  As administrator, USBFS prepares various federal and state regulatory filings, reports, and returns for the Fund; prepares reports and materials to be supplied to the Board; monitors the activities of the Fund’s custodian, transfer agent, and accountants; and coordinates the preparation and payment of the Fund’s expenses and reviews the Fund’s expense accruals.  Fees paid to USBFS for the six months ended April 30, 2014 were $60,767.
 
U.S. Bank, N.A., an affiliate of USBFS, serves as the Fund’s custodian.  Quasar Distributors, LLC acts as the Fund’s principal underwriter in a continuous public offering of the Fund’s shares.  Quasar Distributors, LLC is an affiliate of USBFS and U.S. Bank, N.A.
 
 
6).  LINE OF CREDIT
 
The Fund has a line of credit with the other funds in the Hennessy Funds family of funds (the “Hennessy Funds”) in the amount of the lesser of (i) $100,000,000 or (ii) 33.33% of each Hennessy Fund’s net assets, or 30% for the Hennessy Gas Utility Index Fund and 10% for the Hennessy Balanced Fund, intended to provide short-term financing, if necessary, subject to certain restrictions, in connection with shareholder redemptions.  The credit facility is with the Hennessy Funds’ custodian bank, U.S. Bank, N.A.  Borrowings under this arrangement bear interest at the bank’s prime rate.  During the six months ended April 30, 2014, the Fund had an outstanding average daily balance and a weighted average interest rate of $19,972 and 3.25%, respectively.  The maximum amount outstanding for the Fund during the period was $973,000.
 
 
7).  FEDERAL TAX INFORMATION
 
As of October 31, 2013, the Fund’s most recent fiscal year end, the components of accumulated earnings (losses) for income tax purposes for the Fund were as follows:
 
 
Cost of investments for tax purposes
  $ 72,142,471  
 
Gross tax unrealized appreciation
  $ 18,631,889  
 
Gross tax unrealized depreciation
    (2,481,037 )
 
Net tax unrealized appreciation/depreciation
  $ 16,150,852  
 
Undistributed ordinary income
  $  
 
Undistributed long-term capital gains
    2,696,017  
 
Total distributable earnings
  $ 2,696,017  
 
Other accumulated gain (loss)
  $ (161,731 )
 
Total accumulated gain (loss)
  $ 18,685,138  
 
The difference between book-basis and tax-basis unrealized appreciation is attributable primarily to capital loss carry overs, wash sales, and partnership adjustments.
 
At October 31, 2013, the Fund’s most recent fiscal year end, the Fund had no tax basis capital losses to offset future capital gains.

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
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During the year ended October 31, 2013, the Fund’s most recent fiscal year end, the capital loss carry forwards utilized for the Fund were $3,634,977.
 
Capital losses sustained in the year ended October 31, 2012 and in future taxable years will not expire and may be carried over by the Fund without limitation; however, they will retain the character of the original loss.  Furthermore, any losses incurred during those taxable years will be required to be utilized prior to the losses incurred in the pre-enactment taxable years.  As a result of this ordering rule, pre-enactment capital loss carryforwards may be more likely to expire unused.  Under pre-enactment law, capital losses could be carried forward for eight years, and carried forward as short-term capital losses, irrespective of the character of the original loss.
 
At October 31, 2013, the Fund deferred, on a tax basis, a post-December late year ordinary loss deferral of $(161,731) and the Fund did not defer, on a tax basis, any post-December loss deferrals
 
The tax character of distributions paid during fiscal year 2014 (year-to-date) and fiscal year 2013 for the Fund were as follows:
 
     
Six Months Ended
   
Year Ended
 
     
April 30, 2014
   
October 31, 2013
 
 
Ordinary income
  $     $ 50,837  
 
Long-term capital gain
    2,696,057        
      $ 2,696,057     $ 50,837  

 

 
 
 
 
 
 
 
 

 
 

HENNESSYFUNDS.COM
 
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Expense Example (Unaudited)
April 30, 2014

 
As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments, reinvested dividends, or other distributions; redemption fees; and exchange fees; and (2) ongoing costs, including management fees; service fees; and other Fund 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 Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period from November 1, 2013 through April 30, 2014.
 
 
Actual Expenses
The first line of the table below provides information about actual account values and actual expenses.  Although the Fund charges no sales loads or transaction fees, you will be assessed fees for outgoing wire transfers, returned checks and stop payment orders at prevailing rates charged by U.S. Bancorp Fund Services, LLC, the Fund’s transfer agent.  If you request that a redemption be made by wire transfer, currently a $15.00 fee is charged by the Fund’s transfer agent.  IRA accounts will be charged a $15.00 annual maintenance fee.  The example below includes, but is not limited to, management fees, shareholder servicing fees, fund accounting, custody, and transfer agent fees.  However, the example below does not include portfolio trading commissions and related expenses, and other extraordinary expenses as determined under generally accepted accounting principles.  You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period.  Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line of the table under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.
 
 
Hypothetical Example for Comparison Purposes
The second line of the table below provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratios 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 your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads), or exchange fees.  Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds.  In addition, if these transactional costs were included, your costs would have been higher.
 

 
 

 

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
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Expenses Paid
 
Beginning
Ending
During Period(1)
 
Account Value
Account Value
November 1, 2013 –
 
November 1, 2013
April 30, 2014
April 30, 2014
Investor Class
     
       
Actual
$1,000.00
$1,060.60
$7.66
       
Hypothetical (5% return
     
  before expenses)
$1,000.00
$1,017.36
$7.50
 
(1)
Expenses are equal to the Fund’s annualized expense ratio of 1.50%, multiplied by the average account value over the period, multiplied by 181/365 days (to reflect one-half year period).

 

 
 
 
 
 
 
 
 
 
 

 

HENNESSYFUNDS.COM
 
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Proxy Voting
 
A description of the policies and procedures the Fund uses to determine how to vote proxies relating to portfolio securities is available without charge: (1) by calling 1-800-966-4354; (2) on the Hennessy Funds’ website at hennessyfunds.com; or (3) on the U.S. Securities and Exchange Commission’s (the “SEC”) website at www.sec.gov.  The Fund’s proxy voting record is available on both the Hennessy Funds’ website at hennessyfunds.com and the SEC’s website at www.sec.gov no later than August 31 for the prior 12 months ending June 30.
 
 
Quarterly Filings on Form N-Q
 
The Fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q.  The Fund’s Forms N-Q are available on the SEC’s website at www.sec.gov.  The Fund’s Forms N-Q may be reviewed and copied at the SEC’s Public Reference Room in Washington, DC and information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330.  Information included in the Fund’s Forms N-Q will also be available upon request by calling 1-800-966-4354.
 
 
Federal Tax Distribution Information
(Unaudited)
 
For the fiscal year ended October 31, 2013, certain dividends paid by the Fund may be subject to a maximum tax rate of 15%, as provided for by the Jobs and Growth Tax Relief Reconciliation Act of 2003.  The percentage of dividends declared from ordinary income designated as qualified dividend income was 100.00%.
 
For corporate shareholders, the percent of ordinary income distributions qualifying for the corporate dividends received deduction for the fiscal year ended October 31, 2013 was 100.00%.
 
The percentage of taxable ordinary income distributions that are designated as short-term capital gain distributions under Section 871(k)(2)(C) of the Internal Revenue Code of 1986, as amended, for the Fund was 0.00%.
 
 
Householding
 
To help keep the Fund’s costs as low as possible, we generally deliver a single copy of most financial reports and prospectuses to shareholders who share an address, even if the accounts are registered under different names.  This process, known as “householding,” does not apply to account statements.  You may, of course, request an individual copy of a prospectus or financial report at any time.  If you would like to receive separate mailings, please call the Administrator at 1-800-261-6950 or 1-414-765-4124 and we will begin individual delivery within 30 days of your request.  If your account is held through a financial institution or other intermediary, please contact them directly to request individual delivery.

 
 

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
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Board Approval of Investment Advisory
Agreement
 
At its meeting on March 3, 2014, the Board of Trustees of the Fund (the “Board”) unanimously approved the continuation of the investment advisory agreement of the Fund.
 
The Board reviewed a number of documents, including a memorandum provided by outside legal counsel that described the fiduciary duties of the Board with respect to approving the continuance of the investment advisory agreement and the relevant factors for consideration, a memorandum from the Advisor that listed each of the relevant factors and the documents provided to help the Board assess each such factor, the Advisor’s most recent Form 10-K and 10-Q, the Advisor’s Form ADV Part I, a document that listed the range of services provided by the Advisor for the Fund, a written discussion of economies of scale, a copy of the advisory agreement, a fund fact sheet, and peer expense and performance comparisons.  The Board considered and discussed numerous factors, including the following:
 
 
The Board considered the services identified below that are provided by the Advisor:
 
   
The Advisor acts as portfolio manager for the Fund.  In this capacity, the Advisor manages the composition of the portfolio of the Fund, including the purchase, retention, and disposition of portfolio securities in accordance with the Fund’s investment objectives, policies, and restrictions.
 
   
The Advisor performs daily reconciliations of portfolio positions and cash for the Fund.
 
   
The Advisor manages the use of soft dollars for the Fund.
 
   
The Advisor monitors compliance by the Fund with its investment objectives and restrictions.
 
   
The Advisor monitors compliance with federal securities laws and performs activities such as maintaining a compliance program, conducting ongoing reviews of the compliance programs of the Fund’s service providers, conducting on-site visits to the Fund’s service providers, monitoring incidents of abusive trading practices, reviewing Fund expense accruals, payments, and fixed expense ratios, evaluating insurance providers for fidelity bond coverage and D&O/E&O insurance coverage, conducting employee compliance training, reviewing reports provided by service providers, maintaining books and records, and preparing an annual compliance report to the Board.
 
   
The Advisor oversees service providers that support the Fund in providing fund accounting, fund administration, fund distribution, transfer agency, custodial, sales and marketing, audit, information technology, and legal services.
 
   
The Advisor maintains an in-house public relations and marketing department on behalf of the Fund.
 
   
The Advisor is actively involved with preparing regulatory filings for the Fund.
 
   
The Advisor manages proxy voting for the Fund.
 
   
The Advisor oversees distribution of the Fund through third-party broker/dealers and independent financial institutions such as Charles Schwab, Inc., Fidelity, TD Waterhouse, and Pershing.  The Advisor participates in “no transaction fee” (“NTF”) programs with these companies on behalf of the Fund,

 
 

HENNESSYFUNDS.COM
 
26

 
 
     
which allows customers to purchase the Fund through third-party distribution channels without paying a transaction fee.  The Advisor compensates a number of these third-party providers of NTF programs out of its own revenues and not those of the Fund.
 
   
The Advisor pays the incentive compensation of all of the Fund’s compliance officers and employs other staff such as management executives, legal personnel, marketing personnel, national accounts and distribution personnel, sales personnel, and trading oversight personnel.
 
   
The Advisor prepares or reviews Board materials, frequently presents to the Board or leads Board discussions, prepares or reviews meeting minutes, and arranges for Board training and education.
 
 
The Board compared the performance of the Fund to benchmark indices over various periods of time and concluded that the positive performance of the Fund warranted the continuation of the advisory agreement.
 
 
The Board reviewed the Fund’s expense ratio and comparable expense ratios for funds comparable to the Fund.  The Board used data from Morningstar showing funds similar in asset size and investment objective to the Fund and determined that the expense ratio of the Fund falls within the range of the ratios of other comparable funds and concluded that the expenses of the Fund were reasonable.
 
 
The Board considered the fees charged by the Advisor to those of funds similar in asset size and investment objective to the Fund and concluded the advisory fee of the Fund was reasonable and warranted continuation of the advisory agreement.  The Trustees noted that the investment advisory fees are not adjusted if economies of scale are realized as the Fund grows because many of the expenses incurred by the Advisor to manage the Fund are asset-based fees and thus do not result in material economies of scale being realized as the net assets of the Fund increase.
 
 
The Board considered the profitability of the Advisor with respect to the Fund and concluded the profits were reasonable and not excessive when compared to profitability guidelines set forth in relevant court cases.
 
 
The Board considered the high level of professionalism and knowledge of the Advisor’s employees, along with an extremely low level of turnover of the employees of the Advisor, and concluded that this was beneficial to the Fund and its shareholders, as it ensures that the Fund is operated efficiently.
 
 
All of the factors above were considered separately by the Board, including the Trustees who are not “interested persons” (as defined in the Investment Company Act of 1940, as amended) of the Fund (the “Independent Trustees”) meeting in an executive session.  The factors were viewed in their totality by the Board, with no single factor being the principal or determinative factor in the Board’s determination of whether to approve the continuation of the advisory agreement.  Based on the factors discussed above, the Board, including all of the Independent Trustees, recommended continuation of the advisory agreement.
 

 

 

 

 

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(This Page Intentionally Left Blank.)
 

 
 
 
 
 
 
 
 

 
 

 

 

 
 
 

 
 

For information, questions or assistance, please call
 
The Hennessy Funds
 
1-800-966-4354 or 1-415-899-1555
 

 
INVESTMENT ADVISOR
Hennessy Advisors, Inc.
7250 Redwood Blvd., Suite 200
Novato, California 94945

ADMINISTRATOR,
TRANSFER AGENT,
DIVIDEND PAYING AGENT &
SHAREHOLDER SERVICING AGENT
U.S. Bancorp Fund Services, LLC
P.O. Box 701
Milwaukee, Wisconsin 53201-0701

CUSTODIAN
U.S. Bank N.A.
Custody Operations
1555 North River Center Dr., Suite 302
Milwaukee, Wisconsin 53212

TRUSTEES
Neil J. Hennessy
Robert T. Doyle
J. Dennis DeSousa
Gerald P. Richardson

COUNSEL
Foley & Lardner LLP
777 East Wisconsin Avenue
Milwaukee, Wisconsin 53202-5306

INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM
Tait, Weller & Baker LLP
1818 Market Street, Suite 2400
Philadelphia, Pennsylvania 19103

DISTRIBUTOR
Quasar Distributors, LLC
615 East Michigan Street
Milwaukee, Wisconsin 53202
 
 
 
Hennessy Funds Logo

Investing, Uncomprised Graphic

hennessyfunds.com  |  1-800-966-4354

This report has been prepared for shareholders and may be distributed to
others only if preceded or accompanied by a current prospectus.
 

 
 
 

 

Hennessy Funds Logo


SEMI-ANNUAL REPORT

APRIL 30, 2014





 

HENNESSY TECHNOLOGY FUND
 
Investor Class  HTECX
Institutional Class  HTCIX

 
 
 
 
 
 
 

 

Investing, Uncomprised Graphic

hennessyfunds.com  |  1-800-966-4354

 
 
 

 



 
 
 
 
 
 
 
 

 

(This Page Intentionally Left Blank.)
 

 

 
 
 
 
 
 
 
 
 

 
 

 

 
 
 

 

Contents
 
 
Letter to Shareholders
 
2
Performance Overview
 
4
Financial Statements
   
    Schedule of Investments
 
7
    Statement of Assets and Liabilities
 
11
    Statement of Operations
 
12
    Statements of Changes in Net Assets
 
13
    Financial Highlights
 
14
    Notes to the Financial Statements
 
18
Expense Example
 
25
Proxy Voting
 
27
Quarterly Filings on Form N-Q
 
27
Householding
 
27
Board Approval of Investment Advisory Agreement
 
28

 

 

 

 

 

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
 

 

June 2014
 
Dear Shareholder:
 
 
The financial markets have provided strong returns over the past six-months ended April 30, 2014, with the Dow Jones Industrial Average (DJIA) and S&P 500 both returning approximately 8% during the period.  The current valuation metrics of the major indices are solid; for example, the DJIA currently has a price-to-earnings ratio of 15x and a price-to-sales ratio of 1.75x.  The DJIA also has a dividend yield of 2.2%, which is nearly as high as that of a 10-Year U.S. Treasury, which is currently yielding 2.6%.  Investing in high-yielding, high-quality DJIA stocks have the potential to not only provide an income stream but also for stock price appreciation as well.  Fixed income investing has run its course, in my opinion, and many individuals are currently benefiting from the return to investing in equities that possess strong fundamentals.
 
U.S. corporations continue to drive shareholder value by making acquisitions, initiating and raising dividends, investing in internal infrastructure, and buying back stock.  However, lately I have begun to see a shift in those business strategies.  The easier-to-execute acquisitions seem to be a thing of the past, and firms now have to be even more creative to execute accretive deals.  I also believe that while firms may continue to initiate dividends, fewer firms will raise their dividends and fewer firms will participate in stock buyback programs going forward.  So what will these cash-rich companies do with their capital if they are not raising dividends or buying back stock? I believe we will see companies begin to initiate capital expenditure programs.
 
Due to the continuing uncertainty from a lack of clear policies on taxes, healthcare, and regulations, I have observed that corporations would rather wait for clarity from our government leaders and defer any significant changes to their current business models.  Up until this point, there has been no real cost for firms to defer spending their capital as they wait for anticipated guidance on policies that directly affect their businesses.  But, this economic handcuffing from all of this uncertainty has gone on long enough.  I believe there will now be firms who want to improve their margins and will begin spending money to expand their sales, and may even begin to hire.  Once a competitor begins to move in this way, then the cost to defer becomes real for companies.  This movement to expansion may well be a catalyst to propel the financial markets.   I do believe this will be a slow shift, but one that will keep the economy improving, and should, in my opinion, help to generate reasonable market returns over the next few years.
 
With almost $3 trillion in cash sitting on the sidelines, this strategic shift by companies to begin spending their idle capital should help the economic recovery in the U.S.  But that is only one part of the equation.  Washington politics still play a role in how strong that recovery will be.  The national political landscape will change in the next few years, and the future generation of elected officials will be faced with what I believe are fictitious unemployment figures (6.3% reported, when over 20 million Americans are looking for more work or a better job), a sluggish economy, and global competition in business.  The next regime needs to provide real clarity on the issues that face all Americans and American corporations: taxation, regulation, and how to pay for our new healthcare system.  I also believe that our government needs to regard business as a noble profession and to implement common sense and logic in their policy making instead of politics as usual.  As Confucius is quoted as saying, “Life is really simple, but we insist on making it complicated.”
 

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I am confident that even with all the hurdles facing corporate America, companies continue to provide good value for their shareholders, and I believe that means the financial markets are in good shape and should remain strong moving forward, I also believe that the next few months may be volatile.  Fads come and go, and the current buzz on the Street is around investing in social media stocks.  I believe that chasing hot products has contributed and will continue to contribute to the volatility of the markets this year.  After over 35 years in the business, I still firmly believe the best way to position your portfolio is by investing in good companies over the long term, rather than trying to buy the next hot idea at exactly the right time.  At Hennessy Funds, hunches and fads have no place in our investment process, and we understand that successful investing comes from time in the market, not timing the market.
 
We remain focused on investing based on proven fundamentals, and we are committed to managing money for the sole benefit of our shareholders.  If you have any questions or want to speak with us directly, please don’t hesitate to call us at (800) 966-4354.
 
Best regards,
 
Neil J. Hennessy Signature
 
Neil J. Hennessy
President and Chief Investment Officer

 

 
Past performance does not guarantee future results.
 
Mutual fund investing involves risk.  Principal loss is possible.
 
Opinions expressed are those of Neil Hennessy and are subject to change, are not guaranteed and should not be considered investment advice.
 
The Dow Jones Industrial Average and S&P 500 are unmanaged indices commonly used to measure the performance of U.S. stocks.  One cannot invest directly in an index.
 
Price-to-sales ratio and price-to-earnings ratio are tools for calculating relative valuation.  Price-to-sales ratio is calculated by dividing the market price by revenue per share.  Price-to-earnings ratio is the market price per share divided by earnings per share.
 

 

 


 
 

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
3

 

Performance Overview (Unaudited)
 
 
The opinions expressed in the following commentary reflect those of the Portfolio Managers as of the date written. Any such opinions are subject to change based on market or other conditions and are not guaranteed. These opinions may not be relied upon as investment advice. Investment decisions for the Fund are based on several factors, and may not be relied upon as an indication of trading intent on behalf of the Fund. Security positions can and do change.
 
AVERAGE ANNUAL TOTAL RETURN PERIODS ENDED APRIL 30, 2014
 
 
Six
One
Five
Ten
 
Months(1)
Year
Years
Years
Hennessy Technology Fund –
       
  Investor Class (HTECX)
-0.81%
15.93%
12.44%
5.45%
Hennessy Technology Fund –
       
  Institutional Class (HTCIX)(2)
-0.66%
16.25%
12.65%
5.55%
NASDAQ Composite Index
 5.04%
24.87%
20.36%
8.90%
S&P 500 Index
 8.36%
20.44%
19.14%
7.67%
 
Expense ratios:
Gross 3.08%, Net 1.99%(3) (Investor Class);
 
Gross 2.80%, Net 1.74%(3) (Institutional Class)
 
Performance data quoted represents past performance; past performance does not guarantee future results. The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. Current performance of the Fund may be lower or higher than the performance quoted. Performance data current to the most recent month end may be obtained by visiting hennessyfunds.com. Performance for periods prior to October 26, 2012 is that of the FBR Technology Fund.
 
The expense ratios presented are from the most recent prospectus.
 
(1)
Periods less than one year are not annualized.
(2)
The inception date of the Institutional Class shares is March 12, 2010. Performance shown prior to the inception of the Institutional Class shares reflects the performance of the Investor Class shares and includes expenses that are not applicable to and are higher than those of the Institutional Class shares.
(3)
The Fund’s investment advisor has contractually agreed to waive a portion of its expenses through February 28, 2015.
 
 
PERFORMANCE NARRATIVE
 
Portfolio Managers Winsor H. Aylesworth and David H. Ellison
 
Over the previous six months, how did the Fund perform and what factors contributed to this performance?
 
For the six-month period ended April 30, 2014, the Investor Class of the Hennessy Technology Fund returned -0.81%, underperforming the NASDAQ Composite Index, the S&P 500 Index, and the Morningstar Technology Category Average, which returned 5.04%, 8.36%, and 6.46% for the same period, respectively.
 
After a relatively good period of performance, the Fund underperformed its benchmarks.  During the period, investors for various reasons started taking profits in the names that had appreciated the most.  This correction hit stocks in both the Healthcare and Technology sectors.  The Healthcare and Technology correction hit the Fund particularly hard because they were a major category of investment.  In summary, investor sentiment shifted from a growth bent to a value orientation.  Our emphasis on stocks with
 

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4

 

growing tangible book, growing revenues and growing profits, as desirable as that is, just did not reward this period.
 
Two stocks that did reward us were Illumina, Inc. and athenahealth, Inc., which returned 45% and 29%, respectively.  Illumina, Inc. manufactures and markets life science tools and integrated systems for the analytics of data to the biotech industry, while athenahealth, Inc. provides cloud-based services and health record software to the Healthcare industry.  With the aging population and the emphasis on managing health care costs, these stocks have been, and are expected to possibly be, in the sweet spot for growth for the foreseeable future.  Both of these holdings comprised 3 - 4% of the Fund’s total assets during the period.  We feel any market downturn would provide buying opportunity in these holdings, and the Fund continues to hold both of these positions.
 
Every portfolio has some holdings that underperform and do not meet investment expectations.  We are always evaluating information to determine if we deem the underperformance to be just a “blip” or whether the stock should be eliminated from the Fund’s portfolio.  Two stocks still owned by the Fund that had what we believe was a “blip” with respect to their recent performance are Amazon.com, Inc. and NetSuite, Inc., with six-month returns of -24% and -23%, respectively.  Well known and widely held Amazon.com, Inc. is one of the largest online retailers and has an impressive record of revenue growth.  Unfortunately, this is an example of where investors took profits during the period.  We continue to believe Amazon.com, Inc. is a leader in combining technology with the retail experience and should continue to grow and has the potential to reward investors again.  NetSuite, Inc. is a cloud-based software provider.  The stock was not immune to correction as its price had perhaps been overvalued in relation to its impressive record of growth.  Each of these holdings comprised 2 ½ - 3% of the Fund’s total assets during the period.  The Fund continues to hold both of these positions.
 
Additional Portfolio Manager commentary and related investment outlook:
 
Investors have much to be nervous about with geopolitics, job growth, housing starts, and interest rates issues dominating headlines.  It is not unexpected that at times investors, both large and small, review their portfolios and rebalance by selling the winners and buying alternatives.  It is our belief we are in such a period.  The good news is that we believe the Technology industry should continue to entice investors, as it offers potential solutions to the problems of mankind and innovative products for the consumer.  As investor fears ease and the economy improves, revenues and profits for successful companies should grow along with their tangible book value.  As a result, stock prices should improve.  We will continue to offer the Fund’s shareholders exposure to this segment following a consistent approach that emphasizes these metrics.
 
 

The NASDAQ Composite Index is a broad-based capitalization-weighted index of all the NASDAQ National Market and Small Cap stocks.  The S&P 500 Index is an unmanaged index commonly used to measure the performance of U.S. stocks.  You cannot invest directly in an index.  Performance data for an index does not reflect any deductions for fees, expenses or taxes.  The Fund is non-diversified, meaning it concentrates its assets in fewer holdings than a diversified fund and is therefore more exposed to individual stock volatility than a diversified fund.  Investments are focused in the technology industry, which may be adversely affected by rapidly changing technology, availability of capital, R&D, government regulation and the relatively high risks of obsolescence caused by scientific and technological advances.  Investments in foreign securities may involve greater volatility and political, economic and currency risk and differences in accounting methods.  The Fund may invest in IPOs, which may fluctuate considerably due to the absence of a prior public market and may have a magnified impact on the Fund.  The Fund invests in small- and medium-capitalization companies, which involves additional risks such as more limited liquidity and
 

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
5

 

greater volatility than large-capitalization companies.  References to specific securities should not be considered a recommendation to buy or sell any security.  Fund holdings and sector allocations are subject to change.  Please refer to the Schedule of Investments included in this report for additional portfolio information.
 
Tangible Book Value is a method of valuing a company by measuring its equity after removing any intangible assets.
 
Each Morningstar category average represents a universe of funds with similar investment objectives.  © Morningstar, Inc.  All Rights Reserved.  The information contained herein: 1) is proprietary to Morningstar; 2) may not be copied or distributed and 3) is not warranted to be accurate, complete or timely.  Neither Morningstar nor its content providers are responsible for any damages or losses arising from any use of this information.  Past performance does not guarantee future results.
 

 

 

 

 

 

 

HENNESSYFUNDS.COM
 
6

 

Schedule of Investments
 


HENNESSY TECHNOLOGY FUND
 
As of April 30, 2014 (Unaudited)
(% of Net Assets)
 


 

 
 
TOP TEN HOLDINGS (EXCLUDING CASH/CASH EQUIVALENTS)
% NET ASSETS
 
Gilead Sciences, Inc.
5.19%
 
Micron Technology, Inc.
4.59%
 
SanDisk Corp.
4.56%
 
Amazon.com, Inc.
4.55%
 
IMS Health Holdings, Inc.
4.53%
 
T- Mobile US, Inc.
4.52%
 
Illumina, Inc.
4.42%
 
Biogen Idec, Inc.
4.36%
 
Thermo Fisher Scientific, Inc.
4.35%
 
Alexion Pharmaceuticals, Inc.
4.35%

 

 

 
Note:  For presentation purposes, the Fund has grouped some of the industry categories.  For purposes of categorizing securities for compliance with Section 8(b)(1) of the Investment Company Act of 1940, the Fund uses more specific industry classifications.

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
7

 

 
 
COMMON STOCKS – 96.27%
 
Number
         
% of
 
     
of Shares
   
Value
   
Net Assets
 
 
Consumer Discretionary – 10.63%
                 
 
Amazon.com, Inc. (a)
    920     $ 279,800       4.55 %
 
Harman International Industries, Inc.
    1,050       115,090       1.87 %
 
NetFlix, Inc. (a)
    805       259,242       4.21 %
                654,132       10.63 %
                           
 
Financials – 1.24%
                       
 
Zillow, Inc. (a)
    705       76,634       1.24 %
                           
 
Health Care – 30.89%
                       
 
Alexion Pharmaceuticals, Inc. (a)
    1,690       267,358       4.35 %
 
Align Technology, Inc. (a)
    1,440       72,562       1.18 %
 
athenahealth, Inc. (a)
    930       114,985       1.87 %
 
Biogen Idec, Inc. (a)
    935       268,457       4.36 %
 
Gilead Sciences, Inc. (a)
    4,065       319,062       5.19 %
 
Illumina, Inc. (a)
    2,003       272,107       4.42 %
 
IMS Health Holdings, Inc. (a)
    11,750       278,945       4.53 %
 
Medidata Solutions, Inc. (a)
    1,077       39,106       0.64 %
 
Thermo Fisher Scientific, Inc.
    2,350       267,900       4.35 %
                1,900,482       30.89 %
                           
 
Information Technology – 48.41%
                       
 
3D Systems Corp. (a)
    2,002       94,775       1.54 %
 
Alliance Fiber Optic Products, Inc.
    1,865       35,845       0.58 %
 
Applied Materials, Inc.
    13,950       265,887       4.32 %
 
Arris Group, Inc. (a)
    2,182       56,928       0.93 %
 
Bottomline Technologies, Inc. (a)
    1,000       31,640       0.51 %
 
Finisar Corp. (a)
    1,495       39,094       0.64 %
 
First Solar, Inc. (a)
    1,545       104,272       1.69 %
 
Fleetmatics Group PLC (a)(c)
    2,195       65,916       1.07 %
 
iGATE Corp. (a)
    975       35,685       0.58 %
 
Imperva, Inc. (a)
    2,200       50,336       0.82 %
 
Interactive Intelligence Group, Inc (a)
    625       39,106       0.64 %
 
LAM Research Corp. (a)
    2,830       163,036       2.65 %
 
Lattice Semiconductor Corp. (a)
    5,125       43,153       0.70 %
 
Methode Electronics, Inc.
    1,505       41,749       0.68 %
 
Micron Technology, Inc. (a)
    10,815       282,488       4.59 %
 
NetSuite, Inc. (a)
    1,265       97,797       1.59 %
 

The accompanying notes are an integral part of these financial statements.

HENNESSYFUNDS.COM
 
8

 
 
 
COMMON STOCKS
 
Number
         
% of
 
     
of Shares
   
Value
   
Net Assets
 
 
Information Technology (Continued)
                 
 
Pandora Media, Inc. (a)
    5,100     $ 119,442       1.94 %
 
Proofpoint, Inc. (a)
    2,100       53,424       0.87 %
 
salesforce.com, Inc. (a)
    5,120       264,448       4.30 %
 
SanDisk Corp.
    3,300       280,401       4.56 %
 
Servicenow, Inc. (a)
    2,750       136,730       2.22 %
 
Splunk, Inc. (a)
    2,500       136,425       2.22 %
 
SS&C Technologies Holdings, Inc. (a)
    1,275       49,623       0.81 %
 
Stratasys Ltd. (a)(c)
    860       83,308       1.35 %
 
The Ultimate Software Group, Inc. (a)
    495       59,217       0.96 %
 
Workday, Inc. (a)
    3,615       264,148       4.29 %
 
Yelp, Inc. (a)
    1,440       83,981       1.36 %
                2,978,854       48.41 %
                           
 
Telecommunication Services – 5.10%
                       
 
8x8 Inc. (a)
    3,665       35,551       0.58 %
 
T- Mobile US, Inc. (a)
    9,500       278,255       4.52 %
                313,806       5.10 %
                           
 
Total Common Stocks
                       
 
  (Cost $5,861,422)
            5,923,908       96.27 %
                           
 
INVESTMENT COMPANIES (EXCLUDING
                       
 
  MONEY MARKET FUNDS) – 0.52%
                       
 
Hercules Technology Growth Capital, Inc.
    2,320       31,737       0.52 %
                           
 
Total Investment Companies (Excluding
                       
 
  Money Market Funds)
                       
 
  (Cost $30,636)
            31,737       0.52 %
 
 
 
 
 
 
 

The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
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SHORT-TERM INVESTMENTS – 4.00%
 
Number
         
% of
 
     
of Shares
   
Value
   
Net Assets
 
 
Money Market Funds – 4.00%
                 
 
Fidelity Government Portfolio –
                 
 
  Institutional Class, 0.01% (b)
    245,868     $ 245,868       4.00 %
                           
 
Total Money Market Funds
                       
 
  (Cost $245,868)
            245,868       4.00 %
                           
 
Total Short-Term Investments
                       
 
  (Cost $245,868)
            245,868       4.00 %
                           
 
Total Investments
                       
 
  (Cost $6,137,926) – 100.79%
            6,201,513       100.79 %
 
Liabilities in Excess
                       
 
  of Other Assets – (0.79)%
            (48,398 )     (0.79 )%
 
TOTAL NET ASSETS – 100.00%
          $ 6,153,115       100.00 %

Percentages are stated as a percent of net assets.

(a)
Non-income producing security.
(b)
The rate listed is the fund’s 7-day yield as of April 30, 2014.
(c)
U.S. traded security of a foreign corporation.

 
Summary of Fair Value Exposure at April 30, 2014
 
The following is a summary of the inputs used to value the Fund’s net assets as of April 30, 2014 (See Note 3 in the accompanying notes to the financial statements):
 
Common Stock
 
Level 1
   
Level 2
   
Level 3
   
Total
 
Consumer Discretionary
  $ 654,132     $     $     $ 654,132  
Financials
    76,634                   76,634  
Health Care
    1,900,482                   1,900,482  
Information Technology
    2,978,854                   2,978,854  
Telecommunication Services
    313,806                   313,806  
Total Common Stock
  $ 5,923,908     $     $     $ 5,923,908  
Investment Companies (Excluding
                               
  Money Market Funds)
  $ 31,737     $     $     $ 31,737  
Short-Term Investments
                               
Money Market Funds
  $ 245,868     $     $     $ 245,868  
Total Short-Term Investments
  $ 245,868     $     $     $ 245,868  
Total Investments
  $ 6,201,513     $     $     $ 6,201,513  

Transfers between levels are recognized at the end of the reporting period. During the six-month period ended April 30, 2014, the Fund recognized no transfers between levels.
 
 
 
 
 
 
 
 
 
 
 

 
The accompanying notes are an integral part of these financial statements.

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Financial Statements
 
Statement of Assets and Liabilities as of April 30, 2014 (Unaudited)
 
ASSETS:
     
Investments in securities, at value (cost $6,137,926)
  $ 6,201,513  
Dividends and interest receivable
    137  
Receivable for fund shares sold
    176  
Receivable for securities sold
    106,058  
Prepaid expenses and other assets
    23,881  
Due from advisor
    485  
    Total Assets
    6,332,250  
         
LIABILITIES:
       
Payable for securities purchased
    114,641  
Payable for fund shares redeemed
    35,246  
Payable to administrator
    2,897  
Payable to auditor
    9,474  
Distribution payable
    4,873  
Accrued trustees fees
    5,376  
Accrued expenses and other payables
    6,628  
    Total Liabilities
    179,135  
NET ASSETS
  $ 6,153,115  
         
NET ASSETS CONSIST OF:
       
Capital stock
  $ 7,207,201  
Accumulated net investment loss
    (117,340 )
Accumulated net realized loss on investments
    (1,000,333 )
Unrealized net appreciation on investments
    63,587  
    Total Net Assets
  $ 6,153,115  
         
NET ASSETS
       
Investor Class:
       
Shares authorized (no par value)
 
Unlimited
 
Net assets applicable to outstanding Investor Class shares
    4,929,734  
Shares issued and outstanding
    366,256  
Net asset value, offering price and redemption price per share
  $ 13.46  
         
Institutional Class:
       
Shares authorized (no par value)
 
Unlimited
 
Net assets applicable to outstanding Institutional Class shares
    1,223,381  
Shares issued and outstanding
    90,047  
Net asset value, offering price and redemption price per share
  $ 13.59  

 
 
 
 
The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
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Financial Statements
 
Statement of Operations Six Months Ended April 30, 2014 (Unaudited)
 
INVESTMENT INCOME:
     
Dividend income
  $ 7,681  
Interest income
    11  
    Total investment income
    7,692  
         
EXPENSES:
       
Investment advisory fees
    28,040  
Federal and state registration fees
    16,557  
Compliance expense
    10,655  
Audit fees
    9,472  
Trustees’  fees and expenses
    6,943  
Distribution fees – Investor Class (See Note 5)
    6,179  
Administration, fund accounting, custody and transfer agent fees
    3,664  
Legal fees
    2,480  
Sub-transfer agent expenses – Investor Class (See Note 5)
    2,460  
Sub-transfer agent expenses – Institutional Class (See Note 5)
    161  
Reports to shareholders
    1,106  
Other expenses
    3,565  
    Total expenses before reimbursement from advisor
    91,282  
Expense reimbursement by advisor – Investor Class
    (25,872 )
Expense reimbursement from advisor – Institutional Class
    (6,267 )
Net expenses
    59,143  
NET INVESTMENT LOSS
  $ (51,451 )
         
REALIZED AND UNREALIZED GAINS (LOSSES):
       
    Net realized gain on investments
  $ 767,400  
    Change in unrealized appreciation on investments
    (828,267 )
    Net gain (loss) on investments
    (60,867 )
NET DECREASE IN NET ASSETS RESULTING FROM OPERATIONS
  $ (112,318 )

 
 
 
 
 
 
 
 
The accompanying notes are an integral part of these financial statements.

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Financial Statements
 
Statements of Changes in Net Assets
 
   
Six Months Ended
       
   
April 30, 2014
   
Year Ended
 
   
(Unaudited)
   
October 31, 2013
 
OPERATIONS:
           
Net investment loss
  $ (51,451 )   $ (66,991 )
Net realized gain on securities
    767,400       577,798  
Change in unrealized appreciation (depreciation)
               
  on securities
    (828,267 )     802,157  
Net increase (decrease) in net assets
               
  resulting from operations
    (112,318 )     1,312,964  
                 
CAPITAL SHARE TRANSACTIONS:
               
Proceeds from shares subscribed – Investor Class
    828,795       633,313  
Proceeds from shares subscribed – Institutional Class
    84,537       199,069  
Cost of shares redeemed – Investor Class
    (285,707 )     (1,642,150 )
Cost of shares redeemed – Institutional Class
    (42,641 )     (196,791 )
Net increase (decrease) in net assets
               
  derived from capital share transactions
    584,984       (1,006,559 )
TOTAL INCREASE IN NET ASSETS
    472,666       306,405  
                 
NET ASSETS:
               
Beginning of period
    5,680,449       5,374,044  
End of period
  $ 6,153,115     $ 5,680,449  
Undistributed net investment loss, end of period
  $ (117,340 )   $ (65,889 )
                 
CHANGES IN SHARES OUTSTANDING:
               
Shares sold – Investor Class
    55,585       54,289  
Shares sold – Institutional Class
    5,809       16,644  
Shares redeemed – Investor Class
    (20,262 )     (139,783 )
Shares redeemed – Institutional Class
    (2,781 )     (16,569 )
Net increase (decrease) in shares outstanding
    38,351       (85,419 )
 
 
 
 
 
 
 
 

 
 
The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
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Financial Highlights
 
Hennessy Technology Fund
 
For an Investor Class share outstanding throughout each period

   
Six Months Ended
 
   
April 30, 2014
 
   
(Unaudited)
 
PER SHARE DATA:
     
Net asset value, beginning of period
  $ 13.57  
         
Income from investment operations:
       
Net investment loss
    (0.10 )
Net realized and unrealized gains (losses) on investments
    (0.01 )
    Total from investment operations
    (0.11 )
Paid-in capital from redemption fees
     
Net asset value, end of period
  $ 13.46  
         
TOTAL RETURN
    (0.81 )%(4)
         
SUPPLEMENTAL DATA AND RATIOS:
       
Net assets, end of period (millions)
  $ 4.93  
Ratio of expenses to average net assets:
       
    Before expense reimbursement
    3.00 %(5)
    After expense reimbursement
    1.95 %(5)
Ratio of net investment income (loss) to average net assets:
       
    Before expense reimbursement
    (2.75 )%(5)
    After expense reimbursement
    (1.70 )%(5)
Portfolio turnover rate(3)
    99 %(4)
 
 
 
 
 

 
(1)
Calculated based on average shares outstanding method.
(2)
Amount is less than $0.01.
(3)
Portfolio turnover is calculated on the basis of the Fund as a whole.
(4)
Not annualized.
(5)
Annualized.
 
 
 
 
 

 
The accompanying notes are an integral part of these financial statements.

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Year Ended October 31,
 
2013
   
2012
   
2011
   
2010
   
2009
 
                           
$ 10.67     $ 10.86     $ 11.00     $ 9.05     $ 6.96  
                                     
                                     
  (0.20 )     (0.15 )     (0.17 )(1)     (0.14 )     (0.08 )
  3.10       (0.04 )     0.03       2.08       2.16  
  2.90       (0.19 )     (0.14 )     1.94       2.08  
        0.00 (2)     0.00 (2)     0.01       0.01  
$ 13.57     $ 10.67     $ 10.86     $ 11.00     $ 9.05  
                                     
  27.18 %     (1.75 )%     (1.27 )%     21.55 %     30.03 %
                                     
                                     
$ 4.49     $ 4.44     $ 5.70     $ 8.21     $ 8.39  
                                     
  3.04 %     3.20 %     2.79 %     2.50 %     3.00 %
  1.95 %     1.95 %     1.95 %     1.95 %     1.95 %
                                     
  (2.36 )%     (2.39 )%     (2.38 )%     (1.64 )%     (2.10 )%
  (1.27 )%     (1.14 )%     (1.54 )%     (1.10 )%     (1.05 )%
  164 %     138 %     141 %     353 %     211 %
 
 
 
 
 
 
 
 
 
 
 
 

 
The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
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Financial Highlights
 
Hennessy Technology Fund
 
For an Institutional Class share outstanding throughout each period

   
Six Months Ended
 
   
April 30, 2014
 
   
(Unaudited)
 
PER SHARE DATA:
     
Net asset value, beginning of period
  $ 13.68  
         
Income from investment operations:
       
Net investment loss
    (0.10 )
Net realized and unrealized gains (losses) on investments
    0.01  
    Total from investment operations
    (0.09 )
Paid-in capital from redemption fees
     
Net asset value, end of period
  $ 13.59  
         
TOTAL RETURN
    (0.66 )%(4)
         
SUPPLEMENTAL DATA AND RATIOS:
       
Net assets, end of period (millions)
  $ 1.22  
Ratio of expenses to average net assets:
       
    Before expense reimbursement
    2.67 %(5)
    After expense reimbursement
    1.70 %(5)
Ratio of net investment income (loss) to average net assets:
       
    Before expense reimbursement
    (2.42 )%(5)
    After expense reimbursement
    (1.45 )%(5)
Portfolio turnover rate(6)
    99 %(4)

 
 
 
 
 
 
 
 
 
 

 
(1)
Institutional Class shares commenced operations on March 12, 2010.
(2)
Calculated based on average shares outstanding method.
(3)
Amount is less than $0.01.
(4)
Not annualized.
(5)
Annualized.
(6)
Portfolio turnover is calculated on the basis of the Fund as a whole.

 
The accompanying notes are an integral part of these financial statements.

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Period Ended
 
For the Year Ended October 31,
   
October 31,
 
2013
   
2012
   
2011
   
2010(1)
 
                     
$ 10.73     $ 10.89     $ 11.00     $ 10.46  
                             
                             
  (0.12 )     (0.11 )     (0.14 )(2)     (0.07 )
  3.07       (0.05 )     0.03       0.61  
  2.95       (0.16 )     (0.11 )     0.54  
        0.00 (3)     0.00 (3)     0.00 (3)
$ 13.68     $ 10.73     $ 10.89     $ 11.00  
                             
  27.49 %     (1.47 )%     (1.00 )%     5.16 %(4)
                             
                             
$ 1.19     $ 0.93     $ 1.16     $ 4.61  
                             
  2.76 %     4.11 %     3.45 %     2.34 %(5)
  1.70 %     1.70 %     1.70 %     1.70 %(5)
                             
  (2.10 )%     (3.31 )%     (2.99 )%     (1.41 )%(5)
  (1.04 )%     (0.90 )%     (1.24 )%     (0.77 )%(5)
  164 %     138 %     141 %     353 %(4)
 
 
 
 
 
 
 
 
 
 

 
The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
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Notes to the Financial Statements
April 30, 2014 (Unaudited)

 
1).  ORGANIZATION
 
The Hennessy Technology Fund (the “Fund”) is a series of Hennessy Funds Trust (the “Trust”), which was organized as a Delaware statutory trust on September 17, 1992.  The Fund is an open-end management investment company registered under the Investment Company Act of 1940, as amended.  The Fund is a successor to the FBR Technology Fund (the “Predecessor FBR Fund”), a series of The FBR Funds, a Delaware statutory trust, pursuant to a reorganization that took place after the close of business on October 26, 2012.  Prior to October 26, 2012, the Fund had no investment operations.  As a result of the reorganization, holders of the Investor Class shares of the Predecessor FBR Fund received Investor Class shares of the Fund (the Investor Class shares of the Fund are the successor to the accounting and performance information of the Predecessor FBR Fund), and holders of the Institutional Class shares of the Predecessor FBR Fund received Institutional Class shares of the Fund (the Institutional Class shares of the Fund are the successor to the accounting and performance information of the Predecessor FBR Fund).  The investment objective of the Fund is capital appreciation.  The Fund is a non-diversified fund.
 
The Fund offers Investor Class and Institutional Class shares.  Each class of shares differs principally in its respective administration, 12b-1 distribution and service fees, shareholder servicing, and transfer agent expenses and sales charges, if any.  Each class has identical rights to earnings, assets, and voting privileges, except for class-specific expenses and exclusive rights to vote on matters affecting only individual classes.
 
 
2).  SIGNIFICANT ACCOUNTING POLICIES
 
The following is a summary of significant accounting policies consistently followed by the Fund in the preparation of the financial statements. These policies are in conformity with U.S. generally accepted accounting principles (“GAAP”).
 
a).
Investment Valuation – All investments in securities are recorded at their estimated fair value, as described in Note 3.
 
b).
Federal Income Taxes – Provision for Federal income taxes or excise taxes has not been made since the Fund has elected to be taxed as a “regulated investment company” and intends to distribute substantially all of its taxable income to its shareholders and otherwise comply with the provisions of the Internal Revenue Code of 1986, as amended, applicable to regulated investment companies. Net investment income or loss and realized gains and losses for federal income tax purposes may differ from that reported on the financial statements because of temporary book and tax basis differences. Temporary differences are primarily the result of the treatment of wash sales for tax reporting purposes. Distributions from net realized gains for book purposes may include short-term capital gains, which are included as ordinary income to shareholders for tax purposes.
 
c).
Income and Expenses – Dividend income is recognized on the ex-dividend date or as soon as information is available to the Fund. Interest income, which includes the amortization of premium and accretion of discount, is recognized on an accrual basis. The Fund is charged for those expenses that are directly attributable to the portfolio, such as advisory, administration, and certain shareholder service fees.  Income,
 

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expenses (other than expenses attributable to a specific class), and realized and unrealized gains or losses on investments are allocated to each class of shares based on its respective net assets.
 
d).
Distributions to Shareholders – Dividends from net investment income for the Fund, if any, are declared and paid out annually, usually in November or December.  Distributions of net realized capital gains, if any, are declared and paid annually, usually in November or December.
 
e).
Security Transactions – Investment and shareholder transactions are recorded on the trade date. The Fund determines the gain or loss realized from the investment transactions by comparing the original cost of the security lot sold with the net sale proceeds. Discounts and premiums on securities purchased are accreted/amortized over the life of the respective security.
 
f).
Use of Estimates – The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported change in net assets during the reporting period. Actual results could differ from those estimates.
 
g).
Share Valuation – The net asset value (“NAV”) per share of the Fund is calculated by dividing the sum of the value of the securities held by the Fund, plus cash or other assets, minus all liabilities (including estimated accrued expenses) by the total number of shares outstanding for the Fund, rounded to the nearest cent. The Fund’s shares will not be priced on days the New York Stock Exchange is closed for trading. The offering and redemption price per share for the Fund is equal to the Fund’s net asset value per share.
 
h).
Foreign Currency – Values of investments denominated in foreign currencies are converted into U.S. dollars using the spot market rate of exchange at the time of valuation.  Purchases and sales of investments and income are translated into U.S. dollars using the spot market rate of exchange prevailing on the respective dates of such transactions.  The Fund does not isolate the portion of the results of operations resulting from fluctuations in foreign exchange rates on investments from fluctuations resulting from changes in the market prices of securities held.  Such fluctuations are included with the net realized and unrealized gain or loss on investments.  Foreign investments present additional risks due to currency fluctuations, economic and political factors, lower liquidity, government regulations, differences in accounting standards, and other factors.
 
i).
Forward Contracts – The Fund may enter into forward currency contracts to reduce its exposure to changes in foreign currency exchange rates on its foreign holdings and to lock in the U.S. dollar cost of firm purchase and sale commitments for securities denominated in foreign currencies.  A forward currency contract is a commitment to purchase or sell a foreign currency at a future date at a negotiated forward rate.  The gain or loss arising from the difference between the U.S. dollar cost of the original contract and the value of the foreign currency in U.S. dollars upon closing of such contract is included in net realized gain or loss from foreign currency transactions.  During the six months ended April 30, 2014, the Fund did not enter into any forward contracts.
 
j).
Repurchase Agreements – The Fund may enter into repurchase agreements with member banks or security dealers of the Federal Reserve Board whom the investment advisor deems creditworthy. The repurchase price generally equals the price paid by the Fund plus interest negotiated on the basis of current short-term rates.

 

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
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Securities pledged as collateral for repurchase agreements are held by the custodian bank until the respective agreements mature. Provisions of the repurchase agreements ensure that the market value of the collateral, including accrued interest thereon, is sufficient in the event of default of the counterparty. If the counterparty defaults and the value of the collateral declines or if the counterparty enters an insolvency proceeding, realization of the collateral by the Fund may be delayed or limited.
 
k).
Accounting for Uncertainty in Income Taxes – The Fund has adopted accounting policies regarding recognition and measurement of tax positions taken or expected to be taken on a tax return.  The Fund has reviewed all open tax years in major jurisdictions and concluded that there is no impact on the Fund’s net assets and no tax liability resulting from unrecognized tax benefits relating to uncertain income tax positions taken or expected to be taken on a tax return.  The Fund’s major tax jurisdictions are U.S. Federal and Delaware.  As of April 30, 2014, open Federal and state tax years for the Fund include the tax years ended October 31, 2011 through 2013.
 
l).
Derivatives – The Fund may invest in, or enter into, derivatives, such as options, futures contracts, options on futures contracts, and swaps, for a variety of reasons, including to hedge certain risks, to provide a substitute for purchasing or selling particular securities, or to increase potential income gain.  Derivatives may provide a cheaper, quicker, or more specifically focused way for a Fund to invest than “traditional” securities would.  The main purpose of utilizing these derivative instruments is for hedging purposes.
 
 
The Fund has adopted the financial accounting reporting rules as required by the Derivatives and Hedging Topic of the Financial Accounting Standards Board Accounting Standards Codification. Under such rules, the Fund is required to include enhanced disclosure that enables investors to understand how and why an entity uses derivatives, how derivatives are accounted for, and how derivatives instruments affect an entity’s results of operations and financial position. During the six months ended April 30, 2014, the Fund did not hold any derivative instruments.
 
m).
Events Subsequent to the Fiscal Period End – The Fund has adopted financial reporting rules regarding subsequent events that require an entity to recognize in the financial statements the effects of all subsequent events that provide additional evidence about conditions that existed at the date of the balance sheet.  Management has evaluated the Fund’s related events and transactions that occurred subsequent to April 30, 2014 through the date of issuance of the Fund’s financial statements.  There were no events or transactions that occurred during this period that materially impacted the amounts or disclosures in the Fund’s financial statements.
 
 
3).  SECURITIES VALUATION
 
The Fund has adopted authoritative fair valuation accounting standards that establish an authoritative definition of fair value and set out a hierarchy for measuring fair value.  These standards require additional disclosures about the various inputs and valuation techniques used to develop the measurements of fair value and a discussion in changes in valuation techniques and related inputs during the period.  These inputs are summarized in the three broad levels listed below:
 
 
Level 1 –
Quoted unadjusted prices for identical instruments in active markets to which the Fund has access at the date of measurement.

 

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Level 2 –
Quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; and model-derived valuations in which all significant inputs and significant value drivers are observable in active markets.  Level 2 inputs are those in markets for which there are few transactions, the prices are not current, the prices are fair value adjusted due to post-market close subsequent events (foreign markets), little public information exists, or instances where prices vary substantially over time or among brokered market makers.  These inputs may also include interest rates, prepayment speeds, credit risk curves, default rates, and similar data.
 
 
Level 3 –
Model-derived valuations in which one or more significant inputs or significant value drivers are unobservable.  Unobservable inputs are those inputs that reflect the Fund’s own assumptions about what market participants would use to price the asset or liability based on the best available information.
 
Following is a description of the valuation techniques applied to the Fund’s major categories of assets and liabilities measured at fair value on a recurring basis.
 
Equity Securities – Equity securities, including common stocks, preferred stocks, foreign issued common stocks, exchange traded funds, closed-end mutual funds, and real estate investment trusts, that are traded on a securities exchange for which a last-quoted sales price is readily available will be valued at the last sales price as reported by the primary exchange on which the securities are listed.  Securities listed on The NASDAQ Stock Market (“NASDAQ”) will be valued at the NASDAQ Official Closing Price, which may differ from the last sales price reported.  Securities traded on a securities exchange for which a last-quoted sales price is not readily available will be valued at the mean between the bid and ask prices.  To the extent these securities are actively traded and valuation adjustments are not applied, they are classified in Level 1 of the fair value hierarchy.
 
Investment Companies – Investments in investment companies (e.g., mutual funds and exchange traded funds) are generally priced at the ending NAV provided by the Fund’s service agent and will be classified in Level 1 of the fair value hierarchy.
 
Debt Securities – Debt securities, including corporate bonds, asset-backed securities, mortgage-backed securities, municipal bonds, U.S. Treasuries, and U.S. government agency issues, are valued at market on the basis of valuations furnished by an independent pricing service that utilizes both dealer-supplied valuations and formula-based techniques.  The pricing service may consider recently executed transactions in securities of the issuer or comparable issuers, market price quotations (where observable), bond spreads, and fundamental data relating to the issuer.  In addition, the model may incorporate market observable data such as reported sales of similar securities, broker quotes, yields, bids, offers, and reference data.  Certain securities are valued principally using dealer quotations.  These securities are generally classified in Level 2 of the fair value hierarchy.
 
Short-Term Securities – Short-term equity investments, including money market funds, are valued in the manner specified above.  Short-term debt investments are valued at amortized cost, if their original maturity was 60 days or less, or by amortizing the values as of the 61st day prior to maturity, if their original term to maturity exceeded 60 days.  Short-term securities are generally classified in Level 1 or Level 2 of the fair market hierarchy depending on the inputs used and market activity levels for specific securities.
 
The Board of Trustees of the Fund (the “Board”) has adopted fair value pricing procedures that are followed when a price for a security is not readily available or if a
 

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
21

 

significant event has occurred that indicates the closing price of a security no longer represents the true value of that security.  Fair value pricing determinations are made in good faith in accordance with these procedures. There are numerous criteria that will be given consideration in determining a fair value of a security. Some of these criteria are trading volume of security and markets, the value of other like securities, and news events with direct bearing to security or market. Fair value pricing results in an estimated price that reasonably reflects the current market conditions in order to rate the portfolio holdings such that shareholder transactions receive a fair net asset value.  Depending on the relative significance of the valuation inputs, these securities may be classified in either Level 2 or Level 3 of the fair value hierarchy.
 
Fair valuing of foreign securities may be determined with the assistance of a pricing service using correlations between the movement of prices of such securities and indices of domestic securities and other appropriate indicators, such as closing market prices of relevant American Depositary Receipts or futures contracts.  The effect of using fair value pricing is that the Fund’s NAV will reflect the affected portfolio securities’ value as determined in the judgment of the Board or its designee instead of being determined by the market.  Using a fair value pricing methodology to price foreign securities may result in a value that is different from a foreign security’s most recent closing price and from the prices used by other investment companies to calculate their net asset values and are generally considered Level 2 prices in the fair valuation hierarchy.  Because the Fund may invest in foreign securities, the value of the Fund’s portfolio securities may change on days when you will not be able to purchase or redeem your shares.
 
The Board has delegated day-to-day valuation matters to a Valuation Committee comprised of one or more representatives from Hennessy Advisors, Inc., the Fund’s investment advisor.  The function of the Valuation Committee is to value securities where current and reliable market quotations are not readily available.  All actions taken by the Valuation Committee are reviewed by the Board.
 
The Fund has performed an analysis of all existing investments to determine the significance and character of all inputs to their fair value determination.  Various inputs are used in determining the value of the Fund’s investments.  The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.  Details related to the fair valuation hierarchy of the Fund’s securities as of April 30, 2014 are included in the Fund’s Schedule of Investments.
 
 
4).  INVESTMENT TRANSACTIONS
 
Purchases and sales of investment securities (excluding government and short-term investments) for the Fund during the six months ended April 30, 2014 were $6,602,649 and $6,031,541, respectively.
 
There were no purchases or sales/maturities of long-term U.S. Government Securities for the Fund for the six months ended April 30, 2014.
 
 
5).  INVESTMENT MANAGEMENT FEE AND OTHER TRANSACTIONS WITH AFFILIATES
 
Hennessy Advisors, Inc. (the “Advisor”) is the investment advisor of the Fund. The Advisor provides the Fund with investment management services under an Investment Advisory Agreement. The Advisor furnishes all investment advice, office space, facilities, and provides most of the personnel needed by the Fund. As compensation for its services, the Advisor is entitled to a monthly fee from the Fund. The fee is based upon the average daily net assets of the Fund at the annual rate of 0.90%.
 

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The Advisor has contractually agreed to limit the total annual operating expenses of the Fund (excluding interest, taxes, brokerage commissions, dividend expenses, acquired fund fees and expenses, extraordinary legal expenses, or any other extraordinary expenses and, from and after November 1, 2014, 12b-1 fees) to 1.95% and 1.70% of the Fund’s net assets for the Investor Class shares and Institutional Class shares of the Fund, respectively, through February 28, 2015.  The net expense reimbursement for the Fund as of April 30, 2014 was $485.
 
For a period of three years after the year in which the Advisor waives or reimburses expenses, the Advisor may seek reimbursement from the Fund to the extent that total annual fund operating expenses are less than the expense limitation in effect at the time of the reimbursement.  The Advisor waived or reimbursed expenses of $32,139 for the Fund during the six-month period ended April 30, 2014.  As of April 30, 2014, cumulative expenses subject to potential recovery to the aforementioned conditions and year of expiration are as follows:
 
     
October 31, 2015
   
October 31, 2016
   
October 31, 2017
   
Total
 
 
Investor Class
  $ 619     $ 48,568     $ 25,872     $ 75,059  
 
Institutional Class
  $ 151     $ 10,931     $ 6,267     $ 17,349  
 
The Fund has adopted a plan pursuant to Rule 12b-1 under the Investment Company Act of 1940, as amended, that authorizes payments in connection with the distribution of the Fund’s shares at an annual rate of up to 0.25% of the Fund’s average daily net assets attributable to Investor Class shares.  Amounts paid under the plan may be spent on any activities or expenses primarily intended to result in the sale of shares, including but not limited to, advertising, compensation for sales and marketing activities or financial institutions and others such as dealers and distributors, shareholder account servicing, the printing and mailing of prospectuses to other than current shareowners, and the printing and mailing of sales literature.
 
The Fund has entered into agreements with various brokers, dealers, and financial intermediaries in connection with the sale of shares of the Fund.  The agreements provide for periodic payments by the Fund to the brokers, dealers, and financial intermediaries for providing certain shareholder maintenance services (sub-transfer agent expenses).  These shareholder services include the pre-processing and quality control of new accounts, shareholder correspondence, answering customer inquiries regarding account status, and facilitating shareholder telephone transactions. Fees paid by the Fund to various brokers, dealers, and financial intermediaries for the six months ended April 30, 2014 were $2,621.
 
U.S. Bancorp Fund Services, LLC (“USBFS”) provides the Fund with administrative, fund accounting, and transfer agent services, including all regulatory reporting, and necessary office equipment and personnel.  As administrator, USBFS prepares various federal and state regulatory filings, reports, and returns for the Fund; prepares reports and materials to be supplied to the Board; monitors the activities of the Fund’s custodian, transfer agent, and accountants; and coordinates the preparation and payment of the Fund’s expenses and reviews the Fund’s expense accruals. Fees paid to USBFS for the six months ended April 30, 2014 were $3,664.
 
U.S. Bank, N.A., an affiliate of USBFS, serves as the Fund’s custodian.  Quasar Distributors, LLC acts as the Fund’s principal underwriter in a continuous public offering of the Fund’s shares.  Quasar Distributors, LLC is an affiliate of USBFS and U.S. Bank, N.A.
 
 
6).  LINE OF CREDIT
 
The Fund has a line of credit with the other funds in the Hennessy Funds family of funds (the “Hennessy Funds”) in the amount of the lesser of (i) $100,000,000 or (ii) 33.33% of
 

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
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each Hennessy Fund’s net assets, or 30% for the Hennessy Gas Utility Index Fund and 10% for the Hennessy Balanced Fund, intended to provide short-term financing, if necessary, subject to certain restrictions, in connection with shareholder redemptions. The credit facility is with the Hennessy Funds’ custodian bank, U.S. Bank, N.A.  Borrowings under this arrangement bear interest at the bank’s prime rate. During the six months ended April 30, 2014, the Fund did not have any borrowings outstanding under the line of credit.
 
 
7).  FEDERAL TAX INFORMATION
 
As of October 31, 2013, the Fund’s most recent fiscal year end, the components of accumulated earnings (losses) for income tax purposes for the Fund were as follows:
 
 
Cost of investments for tax purposes
  $ 4,760,318  
 
Gross tax unrealized appreciation
  $ 964,717  
 
Gross tax unrealized depreciation
    (83,425 )
 
Net tax unrealized appreciation/depreciation
  $ 881,292  
 
Undistributed ordinary income
  $  
 
Undistributed long-term capital gains
     
 
Total distributable earnings
  $  
 
Other accumulated gain (loss)
  $ (1,823,060 )
 
Total accumulated gain (loss)
  $ (941,768 )
 
The difference between book-basis and tax-basis unrealized appreciation is attributable primarily to capital loss carry overs, wash sales, and partnership adjustments.
 
At October 31, 2013, the Fund’s most recent fiscal year end, the Fund had capital loss carryforwards that expire as follows:
 
 
$1,757,171
10/31/17
 
During the year ended October 31, 2013, the Fund’s most recent fiscal year end, the capital loss carry forwards utilized for the Fund were $448,592.
 
Capital losses sustained in the year ended October 31, 2012 and in future taxable years will not expire and may be carried over by the Fund without limitation; however, they will retain the character of the original loss. Furthermore, any losses incurred during those taxable years will be required to be utilized prior to the losses incurred in the pre-enactment taxable years. As a result of this ordering rule, pre-enactment capital loss carryforwards may be more likely to expire unused. Under pre-enactment law, capital losses could be carried forward for eight years, and carried forward as short-term capital losses, irrespective of the character of the original loss.
 
At October 31, 2013, the Fund deferred, on a tax basis, a post-December late year ordinary loss deferral of $(65,889) and did not defer, on a tax basis, any post-December loss deferrals.
 
The Fund did not pay any distributions during fiscal year 2014 (year-to-date) or fiscal year 2013.
 



 

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Expense Example (Unaudited)
April 30, 2014

 
As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments, reinvested dividends, or other distributions; redemption fees; and exchange fees; and (2) ongoing costs, including management fees; service fees; and other Fund 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 Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period from November 1, 2013 through April 30, 2014.
 
Actual Expenses
The first line of the table below under the “Investor Class” and “Institutional Class” headings provides information about actual account values and actual expenses. Although the Fund charges no sales loads or transaction fees, you will be assessed fees for outgoing wire transfers, returned checks and stop payment orders at prevailing rates charged by U.S. Bancorp Fund Services, LLC, the Fund’s transfer agent.  If you request that a redemption be made by wire transfer, currently a $15.00 fee is charged by the Fund’s transfer agent. IRA accounts will be charged a $15.00 annual maintenance fee. The example below includes, but is not limited to, management fees, shareholder servicing fees, fund accounting, custody, and transfer agent fees.  However, the example below does not include portfolio trading commissions and related expenses, and other extraordinary expenses as determined under generally accepted accounting principles.  You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period.  Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line of the table under the “Investor Class” and “Institutional Class” headings in the column entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.
 
Hypothetical Example for Comparison Purposes
The second line of the table below under the “Investor Class” and “Institutional Class” headings provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratios 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 your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads), or exchange fees. Therefore, the second line of the table under the “Investor Class” and “Institutional Class” headings 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.
 

 

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
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Expenses Paid
 
Beginning
Ending
During Period(1)
 
Account Value
Account Value
November 1, 2013 –
 
November 1, 2013
April 30, 2014
April 30, 2014
Investor Class
     
       
Actual
$1,000.00
$   991.90
$9.63
       
Hypothetical (5% return
     
  before expenses)
$1,000.00
$1,015.12
$9.74
       
Institutional Class
     
       
Actual
$1,000.00
$   993.40
$8.40
       
Hypothetical (5% return
     
  before expenses)
$1,000.00
$1,016.36
$8.50

(1)
Expenses are equal to the Fund’s annualized expense ratio of 1.95%  for Investor Class shares or 1.70% for Institutional Class shares, as applicable, multiplied by the average account value over the period, multiplied by 181/365 days (to reflect one-half year period).

 
 
 
 
 
 
 

 



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Proxy Voting
 
A description of the policies and procedures the Fund uses to determine how to vote proxies relating to portfolio securities is available without charge: (1) by calling 1-800-966-4354; (2) on the Hennessy Funds’ website at hennessyfunds.com; or (3) on the U.S. Securities and Exchange Commission’s (the “SEC”) website at www.sec.gov. The Fund’s proxy voting record is available on both the Hennessy Funds’ website at hennessyfunds.com and the SEC’s website at www.sec.gov no later than August 31 for the prior 12 months ending June 30.
 
 
Quarterly Filings on Form N-Q
 
The Fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. The Fund’s Forms N-Q are available on the SEC’s website at www.sec.gov. The Fund’s Forms N-Q may be reviewed and copied at the SEC’s Public Reference Room in Washington, DC and information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330.  Information included in the Fund’s Forms N-Q will also be available upon request by calling 1-800-966-4354.
 
 
Householding
 
To help keep the Fund’s costs as low as possible, we generally deliver a single copy of most financial reports and prospectuses to shareholders who share an address, even if the accounts are registered under different names. This process, known as “householding,” does not apply to account statements. You may, of course, request an individual copy of a prospectus or financial report at any time. If you would like to receive separate mailings, please call the Administrator at 1-800-261-6950 or 1-414-765-4124 and we will begin individual delivery within 30 days of your request. If your account is held through a financial institution or other intermediary, please contact them directly to request individual delivery.
 

 

 

 


HENNESSY FUNDS                                                                                                        1-800-966-4354
 
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Board Approval of Investment Advisory
Agreement
 
At its meeting on March 3, 2014, the Board of Trustees of the Fund (the “Board”) unanimously approved the continuation of the investment advisory agreement of the Fund.
 
The Board reviewed a number of documents, including a memorandum provided by outside legal counsel that described the fiduciary duties of the Board with respect to approving the continuance of the investment advisory agreement and the relevant factors for consideration, a memorandum from the Advisor that listed each of the relevant factors and the documents provided to help the Board assess each such factor, the Advisor’s most recent Form 10-K and 10-Q, the Advisor’s Form ADV Part I, a document that listed the range of services provided by the Advisor for the Fund, a written discussion of economies of scale, a copy of the advisory agreement, a fund fact sheet, and peer expense and performance comparisons.  The Board considered and discussed numerous factors, including the following:
 
 
The Board considered the services identified below that are provided by the Advisor:
 
   
The Advisor acts as portfolio manager for the Fund. In this capacity, the Advisor manages the composition of the portfolio of the Fund, including the purchase, retention, and disposition of portfolio securities in accordance with the Fund’s investment objectives, policies, and restrictions.
 
   
The Advisor performs daily reconciliations of portfolio positions and cash for the Fund.
 
   
The Advisor manages the use of soft dollars for the Fund.
 
   
The Advisor monitors compliance by the Fund with its investment objectives and restrictions.
 
   
The Advisor monitors compliance with federal securities laws and performs activities such as maintaining a compliance program, conducting ongoing reviews of the compliance programs of the Fund’s service providers, conducting on-site visits to the Fund’s service providers, monitoring incidents of abusive trading practices, reviewing Fund expense accruals, payments, and fixed expense ratios, evaluating insurance providers for fidelity bond coverage and D&O/E&O insurance coverage, conducting employee compliance training, reviewing reports provided by service providers, maintaining books and records, and preparing an annual compliance report to the Board.
 
   
The Advisor oversees service providers that support the Fund in providing fund accounting, fund administration, fund distribution, transfer agency, custodial, sales and marketing, audit, information technology, and legal services.
 
   
The Advisor maintains an in-house public relations and marketing department on behalf of the Fund.
 
   
The Advisor is actively involved with preparing regulatory filings for the Fund.
 
   
The Advisor manages proxy voting for the Fund.
 
   
The Advisor oversees distribution of the Fund through third-party broker/dealers and independent financial institutions such as Charles Schwab, Inc., Fidelity, TD Waterhouse, and Pershing. The Advisor participates in “no transaction fee” (“NTF”) programs with these companies on behalf of the Fund,
 

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which allows customers to purchase the Fund through third-party distribution channels without paying a transaction fee. The Advisor compensates a number of these third-party providers of NTF programs out of its own revenues and not those of the Fund.
 
   
The Advisor pays the incentive compensation of all of the Fund’s compliance officers and employs other staff such as management executives, legal personnel, marketing personnel, national accounts and distribution personnel, sales personnel, and trading oversight personnel.
 
   
The Advisor prepares or reviews Board materials, frequently presents to the Board or leads Board discussions, prepares or reviews meeting minutes, and arranges for Board training and education.
 
 
The Board compared the performance of the Fund to benchmark indices over various periods of time and concluded that the positive performance of the Fund warranted the continuation of the advisory agreement.
 
 
The Board reviewed the Fund’s expense ratio and comparable expense ratios for funds comparable to the Fund. The Board used data from Morningstar showing funds similar in asset size and investment objective to the Fund and determined that the expense ratio of the Fund falls within the range of the ratios of other comparable funds and concluded that the expenses of the Fund were reasonable.
 
 
The Board considered the fees charged by the Advisor to those of funds similar in asset size and investment objective to the Fund and concluded the advisory fee of the Fund was reasonable and warranted continuation of the advisory agreement. The Trustees noted that the investment advisory fees are not adjusted if economies of scale are realized as the Fund grows because many of the expenses incurred by the Advisor to manage the Fund are asset-based fees and thus do not result in material economies of scale being realized as the net assets of the Fund increase.
 
 
The Board considered the profitability of the Advisor with respect to the Fund and concluded the profits were reasonable and not excessive when compared to profitability guidelines set forth in relevant court cases.
 
 
The Board considered the high level of professionalism and knowledge of the Advisor’s employees, along with an extremely low level of turnover of the employees of the Advisor, and concluded that this was beneficial to the Fund and its shareholders, as it ensures that the Fund is operated efficiently.
 
All of the factors above were considered separately by the Board, including the Trustees who are not “interested persons” (as defined in the Investment Company Act of 1940, as amended) of the Fund (the “Independent Trustees”) meeting in an executive session. The factors were viewed in their totality by the Board, with no single factor being the principal or determinative factor in the Board’s determination of whether to approve the continuation of the advisory agreement. Based on the factors discussed above, the Board, including all of the Independent Trustees, recommended continuation of the advisory agreement.
 

 

 

 

 

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
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For information, questions or assistance, please call
 
The Hennessy Funds
 
1-800-966-4354 or 1-415-899-1555
 

 
INVESTMENT ADVISOR
Hennessy Advisors, Inc.
7250 Redwood Blvd., Suite 200
Novato, California 94945

ADMINISTRATOR,
TRANSFER AGENT,
DIVIDEND PAYING AGENT &
SHAREHOLDER SERVICING AGENT
U.S. Bancorp Fund Services, LLC
P.O. Box 701
Milwaukee, Wisconsin 53201-0701

CUSTODIAN
U.S. Bank N.A.
Custody Operations
1555 North River Center Dr., Suite 302
Milwaukee, Wisconsin 53212

TRUSTEES
Neil J. Hennessy
Robert T. Doyle
J. Dennis DeSousa
Gerald P. Richardson

COUNSEL
Foley & Lardner LLP
777 East Wisconsin Avenue
Milwaukee, Wisconsin 53202-5306

INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM
Tait, Weller & Baker LLP
1818 Market Street, Suite 2400
Philadelphia, Pennsylvania 19103

DISTRIBUTOR
Quasar Distributors, LLC
615 East Michigan Street
Milwaukee, Wisconsin 53202
 
 
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hennessyfunds.com  |  1-800-966-4354

This report has been prepared for shareholders and may be distributed to
others only if preceded or accompanied by a current prospectus.
 

 
 
 

 

Hennessy Funds Logo



SEMI-ANNUAL REPORT

APRIL 30, 2014






 

HENNESSY JAPAN FUND
 
Investor Class  HJPNX
Institutional Class  HJPIX

 
 
 
 
 
 
 
 
 

 

Investing, Uncomprised Graphic

hennessyfunds.com  |  1-800-966-4354





 
 
 

 


 
 
 
 
 
 
 
 
 

 



(This Page Intentionally Left Blank.)
 

 
 
 
 
 
 
 
 
 
 

 
 

 

 

 
 
 

 
 
Contents
 
 
Letter to Shareholders
2
Performance Overview
4
Financial Statements
 
    Schedule of Investments
6
    Statement of Assets and Liabilities
10
    Statement of Operations
11
    Statements of Changes in Net Assets
13
    Financial Highlights
14
    Notes to the Financial Statements
18
Expense Example
25
Proxy Voting
27
Quarterly Filings on Form N-Q
27
Householding
27
Board Approval of Investment Advisory Agreements
28

 

 

 

 

 

 

 

 

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
 

 

June 2014
 
Dear Shareholder:
 
 
As we review the first half of the year, we continue to see the same trends as in the recent past, with corporations in both Japan and the U.S. driving shareholder value by making acquisitions, initiating and raising dividends, investing in internal infrastructure, and buying back stock.  In fact, the total amount of dividends paid by Japanese companies reached a historic high over the twelve months ended March 31, 2013.  I believe we will likely see continued dividend increases from cash-rich companies, and we may also begin to see these firms initiate capital expenditure programs.
 
Up until this point, there has been no real cost for firms to defer spending, but I do believe there will now be companies that want to improve their margins and will begin spending money to expand their revenue, and may even begin to hire.  Once a competitor begins to move in this way, then the cost to defer becomes real for companies.  This movement to expansion may well be a catalyst to propel the financial markets.  With almost $3 trillion in cash sitting on the sidelines in the U.S. alone, it should help the economic recovery here in the U.S. for companies to begin spending their idle capital, which will likely have ripple effects to the Japan market and beyond.
 
The Japan financial markets were volatile over the past six months ended April 30, 2014, with the Tokyo Price Index, or TOPIX, falling -5.41% (in U.S. Dollar terms) during the period.  While the Japanese market started the period on a positive note as a result of constructive economic developments in Japan and overseas, the market recorded negative returns for the overall six-month period ended April 30, 2014.  This was due in large part to profit taking by investors following the surging Japanese market in 2013, and also due to concerns over the economies of developing countries and the instability of their currencies, the appreciation of the yen, growing tensions in Ukraine, and the volatile global economy.
 
On April 1, Japan’s long-anticipated consumption tax increase took effect, raising the tax by three percent to eight percent.  Initial reports suggest that the impact from the rise in taxes has been muted, which has put investors’ minds at ease.  Longer term economic indicators suggest that the benefits of Prime Minister Abe’s aggressive monetary and fiscal policies, referred to as “Abenomics,” are spreading and gaining traction.  While many investors may now have concerns about the third arrow of Abenomics, which is the growth strategy, I believe that cyclical recovery will continue in Japan for the next few years with or without the growth strategy.  Corporate balance sheets were strengthened significantly over recent years, which allowed Japanese companies to stay competitive at much higher currency rates, and I believe Japanese corporations will likely maintain their growth momentum irrespective of any future movement of the yen.  With favorable top line and bottom line results, I expect many companies to further grow their cash flow, which can stimulate future capital expenditures and which is sorely needed following two decades of underinvestment.  The trickle-down effect should benefit many domestic Japanese industries and has the potential to create a positive economic cycle for years to come.
 
I believe that Japanese investors, including pensions and individuals, will finally start investing in the domestic equity market, which should support the normalization of the valuation of the Japanese equity market and undervalued names.  The Japanese private sector is holding historically high financial assets, with cash and cash deposits held by corporations and individuals at $2.1 trillion and $8.7 trillion, respectively.  This money on
 

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the sidelines represents approximately two times the size of Japan’s total equity market cap.  This liquidity has never been invested, which was a smart decision made by investors in the deflationary environment of the past.
 
The Japanese government is creating a private pension plan modeled on the Individual Retirement Account, or IRA, in the U.S. IRAs were introduced in the U.S. in 1974 to encourage individuals to invest by introducing tax breaks.  Assets in U.S. IRA accounts grew 80-fold over 20 years, from $6.8 billion in 1980 to $5.4 trillion in 2010.  In 1980, bank deposits accounted for 82% of U.S. IRA assets, and today they account for just 10%.  In 1980, mutual funds accounted for just 3% of U.S. IRA assets, and today they account for 46%.  With this new government program, I strongly believe that a large structural shift from bank deposits into equities is likely to occur in Japan, much like it did in the U.S.  This in turn should help to drive the growth of the Japanese equity markets.
 
I am confident that even with all the hurdles facing corporations both in the U.S. and Japan, companies will continue to provide value for their shareholders.  To me, that means the financial markets are in good shape and should remain strong moving forward.  I also believe that the next few months may be volatile for the worldwide economy and the financial markets.  After over 35 years in the business, I still firmly believe the best way to position your portfolio is by investing in good companies over the long term, rather than trying to buy the next hot idea at exactly the right time.  At Hennessy Funds, hunches and fads have no place in our investment process, and we understand that successful investing comes from time in the market, not timing the market.
 
We remain focused on investing based on proven fundamentals, and we are committed to managing money for the sole benefit of our shareholders.  If you have any questions or want to speak with us directly, please don’t hesitate to call us at (800) 966-4354.
 
Best regards,
 
Neil J. Hennessy Signature
 
Neil J. Hennessy
President and Chief Investment Officer
 


 
 
Past performance does not guarantee future results.
 
Mutual fund investing involves risk.  Principal loss is possible.
 
Opinions expressed are those of Neil Hennessy and are subject to change, are not guaranteed and should not be considered investment advice.
 
The Tokyo Price Index (TOPIX) is a market capitalization-weighted index of all companies listed on the First Section of the Tokyo Stock Exchange.  One cannot invest directly in an index.
 
Cash flow can be used as an indication of a company’s financial strength and represents earnings before depreciation, amortization, and non-cash charges.
 

 


 
 

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
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Performance Overview (Unaudited)
 
 
The opinions expressed in the following commentary reflect those of the Portfolio Managers as of the date written. Any such opinions are subject to change based on market or other conditions and are not guaranteed. These opinions may not be relied upon as investment advice. Investment decisions for the Fund are based on several factors, and may not be relied upon as an indication of trading intent on behalf of the Fund. Security positions can and do change.
 
AVERAGE ANNUAL TOTAL RETURN PERIODS ENDED APRIL 30, 2014
 
 
Six
One
Five
Ten
 
Months(1)
Year
Years
Years
Hennessy Japan Fund –
       
  Investor Class (HJPNX)
-1.47%
 5.21%
15.57%
4.18%
Hennessy Japan Fund –
       
  Institutional Class (HJPIX)
-1.35%
 5.51%
15.83%
4.36%
Russell/Nomura Total MarketTM Index
-5.27%
-2.70%
  8.15%
2.52%
Tokyo Price Index (TOPIX)
-5.41%
-3.08%
  8.27%
2.35%

Expense ratios: 1.91% (Investor Class); 1.67% (Institutional Class)
 
Performance data quoted represents past performance; past performance does not guarantee future results. The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. Current performance of the Fund may be lower or higher than the performance quoted. Performance data current to the most recent month end may be obtained by visiting hennessyfunds.com.
 
The expense ratios presented are from the most recent prospectus.
 
(1)
Periods less than one year are not annualized.
 
 
PERFORMANCE NARRATIVE
SPARX ASSET MANAGEMENT CO., LTD, SUB-ADVISOR
 
Portfolio Managers: Masakazu Takeda, CMA, and Yu Shimizu, CMA, SPARX Asset Management Co., Ltd. (sub-advisor)
 
Over the previous six months, how did the Fund perform and what factors contributed to this performance?
 
For the six-month period ended April 30, 2014, the Investor Class of the Hennessy Japan Fund returned -1.47%, significantly outperforming the Russell/Nomura Total Market™ Index, the Tokyo Price Index (TOPIX), and the Morningstar Japan Category Average, which returned -5.27%, -5.41%, and -4.31% for the same period, respectively.
 
The largest positive contributors to the Fund’s performance among the 33 TOPIX sub-industries were shares of chemical manufacturers, miscellaneous manufacturing firms, and retailers.  Conversely, shares of wholesalers, banks, and precision instrument makers performed negatively during the six-month period.
 
Among the strongest performing stocks in the Fund during the period were Rohto Pharmaceutical Co., Ltd., the leading over-the-counter ophthalmic medicines and skincare cosmetics producer, Nidec Corporation, the world’s major electric motor manufacturer, and Ryohin Keikaku Co., Ltd., the operator of the MUJI brand retail chain store.  Shares of both Rohto Pharmaceutical Co., Ltd. and Nidec Corporation jumped over 28% and 24%, respectively, following strong earnings results for the fourth quarter of
 

HENNESSYFUNDS.COM
 
4

 

calendar year 2013.  The market also welcomed Nidec Corporation’s upward revision of its full-year earnings guidance for its fiscal year ended March 31, 2014.  Finally, shares of Ryohin Keikaku Co., Ltd. surged 18% due to the solid earnings announcement for its fiscal year ended February 28, 2014, and the upbeat guidance for the new fiscal year.  The Fund continues to hold all of these positions.
 
Conversely, Terumo Medical Corporation, Japan’s largest medical device manufacturer, MISUMI Group, Inc., the maker and distributor of metal mold components and precision machinery parts, and Unicharm Corporation, the baby and feminine care products maker, were among the major detractors from the Fund’s performance.  Shares of Terumo Medical Corporation fell 13% following its third quarter earnings announcement for its fiscal year ended March 31, 2014, as investors were disappointed with the decline in sales.  Shares of MISUMI Group, Inc. declined 11% on what we believe was the market’s growing concern over its outlook for fiscal year 2014.  Lastly, shares of Unicharm Corporation fell 8% as the perception of an intensifying competitive landscape became widely recognized by investors.
 
Additional Portfolio Manager commentary and related investment outlook:
 
Going forward, we will continue to increase our exposure to companies with a distinct manufacturing edge, high-quality craftsmanship, energy-efficient technologies, or a superior brand image that may benefit from the growing demand from the economies of developed and emerging countries.  We will also continue to favor general trading firms that span those technologies to the emerging nations.
 
 

The Russell/Nomura Total Market™ Index contains the top 98% of all stocks listed on Japan’s stock exchange and registered on Japan’s OTC market in terms of market capitalization.  The Tokyo Price Index (TOPIX) is a market capitalization-weighted index of all companies listed on the First Section of the Tokyo Stock Exchange.  The Russell/Nomura Total Market™ and TOPIX indices are presented in U.S. dollar terms and take into account reinvestment of dividends.  You cannot invest directly in an index.  Performance data for an index does not reflect any deductions for fees, expenses or taxes.  The Fund may invest in small- and medium capitalization companies, which may have limited liquidity and greater price volatility than large-capitalization companies.  Investments in foreign securities involve greater volatility and political, economic and currency risk and differences in accounting methods.  The Fund may invest in IPOs, which may fluctuate considerably due to the absence of a prior public market and may have a magnified impact on the Fund.  References to specific securities should not be considered a recommendation to buy or sell any security.  Fund holdings and sector allocations are subject to change.  Please refer to the Schedule of Investments included in this report for additional portfolio information.
 
Each Morningstar category average represents a universe of funds with similar investment objectives.  © Morningstar, Inc.  All Rights Reserved.  The information contained herein: 1) is proprietary to Morningstar; 2) may not be copied or distributed and 3) is not warranted to be accurate, complete or timely.  Neither Morningstar nor its content providers are responsible for any damages or losses arising from any use of this information.  Past performance does not guarantee future results.
 

 
 

 

 

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
5

 

Schedule of Investments
 


HENNESSY JAPAN FUND
 
As of April 30, 2014 (Unaudited)
(% of Net Assets)
 

 

 

 

 
 
TOP TEN HOLDINGS (EXCLUDING CASH/CASH EQUIVALENTS)
% NET ASSETS
 
Ryohin Keikaku Co., Ltd.
6.57%
 
Kao Corp.
6.39%
 
Asics Corp.
5.93%
 
Nidec Corp.
5.79%
 
Rohto Pharmaceutical Co., Ltd.
5.77%
 
Fuji Seal International, Inc.
5.46%
 
Unicharm Corp.
5.44%
 
Shimano, Inc.
5.42%
 
Isuzu Motors, Ltd.
5.17%
 
Keyence Corp.
5.10%

 

 

 
Note:  For presentation purposes, the Fund has grouped some of the industry categories.  For purposes of categorizing securities for compliance with Section 8(b)(1) of the Investment Company Act of 1940, the Fund uses more specific industry classifications.
 

HENNESSYFUNDS.COM
 
6

 

 
 
COMMON STOCKS – 98.62%
 
Number
         
% of
 
     
of Shares
   
Value
   
Net Assets
 
 
Consumer Discretionary – 27.95%
                 
 
Asics Corp.
    115,200     $ 2,242,177       5.93 %
 
Isuzu Motors, Ltd.
    337,000       1,957,145       5.17 %
 
Ryohin Keikaku Co., Ltd.
    22,100       2,483,674       6.57 %
 
Shimano, Inc.
    20,500       2,049,217       5.42 %
 
Toyota Motor Corp.
    34,000       1,836,958       4.86 %
                10,569,171       27.95 %
                           
 
Consumer Staples – 15.16%
                       
 
Kao Corp.
    64,200       2,416,964       6.39 %
 
Pigeon Corp.
    28,100       1,258,067       3.33 %
 
Unicharm Corp.
    37,900       2,055,243       5.44 %
                5,730,274       15.16 %
                           
 
Financials – 6.90%
                       
 
Mizuho Financial Group
    503,200       985,571       2.60 %
 
Sumitomo Mitsui Financial Group, Inc.
    41,100       1,624,696       4.30 %
                2,610,267       6.90 %
                           
 
Health Care – 11.18%
                       
 
Mani, Inc.
    6,900       308,664       0.81 %
 
Rohto Pharmaceutical Co., Ltd.
    123,600       2,180,492       5.77 %
 
Terumo Corp.
    87,600       1,738,477       4.60 %
                4,227,633       11.18 %
                           
 
Industrials – 26.87%
                       
 
Daikin Industries
    17,100       989,135       2.61 %
 
Itochu Corp.
    40,500       453,997       1.20 %
 
Komatsu, Ltd.
    7,500       165,122       0.44 %
 
Kubota Corp.
    36,000       463,987       1.23 %
 
Marubeni Corp.
    63,000       420,992       1.11 %
 
Misumi Group, Inc.
    72,400       1,761,798       4.66 %
 
Mitsubishi Corp.
    105,800       1,894,593       5.01 %
 
Nidec Corp.
    38,700       2,187,924       5.79 %
 
Sumitomo Corp.
    140,500       1,823,758       4.82 %
                10,161,306       26.87 %
                           
 
Information Technology – 5.10%
                       
 
Keyence Corp.
    5,000       1,928,808       5.10 %
 

The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
7

 

 
 
COMMON STOCKS
 
Number
         
% of
 
     
of Shares
   
Value
   
Net Assets
 
 
Materials – 5.46%
                 
 
Fuji Seal International, Inc.
    63,400     $ 2,062,784       5.46 %
                           
 
Total Common Stocks
                       
 
  (Cost $28,238,389)
            37,290,243       98.62 %
                           
 
SHORT-TERM INVESTMENTS – 0.79%
                       
                           
 
Money Market Funds – 0.79%
                       
 
Fidelity Government Portfolio –
                       
 
  Institutional Class, 0.01% (a)
    299,418       299,418       0.79 %
                           
 
Total Money Market Funds
                       
 
  (Cost $299,418)
            299,418       0.79 %
                           
 
Total Short-Term Investments
                       
 
  (Cost $299,418)
            299,418       0.79 %
                           
 
Total Investments
                       
 
  (Cost $28,537,807) – 99.41%
            37,589,661       99.41 %
 
Other Assets in Excess
                       
 
  of Liabilities – 0.59%
            222,717       0.59 %
 
TOTAL NET ASSETS – 100.00%
          $ 37,812,378       100.00 %

Percentages are stated as a percent of net assets.

(a)
The rate listed is the fund’s 7-day yield as of April 30, 2014.
 
 
 
 
 
 
 
 
 

 

The accompanying notes are an integral part of these financial statements.

HENNESSYFUNDS.COM
 
8

 

Summary of Fair Value Exposure at April 30, 2014
 
The following is a summary of the inputs used to value the Fund’s net assets as of April 30, 2014 (See Note 3 in the accompanying notes to the financial statements):
 
Common Stock
 
Level 1
   
Level 2
   
Level 3
   
Total
 
Consumer Discretionary
  $     $ 10,569,171     $     $ 10,569,171  
Consumer Staples
          5,730,274             5,730,274  
Financials
          2,610,267             2,610,267  
Health Care
          4,227,633             4,227,633  
Industrials
          10,161,306             10,161,306  
Information Technology
          1,928,808             1,928,808  
Materials
          2,062,784             2,062,784  
Total Common Stock
  $     $ 37,290,243     $     $ 37,290,243  
Short-Term Investments
                               
Money Market Funds
  $ 299,418     $     $     $ 299,418  
Total Short-Term Investments
  $ 299,418     $     $     $ 299,418  
Total Investments
  $ 299,418     $     $     $ 37,589,661  

Transfers between levels are recognized at the end of the reporting period. During the six-month period ended April 30, 2014, the Fund recognized significant transfers between Levels 1 and 2.
 
Transfers between Level 1 and Level 2 relate to the use of a fair valuation pricing service. On days when the fair valuation pricing service is used, non-U.S. dollar denominated securities move from a Level 1 to a Level 2 classification.
 
 
 
 
 
 
 
 
 

 
 
The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
9

 

Financial Statements
 
Statement of Assets and Liabilities as of April 30, 2014 (Unaudited)
 
ASSETS:
     
Investments in securities, at value (cost $28,537,807)
  $ 37,589,661  
Dividends and interest receivable
    312,342  
Receivable for fund shares sold
    14,879  
Prepaid expenses and other assets
    21,743  
    Total Assets     37,938,625  
         
LIABILITIES:
       
Payable for fund shares redeemed
    37,028  
Payable to advisor
    37,237  
Payable to administrator
    15,875  
Payable to auditor
    12,461  
Accrued service fees
    2,707  
Accrued interest payable
    2,241  
Accrued trustees fees
    5,011  
Accrued expenses and other payables
    13,687  
    Total Liabilities     126,247  
NET ASSETS
  $ 37,812,378  
         
NET ASSETS CONSIST OF:
       
Capital stock
  $ 62,237,205  
Accumulated net investment loss
    (147,266 )
Accumulated net realized loss on investments
    (33,328,595 )
Unrealized net appreciation on investments
    9,051,034  
    Total Net Assets   $ 37,812,378  
         
NET ASSETS
       
Investor Class:
       
Shares authorized (no par value)
 
Unlimited
 
Net assets applicable to outstanding Investor Class shares
    25,539,038  
Shares issued and outstanding
    1,316,963  
Net asset value, offering price and redemption price per share
  $ 19.39  
         
Institutional Class:
       
Shares authorized (no par value)
 
Unlimited
 
Net assets applicable to outstanding Institutional Class shares
    12,273,340  
Shares issued and outstanding
    622,737  
Net asset value, offering price and redemption price per share
  $ 19.71  
 
 
 
 
 
 

 
The accompanying notes are an integral part of these financial statements.

HENNESSYFUNDS.COM
 
10

 

Financial Statements
 
Statement of Operations Six Months Ended April 30, 2014 (Unaudited)
 
INVESTMENT INCOME:
     
Dividend income(1)
  $ 355,463  
Interest income
    123  
    Total investment income
    355,586  
         
EXPENSES:
       
Investment advisory fees
    224,059  
Administration, fund accounting, custody and transfer agent fees
    44,812  
Sub-transfer agent expenses – Investor Class (See Note 5)
    32,102  
Sub-transfer agent expenses – Institutional Class (See Note 5)
    3,025  
Federal and state registration fees
    17,566  
Service fees – Investor Class (See Note 5)
    16,905  
Compliance expense
    10,655  
Audit fees
    10,563  
Trustees’  fees and expenses
    6,943  
Reports to shareholders
    5,997  
Legal fees
    2,480  
Interest expense (See Note 6)
    2,222  
Other expenses
    5,073  
    Total expenses
    382,402  
NET INVESTMENT LOSS
  $ (26,816 )
         
REALIZED AND UNREALIZED GAINS (LOSSES):
       
    Net realized gain on investments
  $ 13,191  
    Change in unrealized appreciation on investments
    (826,729 )
    Net loss on investments
    (813,538 )
NET DECREASE IN NET ASSETS RESULTING FROM OPERATIONS
  $ (840,354 )

 
 
 
 
 
 
 
 

 
(1)
Net of foreign taxes withheld of $64,067.

 
The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
11

 




 
 
 
 
 
 
 

 



(This Page Intentionally Left Blank.)
 

 
 
 
 
 
 
 
 

 

 

 

HENNESSYFUNDS.COM
 
12

 

Financial Statements
 
Statements of Changes in Net Assets
 
   
Six Months Ended
       
   
April 30, 2014
   
Year Ended
 
   
(Unaudited)
   
October 31, 2013
 
OPERATIONS:
           
Net investment loss
  $ (26,816 )   $ (84,313 )
Net realized gain on securities
    13,191       16,814  
Change in unrealized appreciation (depreciation)
               
  on securities
    (826,729 )     6,419,308  
Net increase (decrease) in net assets
               
  resulting from operations
    (840,354 )     6,351,809  
                 
DISTRIBUTIONS TO SHAREHOLDERS FROM:
               
Return of capital
               
    Investor Class
          (7,343 )
    Institutional Class
          (5,524 )
Total distributions
          (12,867 )
                 
CAPITAL SHARE TRANSACTIONS:
               
Proceeds from shares subscribed – Investor Class
    17,775,299       34,783,512  
Proceeds from shares subscribed – Institutional Class
    4,342,557       2,373,930  
Dividends reinvested – Investor Class
          7,134  
Dividends reinvested – Institutional Class
          5,425  
Cost of shares redeemed – Investor Class
    (22,908,201 )     (18,430,840 )
Cost of shares redeemed – Institutional Class
    (949,957 )     (4,003,290 )
Net increase (decrease) in net assets
               
  derived from capital share transactions
    (1,740,302 )     14,735,871  
TOTAL INCREASE (DECREASE) IN NET ASSETS
    (2,580,656 )     21,074,813  
                 
NET ASSETS:
               
Beginning of period
    40,393,034       19,318,221  
End of period
  $ 37,812,378     $ 40,393,034  
Undistributed net investment loss, end of period
  $ (147,266 )   $ (120,450 )
                 
CHANGES IN SHARES OUTSTANDING:
               
Shares sold – Investor Class
    910,717       1,961,023  
Shares sold – Institutional Class
    217,260       126,165  
Shares issued to holders as reinvestment
               
  of dividends – Investor Class
          459  
Shares issued to holders as reinvestment
               
  of dividends – Institutional Class
          344  
Shares redeemed – Investor Class
    (1,185,350 )     (1,043,924 )
Shares redeemed – Institutional Class
    (48,640 )     (245,080 )
Net increase (decrease) in shares outstanding
    (106,013 )     798,987  

 
 
The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
13

 
 
Financial Highlights
 
Hennessy Japan Fund
 
For an Investor Class share outstanding throughout each period

   
Six Months Ended
 
   
April 30, 2014
 
   
(Unaudited)
 
PER SHARE DATA:
     
Net asset value, beginning of period
  $ 19.68  
         
Income from investment operations:
       
Net investment income (loss)
    (0.04 )
Net realized and unrealized gains (losses) on securities
    (0.25 )
    Total from investment operations
    (0.29 )
         
Less distributions:
       
Dividends from net investment income
     
Return of capital
     
    Total distributions
     
Paid-in capital from redemption fees
     
Net asset value, end of period
  $ 19.39  
         
TOTAL RETURN
    (1.47 )%(3)
         
SUPPLEMENTAL DATA AND RATIOS:
       
Net assets, end of period (millions)
  $ 25.54  
Ratio of expenses to average net assets:
       
    Before expense reimbursement
    1.76 %(4)
    After expense reimbursement
    1.76 %(4)
Ratio of net investment income (loss) to average net assets:
       
    Before expense reimbursement
    (0.19 )%(4)
    After expense reimbursement
    (0.19 )%(4)
Portfolio turnover rate(5)
    21 %(3)
 
 
 
 

 

(1)
The financial highlights set forth for periods prior to September 17, 2009 represent the historical financial highlights of the SPARX Japan Fund.  On September 17, 2009, Hennessy Advisors, Inc. became the investment advisor to the Fund and the Fund changed its name to Hennessy Select SPARX Japan Fund.  In October 2012, the Fund changed its name to Hennessy Japan Fund.
(2)
Amount is less than $0.01.
(3)
Not annualized.
(4)
Annualized.
(5)
Portfolio turnover is calculated on the basis of the Fund as a whole.

 
The accompanying notes are an integral part of these financial statements.

HENNESSYFUNDS.COM
 
14

 

 
 
 


Year Ended October 31,
 
2013
   
2012
   
2011
   
2010
   
2009(1)
 
                           
$ 15.40     $ 13.99     $ 12.58     $ 11.38     $ 9.73  
                                     
                                     
  (0.04 )     (0.02 )     (0.10 )     (0.04 )     0.02  
  4.33       1.43       1.51       1.25       1.66  
  4.29       1.41       1.41       1.21       1.68  
                                     
                                     
                    (0.01 )     (0.03 )
  (0.01 )                 (0.01 )      
  (0.01 )                 (0.02 )     (0.03 )
                    0.01       0.00 (2)
$ 19.68     $ 15.40     $ 13.99     $ 12.58     $ 11.38  
                                     
  27.87 %     10.08 %     11.21 %     11.04 %     17.36 %
                                     
                                     
$ 31.32     $ 10.38     $ 14.81     $ 20.01     $ 28.29  
                                     
  1.90 %     2.03 %     1.86 %     1.71 %     1.75 %
  1.90 %     2.03 %     1.86 %     1.59 %     1.24 %
                                     
  (0.35 )%     (0.09 )%     (0.54 )%     (0.27 )%     (0.34 )%
  (0.35 )%     (0.09 )%     (0.54 )%     (0.15 )%     0.17 %
  6 %     2 %     166 %     8 %     17 %
 
 
 
 
 
 
 
 
 
 

 
The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
15

 

Financial Highlights
 
Hennessy Japan Fund
 
For an Institutional Class share outstanding throughout each period

   
Six Months Ended
 
   
April 30, 2014
 
   
(Unaudited)
 
PER SHARE DATA:
     
Net asset value, beginning of period
  $ 19.98  
         
Income from investment operations:
       
Net investment income (loss)
    0.02  
Net realized and unrealized gains (losses) on securities
    (0.29 )
    Total from investment operations
    (0.27 )
         
Less distributions:
       
Dividends from net investment income
     
Return of capital
     
    Total distributions
     
Paid-in capital from redemption fees
     
Net asset value, end of period
  $ 19.71  
         
TOTAL RETURN
    (1.35 )%(3)
         
SUPPLEMENTAL DATA AND RATIOS:
       
Net assets, end of period (millions)
  $ 12.27  
Ratio of expenses to average net assets:
       
    Before expense reimbursement
    1.54 %(4)
    After expense reimbursement
    1.54 %(4)
Ratio of net investment income (loss) to average net assets:
       
    Before expense reimbursement
    0.08 %(4)
    After expense reimbursement
    0.08 %(4)
Portfolio turnover rate(5)
    21 %(3)
 
 
 
 

 

(1)
The financial highlights set forth for periods prior to September 17, 2009 represent the historical financial highlights of the SPARX Japan Fund.  On September 17, 2009, Hennessy Advisors, Inc. became the investment advisor to the Fund and the Fund changed its name to Hennessy Select SPARX Japan Fund. In October 2012, the Fund changed its name to Hennessy Japan Fund.
(2)
Amount is less than $0.01.
(3)
Not annualized.
(4)
Annualized.
(5)
Portfolio turnover is calculated on the basis of the Fund as a whole.

 
The accompanying notes are an integral part of these financial statements.

HENNESSYFUNDS.COM
 
16

 

 
 
 

Year Ended October 31,
 
2013
   
2012
   
2011
   
2010
   
2009(1)
 
                           
$ 15.60     $ 14.14     $ 12.66     $ 11.44     $ 9.78  
                                     
                                     
  (0.03 )     0.02       0.03       0.01       0.03  
  4.42       1.44       1.45       1.23       1.66  
  4.39       1.46       1.48       1.24       1.69  
                                     
                                     
                    (0.01 )     (0.03 )
  (0.01 )                 (0.01 )      
  (0.01 )                 (0.02 )     (0.03 )
                          0.00 (2)
$ 19.98     $ 15.60     $ 14.14     $ 12.66     $ 11.44  
                                     
  28.19 %     10.33 %     11.69 %     11.07 %     17.37 %
                                     
                                     
$ 9.07     $ 8.94     $ 9.70     $ 23.57     $ 25.55  
                                     
  1.66 %     1.85 %     1.64 %     1.45 %     1.75 %
  1.66 %     1.85 %     1.64 %     1.40 %     1.24 %
                                     
  (0.20 )%     0.13 %     0.19 %     0.02 %     (0.34 )%
  (0.20 )%     0.13 %     0.19 %     0.07 %     0.17 %
  6 %     2 %     166 %     8 %     17 %

 
 
 
 
 
 
 
 
 
 

 
The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
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Notes to the Financial Statements
April 30, 2014 (Unaudited)

 
1).  ORGANIZATION
 
The Hennessy Japan Fund (the “Fund”) is a series of Hennessy Funds Trust (the “Trust”), which was organized as a Delaware statutory trust on September 17, 1992.  The Fund is an open-end management investment company registered under the Investment Company Act of 1940, as amended.  The Fund is a successor to a fund with the same name (the “Predecessor Fund”) that was a series of Hennessy SPARX Funds Trust, a Massachusetts business trust, pursuant to a reorganization that took place after the close of business on February 28, 2014.  Prior to February 28, 2014, the Fund had no investment operations.  As a result of the reorganization, holders of the Investor Class shares of the Predecessor Fund received Investor Class shares of the Fund (the Investor Class shares of the Fund are the successor to the accounting and performance information of the Predecessor Fund), and holders of the Institutional Class shares of the Predecessor Fund received Institutional Class shares of the Fund (the Institutional Class shares of the Fund are the successor to the accounting and performance information of the Predecessor Fund).  The investment objective of the Fund is long-term capital appreciation.  The Fund is a diversified fund, but may employ a relatively focused investment strategy and may hold securities of fewer issuers than other diversified funds.
 
The Fund offers Investor Class and Institutional Class shares.  Prior to October 26, 2012, the Investor Class shares were known as Original Class shares. Each class of shares differs principally in its respective administration, 12b-1 distribution and service fees, shareholder servicing, and transfer agent expenses and sales charges, if any.  Each class has identical rights to earnings, assets, and voting privileges, except for class-specific expenses and exclusive rights to vote on matters affecting only individual classes.
 
 
2).  SIGNIFICANT ACCOUNTING POLICIES
 
The following is a summary of significant accounting policies consistently followed by the Fund in the preparation of the financial statements. These policies are in conformity with U.S. generally accepted accounting principles (“GAAP”).
 
a).
Investment Valuation – All investments in securities are recorded at their estimated fair value, as described in Note 3.
 
b).
Federal Income Taxes – Provision for Federal income taxes or excise taxes has not been made since the Fund has elected to be taxed as a “regulated investment company” and intends to distribute substantially all of its taxable income to its shareholders and otherwise comply with the provisions of the Internal Revenue Code of 1986, as amended, applicable to regulated investment companies. Net investment income or loss and realized gains and losses for federal income tax purposes may differ from that reported on the financial statements because of temporary book and tax basis differences. Temporary differences are primarily the result of the treatment of wash sales for tax reporting purposes. Distributions from net realized gains for book purposes may include short-term capital gains, which are included as ordinary income to shareholders for tax purposes.
 
c).
Income and Expenses – Dividend income is recognized on the ex-dividend date or as soon as information is available to the Fund. Interest income, which includes the amortization of premium and accretion of discount, is recognized on an accrual basis.
 

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The Fund is charged for those expenses that are directly attributable to the portfolio, such as advisory, administration, and certain shareholder service fees. Income, expenses (other than expenses attributable to a specific class), and realized and unrealized gains or losses on investments are allocated to each class of shares based on its respective net assets.
 
d).
Distributions to Shareholders – Dividends from net investment income for the Fund, if any, are declared and paid out annually, usually in November or December.  Distributions of net realized capital gains, if any, are declared and paid annually, usually in November or December.
 
e).
Security Transactions – Investment and shareholder transactions are recorded on the trade date. The Fund determines the gain or loss realized from the investment transactions by comparing the original cost of the security lot sold with the net sale proceeds. Discounts and premiums on securities purchased are accreted/amortized over the life of the respective security.
 
f).
Use of Estimates – The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported change in net assets during the reporting period. Actual results could differ from those estimates.
 
g).
Share Valuation – The net asset value (“NAV”) per share of the Fund is calculated by dividing the sum of the value of the securities held by the Fund, plus cash or other assets, minus all liabilities (including estimated accrued expenses) by the total number of shares outstanding for the Fund, rounded to the nearest cent. The Fund’s shares will not be priced on days the New York Stock Exchange is closed for trading. The offering and redemption price per share for the Fund is equal to the Fund’s net asset value per share.
 
h).
Foreign Currency – Values of investments denominated in foreign currencies, if any, are converted into U.S. dollars using the spot market rate of exchange at the time of valuation.  Purchases and sales of investments and income are translated into U.S. dollars using the spot market rate of exchange prevailing on the respective dates of such transactions.  The Fund does not isolate the portion of the results of operations resulting from fluctuations in foreign exchange rates on investments from fluctuations resulting from changes in the market prices of securities held.  Such fluctuations are included with the net realized and unrealized gain or loss on investments.  Foreign investments present additional risks due to currency fluctuations, economic and political factors, lower liquidity, government regulations, differences in accounting standards, and other factors.
 
i).
Forward Contracts – The Fund may enter into forward currency contracts to reduce its exposure to changes in foreign currency exchange rates on its foreign holdings and to lock in the U.S. dollar cost of firm purchase and sale commitments for securities denominated in foreign currencies.  A forward currency contract is a commitment to purchase or sell a foreign currency at a future date at a negotiated forward rate.  The gain or loss arising from the difference between the U.S. dollar cost of the original contract and the value of the foreign currency in U.S. dollars upon closing of such contract is included in net realized gain or loss from foreign currency transactions.  During the six months ended April 30, 2014, the Fund did not enter into any forward contracts.
 
j).
Repurchase Agreements – The Fund may enter into repurchase agreements with member banks or security dealers of the Federal Reserve Board whom the investment advisor deems creditworthy. The repurchase price generally equals the price paid by the Fund plus interest negotiated on the basis of current short-term rates.

 

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
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Securities pledged as collateral for repurchase agreements are held by the custodian bank until the respective agreements mature. Provisions of the repurchase agreements ensure that the market value of the collateral, including accrued interest thereon, is sufficient in the event of default of the counterparty. If the counterparty defaults and the value of the collateral declines or if the counterparty enters an insolvency proceeding, realization of the collateral by the Fund may be delayed or limited.
 
k).
Accounting for Uncertainty in Income Taxes – The Fund has adopted accounting policies regarding recognition and measurement of tax positions taken or expected to be taken on a tax return.  The Fund has reviewed all open tax years in major jurisdictions and concluded that there is no impact on the Fund’s net assets and no tax liability resulting from unrecognized tax benefits relating to uncertain income tax positions taken or expected to be taken on a tax return.  The Fund’s major tax jurisdictions are U.S. Federal and Delaware.  As of April 30, 2014, open Federal and state tax years for the Fund include the tax years ended October 31, 2011 through 2013.
 
l).
Derivatives – The Fund may invest in, or enter into, derivatives, such as options, futures contracts, options on futures contracts, and swaps, for a variety of reasons, including to hedge certain risks, to provide a substitute for purchasing or selling particular securities, or to increase potential income gain.  Derivatives may provide a cheaper, quicker, or more specifically focused way for a Fund to invest than “traditional” securities would.  The main purpose of utilizing these derivative instruments is for hedging purposes.
 
 
The Fund has adopted the financial accounting reporting rules as required by the Derivatives and Hedging Topic of the Financial Accounting Standards Board Accounting Standards Codification. Under such rules, the Fund is required to include enhanced disclosure that enables investors to understand how and why an entity uses derivatives, how derivatives are accounted for, and how derivatives instruments affect an entity’s results of operations and financial position. During the six months ended April 30, 2014, the Fund did not hold any derivative instruments.
 
m).
Events Subsequent to the Fiscal Period End – The Fund has adopted financial reporting rules regarding subsequent events that require an entity to recognize in the financial statements the effects of all subsequent events that provide additional evidence about conditions that existed at the date of the balance sheet.  Management has evaluated the Fund’s related events and transactions that occurred subsequent to April 30, 2014 through the date of issuance of the Fund’s financial statements.  There were no events or transactions that occurred during this period that materially impacted the amounts or disclosures in the Fund’s financial statements.
 
 
3).  SECURITIES VALUATION
 
The Fund has adopted authoritative fair valuation accounting standards that establish an authoritative definition of fair value and set out a hierarchy for measuring fair value.  These standards require additional disclosures about the various inputs and valuation techniques used to develop the measurements of fair value and a discussion in changes in valuation techniques and related inputs during the period.  These inputs are summarized in the three broad levels listed below:
 
 
Level 1 –
Quoted unadjusted prices for identical instruments in active markets to which the Fund has access at the date of measurement.
     
 
Level 2 –
Quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; and model-derived valuations in which all significant inputs and significant value drivers are observable in active markets.  Level 2 inputs are those in
 

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markets for which there are few transactions, the prices are not current, the prices are fair value adjusted due to post-market close subsequent events (foreign markets), little public information exists, or instances where prices vary substantially over time or among brokered market makers.  These inputs may also include interest rates, prepayment speeds, credit risk curves, default rates, and similar data.
     
 
Level 3 –
Model-derived valuations in which one or more significant inputs or significant value drivers are unobservable.  Unobservable inputs are those inputs that reflect the Fund’s own assumptions about what market participants would use to price the asset or liability based on the best available information.
 
Following is a description of the valuation techniques applied to the Fund’s major categories of assets and liabilities measured at fair value on a recurring basis.
 
Equity Securities – Equity securities, including common stocks, preferred stocks, foreign issued common stocks, exchange traded funds, closed-end mutual funds, and real estate investment trusts, that are traded on a securities exchange for which a last-quoted sales price is readily available will be valued at the last sales price as reported by the primary exchange on which the securities are listed.  Securities listed on The NASDAQ Stock Market (“NASDAQ”) will be valued at the NASDAQ Official Closing Price, which may differ from the last sales price reported.  Securities traded on a securities exchange for which a last-quoted sales price is not readily available will be valued at the mean between the bid and ask prices.  To the extent these securities are actively traded and valuation adjustments are not applied, they are classified in Level 1 of the fair value hierarchy.
 
Investment Companies – Investments in investment companies (e.g., mutual funds and exchange traded funds) are generally priced at the ending NAV provided by the Fund’s service agent and will be classified in Level 1 of the fair value hierarchy.
 
Debt Securities – Debt securities, including corporate bonds, asset-backed securities, mortgage-backed securities, municipal bonds, U.S. Treasuries, and U.S. government agency issues, are valued at market on the basis of valuations furnished by an independent pricing service that utilizes both dealer-supplied valuations and formula-based techniques.  The pricing service may consider recently executed transactions in securities of the issuer or comparable issuers, market price quotations (where observable), bond spreads, and fundamental data relating to the issuer.  In addition, the model may incorporate market observable data such as reported sales of similar securities, broker quotes, yields, bids, offers, and reference data.  Certain securities are valued principally using dealer quotations.  These securities are generally classified in Level 2 of the fair value hierarchy.
 
Short-Term Securities – Short-term equity investments, including money market funds, are valued in the manner specified above.  Short-term debt investments are valued at amortized cost, if their original maturity was 60 days or less, or by amortizing the values as of the 61st day prior to maturity, if their original term to maturity exceeded 60 days.  Short-term securities are generally classified in Level 1 or Level 2 of the fair market hierarchy depending on the inputs used and market activity levels for specific securities.
 
The Board of Trustees of the Fund (the “Board”) has adopted fair value pricing procedures that are followed when a price for a security is not readily available or if a significant event has occurred that indicates the closing price of a security no longer represents the true value of that security.  Fair value pricing determinations are made in good faith in accordance with these procedures. There are numerous criteria that will be given consideration in determining a fair value of a security. Some of these criteria are trading volume of security and markets, the value of other like securities, and news events
 

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
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with direct bearing to security or market. Fair value pricing results in an estimated price that reasonably reflects the current market conditions in order to rate the portfolio holdings such that shareholder transactions receive a fair net asset value.  Depending on the relative significance of the valuation inputs, these securities may be classified in either Level 2 or Level 3 of the fair value hierarchy.
 
Fair valuing of foreign securities may be determined with the assistance of a pricing service using correlations between the movement of prices of such securities and indices of domestic securities and other appropriate indicators, such as closing market prices of relevant American Depositary Receipts or futures contracts.  The effect of using fair value pricing is that the Fund’s NAV will reflect the affected portfolio securities’ value as determined in the judgment of the Board or its designee instead of being determined by the market.  Using a fair value pricing methodology to price foreign securities may result in a value that is different from a foreign security’s most recent closing price and from the prices used by other investment companies to calculate their net asset values and are generally considered Level 2 prices in the fair valuation hierarchy.  Because the Fund may invest in foreign securities, the value of the Fund’s portfolio securities may change on days when you will not be able to purchase or redeem your shares.
 
The Board has delegated day-to-day valuation matters to a Valuation Committee comprised of one or more representatives from Hennessy Advisors, Inc., the Fund’s investment advisor.  The function of the Valuation Committee is to value securities where current and reliable market quotations are not readily available.  All actions taken by the Valuation Committee are reviewed by the Board.
 
The Fund has performed an analysis of all existing investments to determine the significance and character of all inputs to their fair value determination.  Various inputs are used in determining the value of the Fund’s investments.  The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.  Details related to the fair valuation hierarchy of the Fund’s securities as of April 30, 2014 are included in the Fund’s Schedule of Investments.
 
 
4).  INVESTMENT TRANSACTIONS
 
Purchases and sales of investment securities (excluding government and short-term investments) for the Fund during the six months ended April 30, 2014 were $8,608,506 and $9,037,801, respectively.
 
There were no purchases or sales/maturities of long-term U.S. Government Securities for the Fund during the six months ended April 30, 2014.
 
 
5).  INVESTMENT MANAGEMENT FEE AND OTHER TRANSACTIONS WITH AFFILIATES
 
Hennessy Advisors, Inc. (the “Advisor”) is the investment advisor of the Fund. The Advisor provides the Fund with investment management services under an Investment Advisory Agreement. The Advisor furnishes all investment advice, office space, facilities, and provides most of the personnel needed by the Fund. As compensation for its services, the Advisor is entitled to a monthly fee from the Fund. The fee is based upon the average daily net assets of the Fund at the annual rate of 1.00%.  The net investment advisory fees payable for the Fund as of April 30, 2014 were $37,237.
 
The Advisor has delegated the day-to-day management of the Fund to a sub-advisor, SPARX Asset Management Co., Ltd.  The Advisor pays the sub-advisor fees for the Fund from its own assets and these fees are not an additional expense of the Fund.
 
The Board has approved a Shareholder Servicing Agreement for the Investor Class shares of the Fund, which was instituted to compensate the Advisor for the non-

HENNESSYFUNDS.COM
 
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investment management services it provides to the Fund. The Shareholder Servicing Agreement provides for a monthly fee paid to the Advisor at an annual rate of 0.10% of the average daily net assets of the Fund attributable to Investor Class shares. Shareholder servicing fees payable for the Fund as of April 30, 2014 were $2,707.
 
The Fund has entered into agreements with various brokers, dealers, and financial intermediaries in connection with the sale of shares of the Fund.  The agreements provide for periodic payments by the Fund to the brokers, dealers, and financial intermediaries for providing certain shareholder maintenance services (sub-transfer agent expenses).  These shareholder services include the pre-processing and quality control of new accounts, shareholder correspondence, answering customer inquiries regarding account status, and facilitating shareholder telephone transactions. Fees paid by the Fund to various brokers, dealers, and financial intermediaries for the six months ended April 30, 2014 were $35,127.
 
U.S. Bancorp Fund Services, LLC (“USBFS”) provides the Fund with administrative, fund accounting, and transfer agent services, including all regulatory reporting, and necessary office equipment and personnel.  As administrator, USBFS prepares various federal and state regulatory filings, reports, and returns for the Fund; prepares reports and materials to be supplied to the Board; monitors the activities of the Fund’s custodian, transfer agent, and accountants; and coordinates the preparation and payment of the Fund’s expenses and reviews the Fund’s expense accruals. Fees paid to USBFS for the six months ended April 30, 2014 were $44,812.
 
U.S. Bank, N.A., an affiliate of USBFS, serves as the Fund’s custodian.  Quasar Distributors, LLC acts as the Fund’s principal underwriter in a continuous public offering of the Fund’s shares.  Quasar Distributors, LLC is an affiliate of USBFS and U.S. Bank, N.A.
 
 
6).  LINE OF CREDIT
 
The Fund has a line of credit with the other funds in the Hennessy Funds family of funds (the “Hennessy Funds”) in the amount of the lesser of (i) $100,000,000 or (ii) 33.33% of each Hennessy Fund’s net assets, or 30% for the Hennessy Gas Utility Index Fund and 10% for the Hennessy Balanced Fund, intended to provide short-term financing, if necessary, subject to certain restrictions, in connection with shareholder redemptions. The credit facility is with the Hennessy Funds’ custodian bank, U.S. Bank, N.A.  Borrowings under this arrangement bear interest at the bank’s prime rate. During the six months ended April 30, 2014, the Fund had an outstanding average daily balance and a weighted average interest rate of $314,934 and 3.25%, respectively.  The maximum amount outstanding for the Fund during the period was $8,288,000.
 
 
7).  FEDERAL TAX INFORMATION
 
As of October 31, 2013, the Fund’s most recent fiscal year end, the components of accumulated earnings (losses) for income tax purposes for the Fund were as follows:
 
 
Cost of investments for tax purposes
  $ 30,288,033  
 
Gross tax unrealized appreciation
  $ 10,246,685  
 
Gross tax unrealized depreciation
    (418,275 )
 
Net tax unrealized appreciation/depreciation
  $ 9,828,410  
 
Undistributed ordinary income
  $  
 
Undistributed long-term capital gains
     
 
Total distributable earnings
  $  
 
Other accumulated gain (loss)
  $ (33,412,883 )
 
Total accumulated gain (loss)
  $ (23,584,473 )
           
 

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
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The difference between book-basis and tax-basis unrealized appreciation is attributable primarily to capital loss carry overs, wash sales, and partnership adjustments.
 
At October 31, 2013, the Fund’s most recent fiscal year end, the Fund had capital loss carryforwards that expire as follows:
 
  $ 4,786,618  
10/31/15
  $ 6,231,544  
10/31/16
  $ 15,450,664  
10/31/17
  $ 6,121,138  
10/31/18
  $ 362,390  
Indefinite ST
  $ 340,146  
Indefinite LT
 
During the year ended October 31, 2013, the Fund’s most recent fiscal year end, the capital loss carry forwards utilized for the Fund were $812,229.
 
Capital losses sustained in the year ended October 31, 2012 and in future taxable years will not expire and may be carried over by the Fund without limitation; however, they will retain the character of the original loss. Furthermore, any losses incurred during those taxable years will be required to be utilized prior to the losses incurred in the pre-enactment taxable years. As a result of this ordering rule, pre-enactment capital loss carryforwards may be more likely to expire unused. Under pre-enactment law, capital losses could be carried forward for eight years, and carried forward as short-term capital losses, irrespective of the character of the original loss.
 
At October 31, 2013, the Fund deferred, on a tax basis, a post-December late year ordinary loss deferral and a post-December loss deferral of $(120,450) and did not defer, on a tax basis, any post-December loss deferrals.
 
The tax character of distributions paid during fiscal year 2014 (year-to-date) and fiscal year 2013 for the Fund were as follows:
 
     
Six Months Ended
   
Year Ended
 
     
April 30, 2014
   
October 31, 2013
 
 
Ordinary income
  $     $  
 
Long-term capital gain
           
 
Return of capital
          12,867  
      $     $ 12,867  
 
 
8).  AGREEMENT AND PLAN OF REORGANIZATION
 
On December 11, 2013, the Board approved an Agreement and Plan of Reorganization (the “Agreement”), of the Hennessy Japan Fund (the “New Fund”), pursuant to which the New Fund would be a successor to the corresponding series of the same name Hennessy SPARX Funds Trust, a Massachusetts business trust (the “Predecessor Fund”).  The Agreement provided for the transfer of assets of the Predecessor Fund to the New Fund and the assumption of the liabilities of the Predecessor Fund by the New Fund.  The New Fund had the same investment objective and substantially similar principal investment strategies as the Predecessor Fund.  The reorganization was effective as of the close of business on February 28, 2014.  The following table illustrates the specifics of the reorganization:
 
   
Shares of the New Fund
     
 
Predecessor Fund
Issued to Shareholders of
New Fund
Combined
Tax Status
 
Net Assets
the Predecessor Fund
Net Assets
Net Assets
of Transfer
 
$48,645,944(1)
2,463,074
$48,645,944
$48,645,944
Non-taxable
 
 
(1)
Included accumulated realized loss and unrealized appreciation in the amounts of $(33,440,043) and $9,954,834, respectively.

 

HENNESSYFUNDS.COM
 
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Expense Example (Unaudited)
April 30, 2014

 
As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments, reinvested dividends, or other distributions; redemption fees; and exchange fees; and (2) ongoing costs, including management fees; service fees; and other Fund 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 Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period from November 1, 2013 through April 30, 2014.
 
Actual Expenses
The first line of the table below under the “Investor Class” and “Institutional Class” headings provides information about actual account values and actual expenses. Although the Fund charges no sales loads or transaction fees, you will be assessed fees for outgoing wire transfers, returned checks and stop payment orders at prevailing rates charged by U.S. Bancorp Fund Services, LLC, the Fund’s transfer agent.  If you request that a redemption be made by wire transfer, currently a $15.00 fee is charged by the Fund’s transfer agent. IRA accounts will be charged a $15.00 annual maintenance fee. The example below includes, but is not limited to, management fees, shareholder servicing fees, fund accounting, custody, and transfer agent fees.  However, the example below does not include portfolio trading commissions and related expenses, and other extraordinary expenses as determined under generally accepted accounting principles.  You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line of the table under the “Investor Class” and “Institutional Class” headings in the column entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.
 
Hypothetical Example for Comparison Purposes
The second line of the table below under the “Investor Class” and “Institutional Class” headings provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratios 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 your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads), or exchange fees. Therefore, the second line of the table under the “Investor Class” and “Institutional Class” headings 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.
 

 
 

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
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Expenses Paid
 
Beginning
Ending
During Period(1)
 
Account Value
Account Value
November 1, 2013 –
 
November 1, 2013
April 30, 2014
April 30, 2014
Investor Class
     
       
Actual
$1,000.00
$   985.30
$8.66
       
Hypothetical (5% return
     
  before expenses)
$1,000.00
$1,016.07
$8.80
       
Institutional Class
     
       
Actual
$1,000.00
$   986.50
$7.59
       
Hypothetical (5% return
     
  before expenses)
$1,000.00
$1,017.16
$7.70
 
(1)
Expenses are equal to the Fund’s annualized expense ratio of 1.76% for Investor Class shares or 1.54% for Institutional Class shares, as applicable, multiplied by the average account value over the period, multiplied by 181/365 days (to reflect one-half year period).

 

 
 
 
 
 
 

 

HENNESSYFUNDS.COM
 
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Proxy Voting
 
A description of the policies and procedures the Fund uses to determine how to vote proxies relating to portfolio securities is available without charge: (1) by calling 1-800-966-4354; (2) on the Hennessy Funds’ website at hennessyfunds.com; or (3) on the U.S. Securities and Exchange Commission’s (the “SEC”) website at www.sec.gov. The Fund’s proxy voting record is available on both the Hennessy Funds’ website at hennessyfunds.com and the SEC’s website at www.sec.gov no later than August 31 for the prior 12 months ending June 30.
 
 
Quarterly Filings on Form N-Q
 
The Fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. The Fund’s Forms N-Q are available on the SEC’s website at www.sec.gov. The Fund’s Forms N-Q may be reviewed and copied at the SEC’s Public Reference Room in Washington, DC and information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330.  Information included in the Fund’s Forms N-Q will also be available upon request by calling 1-800-966-4354.
 
 
Householding
 
To help keep the Fund’s costs as low as possible, we generally deliver a single copy of most financial reports and prospectuses to shareholders who share an address, even if the accounts are registered under different names. This process, known as “householding,” does not apply to account statements. You may, of course, request an individual copy of a prospectus or financial report at any time. If you would like to receive separate mailings, please call the Administrator at 1-800-261-6950 or 1-414-765-4124 and we will begin individual delivery within 30 days of your request. If your account is held through a financial institution or other intermediary, please contact them directly to request individual delivery.
 

 

 

 

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
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Board Approval of Investment Advisory
Agreements
 
At its meeting on December 4, 2013, the Board of Trustees of the Fund (the “Board”) unanimously approved the investment advisory agreement and sub-advisory agreement of the Fund for an initial period of two years.
 
The Board reviewed a number of documents, including a memorandum provided by outside legal counsel that described the fiduciary duties of the Board with respect to approving the investment advisory agreement and the relevant factors for consideration, the Advisor’s most recent Form 10-K, a completed questionnaire from the sub-advisor, copies of the advisory and sub-advisory agreements, a fund fact sheet, and peer expense and performance comparisons.  The Board considered and discussed numerous factors, including the following:
 
 
The Board considered the services identified below that are provided by the Advisor and the sub-advisor:
 
   
The sub-advisor acts as the portfolio manager to the Fund, managing the composition of the portfolio of the Fund, including the purchase, retention, and disposition of portfolio securities in accordance with the Fund’s investment objectives, policies, and restrictions.
 
   
The Advisor oversees distribution of the Fund through third-party broker/dealers and independent financial institutions such as Charles Schwab, Inc., Fidelity, TD Waterhouse, and Pershing. The Advisor participates in “no transaction fee” (“NTF”) programs with these companies on behalf of the Fund, which allows customers to purchase the Fund through third-party distribution channels without paying a transaction fee. The Advisor compensates a number of these third-party providers of NTF programs out of its own revenues and not those of the Fund.
 
   
The Advisor oversees service providers that support the Fund in providing fund accounting, fund administration, fund distribution, transfer agency, and custodial services.
 
 
The Board considered that the advisory services to be provided by the Advisor and the sub-advisor are services required for the operation of the Fund.
 
 
The Board considered the nature and quality of the advisory services offered by the Advisor and the sub-advisor to the Fund.
 
 
The Board considered that the terms of the advisory and sub-advisory agreements are fair and reasonable.
 
 
The Board compared the performance of the Fund to benchmark indices over various periods of time and concluded that the positive performance of the Fund warranted the approval of the advisory and sub-advisory agreements.
 
 
The Board reviewed the Fund’s expense ratio and comparable expense ratios for funds comparable to the Fund. The Board used data from Morningstar showing funds similar in asset size and investment objective to the Fund and determined that the expense ratio of the Fund falls within the range of the ratios of other comparable funds and concluded that the expenses of the Fund were reasonable.
 
 
The Board considered the fees charged by the Advisor to those of funds similar in asset size and investment objective to the Fund and concluded the advisory fee of the Fund was reasonable and warranted approval of the advisory and sub-advisory agreements.
 

HENNESSYFUNDS.COM
 
28

 

 
 
The Board considered the profitability of the Advisor and the sub-advisor with respect to the Fund and concluded the profits were reasonable and not excessive when compared to profitability guidelines set forth in relevant court cases.
 
 
The Board considered the high level of professionalism and knowledge of the Advisor’s and sub-advisor’s employees, along with an extremely low level of turnover of the employees of the Advisor, and concluded that this was beneficial to the Fund and its shareholders, as it ensures that the Fund is operated efficiently.
 
All of the factors above were considered separately by the Board, including the Trustees who are not “interested persons” (as defined in the Investment Company Act of 1940, as amended) of the Fund (the “Independent Trustees”) meeting in an executive session. The factors were viewed in their totality by the Board, with no single factor being the principal or determinative factor in the Board’s determination of whether to approve the advisory and sub-advisory agreements. Based on the factors discussed above, the Board, including all of the Independent Trustees, recommended approval of the advisory and sub-advisory agreements.
 

 
 
 
 
 
 

 
 
 
 
 

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
29

 

For information, questions or assistance, please call
 
The Hennessy Funds
 
1-800-966-4354 or 1-415-899-1555
 

 
INVESTMENT ADVISOR
Hennessy Advisors, Inc.
7250 Redwood Blvd., Suite 200
Novato, California 94945

ADMINISTRATOR,
TRANSFER AGENT,
DIVIDEND PAYING AGENT &
SHAREHOLDER SERVICING AGENT
U.S. Bancorp Fund Services, LLC
P.O. Box 701
Milwaukee, Wisconsin 53201-0701

CUSTODIAN
U.S. Bank N.A.
Custody Operations
1555 North River Center Dr., Suite 302
Milwaukee, Wisconsin 53212

TRUSTEES
Neil J. Hennessy
Robert T. Doyle
J. Dennis DeSousa
Gerald P. Richardson

COUNSEL
Foley & Lardner LLP
777 East Wisconsin Avenue
Milwaukee, Wisconsin 53202-5306

INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM
KPMG LLP
777 East Wisconsin Avenue
Milwaukee, Wisconsin 53202-5306

DISTRIBUTOR
Quasar Distributors, LLC
615 East Michigan Street
Milwaukee, Wisconsin 53202
 
 
Hennessy Funds Logo
 
 
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hennessyfunds.com  |  1-800-966-4354

This report has been prepared for shareholders and may be distributed to
others only if preceded or accompanied by a current prospectus.
 

 
 
 

 

Hennessy Funds Logo

 
SEMI-ANNUAL REPORT

APRIL 30, 2014






 

HENNESSY JAPAN SMALL CAP FUND
 
Investor Class  HJPSX


 
 
 
 
 
 
 
 
 

 
Investing, Uncomprised Graphic

hennessyfunds.com  |  1-800-966-4354



 
 
 

 


 
 
 
 
 
 
 
 

 




(This Page Intentionally Left Blank.)
 

 
 
 
 
 
 
 
 
 

 
 

 

 
 
 

 

Contents
 
 
Letter to Shareholders
2
Performance Overview
4
Financial Statements
 
    Schedule of Investments
6
    Statement of Assets and Liabilities
11
    Statement of Operations
12
    Statements of Changes in Net Assets
13
    Financial Highlights
14
    Notes to the Financial Statements
16
Expense Example
23
Proxy Voting
25
Quarterly Filings on Form N-Q
25
Householding
25
Board Approval of Investment Advisory Agreements
26

 

 

 
 
 
 

 
 

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
 

 

June 2014
 
Dear Shareholder:
 
 
As we review the first half of the year, we continue to see the same trends as in the recent past, with corporations in both Japan and the U.S. driving shareholder value by making acquisitions, initiating and raising dividends, investing in internal infrastructure, and buying back stock.  In fact, the total amount of dividends paid by Japanese companies reached a historic high over the twelve months ended March 31, 2013.  I believe we will likely see continued dividend increases from cash-rich companies, and we may also begin to see these firms initiate capital expenditure programs.
 
Up until this point, there has been no real cost for firms to defer spending, but I do believe there will now be companies that want to improve their margins and will begin spending money to expand their revenue, and may even begin to hire.  Once a competitor begins to move in this way, then the cost to defer becomes real for companies.  This movement to expansion may well be a catalyst to propel the financial markets.  With almost $3 trillion in cash sitting on the sidelines in the U.S. alone, it should help the economic recovery here in the U.S. for companies to begin spending their idle capital, which will likely have ripple effects to the Japan market and beyond.
 
The Japan financial markets were volatile over the past six months ended April 30, 2014, with the Tokyo Price Index, or TOPIX, falling -5.41% (in U.S. Dollar terms) during the period.  While the Japanese market started the period on a positive note as a result of constructive economic developments in Japan and overseas, the market recorded negative returns for the overall six-month period ended April 30, 2014.  This was due in large part to profit taking by investors following the surging Japanese market in 2013, and also due to concerns over the economies of developing countries and the instability of their currencies, the appreciation of the yen, growing tensions in Ukraine, and the volatile global economy.
 
On April 1, Japan’s long-anticipated consumption tax increase took effect, raising the tax by three percent to eight percent.  Initial reports suggest that the impact from the rise in taxes has been muted, which has put investors’ minds at ease.  Longer term economic indicators suggest that the benefits of Prime Minister Abe’s aggressive monetary and fiscal policies, referred to as “Abenomics,” are spreading and gaining traction.  While many investors may now have concerns about the third arrow of Abenomics, which is the growth strategy, I believe that cyclical recovery will continue in Japan for the next few years with or without the growth strategy.  Corporate balance sheets were strengthened significantly over recent years, which allowed Japanese companies to stay competitive at much higher currency rates, and I believe Japanese corporations will likely maintain their growth momentum irrespective of any future movement of the yen.  With favorable top line and bottom line results, I expect many companies to further grow their cash flow, which can stimulate future capital expenditures and which is sorely needed following two decades of underinvestment.  The trickle-down effect should benefit many domestic Japanese industries and has the potential to create a positive economic cycle for years to come.
 
I believe that Japanese investors, including pensions and individuals, will finally start investing in the domestic equity market, which should support the normalization of the valuation of the Japanese equity market and undervalued names.  The Japanese private sector is holding historically high financial assets, with cash and cash deposits held by corporations and individuals at $2.1 trillion and $8.7 trillion, respectively.  This money on
 

HENNESSYFUNDS.COM
 
2

 

the sidelines represents approximately two times the size of Japan’s total equity market cap.  This liquidity has never been invested, which was a smart decision made by investors in the deflationary environment of the past.
 
The Japanese government is creating a private pension plan modeled on the Individual Retirement Account, or IRA, in the U.S. IRAs were introduced in the U.S. in 1974 to encourage individuals to invest by introducing tax breaks.  Assets in U.S. IRA accounts grew 80-fold over 20 years, from $6.8 billion in 1980 to $5.4 trillion in 2010.  In 1980, bank deposits accounted for 82% of U.S. IRA assets, and today they account for just 10%.  In 1980, mutual funds accounted for just 3% of U.S. IRA assets, and today they account for 46%.  With this new government program, I strongly believe that a large structural shift from bank deposits into equities is likely to occur in Japan, much like it did in the U.S.  This in turn should help to drive the growth of the Japanese equity markets.
 
I am confident that even with all the hurdles facing corporations both in the U.S. and Japan, companies will continue to provide value for their shareholders.  To me, that means the financial markets are in good shape and should remain strong moving forward.  I also believe that the next few months may be volatile for the worldwide economy and the financial markets.  After over 35 years in the business, I still firmly believe the best way to position your portfolio is by investing in good companies over the long term, rather than trying to buy the next hot idea at exactly the right time.  At Hennessy Funds, hunches and fads have no place in our investment process, and we understand that successful investing comes from time in the market, not timing the market.
 
We remain focused on investing based on proven fundamentals, and we are committed to managing money for the sole benefit of our shareholders.  If you have any questions or want to speak with us directly, please don’t hesitate to call us at (800) 966-4354.
 
Best regards,
 
Neil J. Hennessy Signature
 
Neil J. Hennessy
President and Chief Investment Officer
 

 
 
Past performance does not guarantee future results.
 
Mutual fund investing involves risk.  Principal loss is possible.
 
Opinions expressed are those of Neil Hennessy and are subject to change, are not guaranteed and should not be considered investment advice.
 
The Tokyo Price Index (TOPIX) is a market capitalization-weighted index of all companies listed on the First Section of the Tokyo Stock Exchange.  One cannot invest directly in an index.
 
Cash flow can be used as an indication of a company’s financial strength and represents earnings before depreciation, amortization, and non-cash charges.
 

 

 
 

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
3

 
 
Performance Overview (Unaudited)
 
The opinions expressed in the following commentary reflect those of the Portfolio Managers as of the date written. Any such opinions are subject to change based on market or other conditions and are not guaranteed. These opinions may not be relied upon as investment advice. Investment decisions for the Fund are based on several factors, and may not be relied upon as an indication of trading intent on behalf of the Fund. Security positions can and do change.
 
AVERAGE ANNUAL TOTAL RETURN PERIODS ENDED APRIL 30, 2014*
 
       
Since
 
Six
One
Five
Inception
 
Months(1)
Year
Years
(8/31/07)
Hennessy Japan Small Cap Fund –
       
  Investor Class (HJPSX)
 5.20%
 8.73%
18.60%
 7.82%
Russell/Nomura Small Cap Index
-3.56%
-1.74%
11.64%
 3.05%
Tokyo Price Index (TOPIX)
-5.41%
-3.08%
  8.27%
-0.89%

Expense ratio: 2.40%
 
Performance data quoted represents past performance; past performance does not guarantee future results.  The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. Current performance of the Fund may be lower or higher than the performance quoted. Performance data current to the most recent month end may be obtained by visiting hennessyfunds.com.
 
The expense ratio presented is from the most recent prospectus.
 
(1)   Periods less than one year are not annualized.
 
 
PERFORMANCE NARRATIVE
SPARX ASSET MANAGEMENT CO., LTD, SUB-ADVISOR
 
Portfolio Managers Tadahiro Fujimura, CFA and CMA, and Hidehiro Moriya, SPARX Asset Management Co., Ltd. (sub-advisor)
 
Over the previous six months, how did the Fund perform and what factors contributed to this performance?
 
For the six-month period ended April 30, 2014, the Hennessy Japan Small Cap Fund returned 5.20%, significantly outperforming the Russell/Nomura Small Cap™ Index, the Tokyo Price Index (TOPIX), and the Morningstar Japan Category Average, which returned -3.56%, -5.41%, and -4.31% for the same period, respectively.
 
The largest positive contributors to the Fund’s performance among the 33 TOPIX sub-industries were shares of electronic appliance makers, machinery manufacturers, and retailers.  Conversely, shares of securities and commodities dealers, auto-related firms, and information and communication-related firms performed negatively.
 
Among the strongest performing stocks in the Fund were shares of Yamaichi Electronics Co., Ltd., a leading manufacturer of integrated circuit sockets, Bic Camera, Inc., the second largest consumer electronics retailer, and S Foods, Inc., a manufacturer and retailer of meat products.  Yamaichi Electronics Co., Ltd. developed an ultra slim, multi-layer printed circuit board, which is 30% thinner than its existing product and will be adopted in smartphones.  Shares of Yamaichi Electronics Co., Ltd. advanced over 68% on news that this product will be produced in large quantities beginning this fall.  Shares of Bic Camera, Inc. surged over 54% due to firm sales even after the consumption tax hike in April.  Shares of S Foods, Inc. jumped over 38% due to strong earnings results for its fiscal year ended February 28, 2014.  The Fund no longer holds Yamaichi Electronics Co., Ltd.
 

HENNESSYFUNDS.COM
 
4

 

Conversely, the major detractors from the Fund’s performance were Tokai Tokyo Financial Holdings, Inc., a mid-sized securities firm, T.RAD Co., Ltd., a comprehensive manufacturer of heat exchangers, and Nichicon Corporation, a major global manufacturer of capacitors.  Shares of Tokai Tokyo Financial Holdings, Inc. fell 16% on concerns over the decline in revenues from commissions, as the stock markets were sluggish.  Shares of T.RAD Co., Ltd. fell 14% after the firm lowered its earnings forecast for its fiscal year ended March 31, 2014.  Finally, shares of Nichicon Corporation fell 26% on concerns over the strong Yen’s negative impact on earnings for its fiscal year ending March 31, 2015.  The Fund no longer owns T.RAD Co., Ltd. or Nichicon Corporation.
 
Additional Portfolio Manager commentary and related investment outlook:
 
As move into the second half of 2014, we will continue to invest primarily in companies with strong growth potential.  In addition, we will also focus on consumption-related companies and real estate companies whose share prices have stagnated due to concerns about the negative impact of the consumption tax increase, which was implemented on April 1, 2014.  Furthermore, we will weigh the benefits of investing in low liquidity stocks, because we expect retail investors to regain their appetite for investing in these companies.
 

The Russell/Nomura Small Cap™ Index contains the bottom 15% of the Russell/Nomura Total Market™ Index, which contains the top 98% of all stocks listed on Japan’s stock exchange and registered on Japan’s OTC market in terms of market capitalization.  The Tokyo Price Index (TOPIX) is a market capitalization-weighted index of all companies listed on the First Section of the Tokyo Stock Exchange.  The Russell/Nomura Small Cap™ and TOPIX indices are presented in U.S. dollar terms and take into account reinvestment of dividends.  You cannot invest directly in an index.  Performance data for an index does not reflect any deductions for fees, expenses or taxes.  The Fund invests in small- and medium-capitalization companies, which may have limited liquidity and greater price volatility than large-capitalization companies.  Investments in foreign securities involve greater volatility and political, economic and currency risk and differences in accounting methods.  The Fund may invest in IPOs, which may fluctuate considerably due to the absence of a prior public market and may have a magnified impact on the Fund.  References to specific securities should not be considered a recommendation to buy or sell any security.  Fund holdings and sector allocations are subject to change.  Please refer to the Schedule of Investments included in this report for additional portfolio information.
 
Each Morningstar category average represents a universe of funds with similar investment objectives.  © Morningstar, Inc.  All Rights Reserved.  The information contained herein: 1) is proprietary to Morningstar; 2) may not be copied or distributed and 3) is not warranted to be accurate, complete or timely.  Neither Morningstar nor its content providers are responsible for any damages or losses arising from any use of this information.  Past performance does not guarantee future results.
 

 

 

 

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
5

 

Schedule of Investments
 


HENNESSY JAPAN SMALL CAP FUND
 
As of April 30, 2014 (Unaudited)
(% of Net Assets)
 

 

 

 
 
TOP TEN HOLDINGS (EXCLUDING CASH/CASH EQUIVALENTS)
% NET ASSETS
 
Bic Camera, Inc.
2.74%
 
S Foods, Inc.
2.57%
 
Sumida Corp.
2.50%
 
Okamura Corp.
2.42%
 
Information Services International – Dentsu, Ltd.
2.39%
 
Fujibo Holdings, Inc.
2.31%
 
Towa Corp.
2.24%
 
Nittoku Engineering Co., Ltd.
2.18%
 
SBS Holdings, Inc.
2.17%
 
Seiren Co., Ltd.
2.16%

 

 

 
Note:  For presentation purposes, the Fund has grouped some of the industry categories.  For purposes of categorizing securities for compliance with Section 8(b)(1) of the Investment Company Act of 1940, the Fund uses more specific industry classifications.
 

HENNESSYFUNDS.COM
 
6

 
 
 
COMMON STOCKS – 96.45%
 
Number
         
% of
 
     
of Shares
   
Value
   
Net Assets
 
 
Consumer Discretionary – 27.09%
                 
 
Ahresty Corp.
    35,000     $ 297,932       1.91 %
 
Alpen Co., Ltd.
    9,000       165,813       1.06 %
 
Bic Camera, Inc.
    58,500       426,687       2.74 %
 
Doshisha Co., Ltd.
    18,700       280,378       1.80 %
 
Eagle Industry Co.
    15,000       237,417       1.52 %
 
Faltec Co., Ltd.
    7,000       246,808       1.59 %
 
Fujibo Holdings, Inc.
    156,000       359,128       2.31 %
 
Hagihara Industries, Inc.
    8,800       116,489       0.75 %
 
Haseko Corp.
    44,500       281,807       1.81 %
 
Komeri Co., Ltd.
    12,000       324,939       2.09 %
 
Nissei Build Kogyo Co., Ltd.
    140,000       315,781       2.03 %
 
Sankyo Seiko Co.
    79,000       272,863       1.75 %
 
Seiren Co., Ltd.
    40,100       336,925       2.16 %
 
SNT Corp.
    61,100       245,667       1.58 %
 
Starts Corp., Inc.
    12,000       151,762       0.97 %
 
Studio Alice Co., Ltd.
    11,400       158,526       1.02 %
                4,218,922       27.09 %
                           
 
Consumer Staples – 2.57%
                       
 
S Foods, Inc.
    30,000       400,405       2.57 %
                           
 
Energy – 0.57%
                       
 
Itochu Enex Co., Ltd.
    15,900       89,275       0.57 %
                           
 
Financials – 3.79%
                       
 
The Tochigi Bank, Inc.
    86,000       335,249       2.15 %
 
Tokai Tokyo Financial Holdings, Inc.
    38,000       255,303       1.64 %
                590,552       3.79 %
                           
 
Industrials – 32.48%
                       
 
Anest Iwata Corp.
    55,000       332,623       2.14 %
 
Central Glass Co., Ltd.
    101,000       331,212       2.13 %
 
Hanwa Co., Ltd.
    55,000       215,119       1.38 %
 
Hitachi Zosen Corp.
    49,500       242,876       1.56 %
 
Japan Pulp & Paper Co., Ltd.
    49,000       166,905       1.07 %
 
Kato Works Co., Ltd.
    30,000       173,029       1.11 %
 
Kito Corp.
    12,600       231,031       1.48 %
 
Kitz Corp.
    65,900       311,185       2.00 %

 
The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
7

 
 
 
COMMON STOCKS
 
Number
         
% of
 
     
of Shares
   
Value
   
Net Assets
 
 
Industrials (Continued)
                 
 
Kondotec, Inc.
    35,700     $ 243,942       1.57 %
 
Kyosan Electric Manufacturing Co., Ltd.
    84,000       290,536       1.87 %
 
Miyaji Engineering Group, Inc.
    120,000       267,859       1.72 %
 
Nittoku Engineering Co., Ltd.
    39,500       340,294       2.18 %
 
Okamura Corp.
    44,000       376,381       2.42 %
 
Prestige International, Inc.
    23,700       222,419       1.43 %
 
SBS Holdings, Inc.
    20,000       338,642       2.17 %
 
Shin Nippon Air Technologies Co., Ltd.
    30,100       184,233       1.18 %
 
Teikoku Electric Manufacturing Co., Ltd.
    5,600       159,527       1.02 %
 
Tocalo Co., Ltd.
    19,900       311,115       2.00 %
 
Tomoe Engineering Co., Ltd.
    20,200       318,605       2.05 %
                5,057,533       32.48 %
                           
 
Information Technology – 22.49%
                       
 
Aiphone Co., Ltd.
    14,600       238,678       1.53 %
 
Asahi Net, Inc.
    30,700       140,770       0.90 %
 
Dai-ichi Seiko Co.
    25,000       317,839       2.04 %
 
Elecom Co., Ltd.
    15,000       270,918       1.74 %
 
Hakuto Co., Ltd.
    19,900       183,721       1.18 %
 
Information Services International – Dentsu, Ltd.
    29,800       372,774       2.39 %
 
Iriso Electronics
    4,500       226,498       1.46 %
 
Macnica, Inc.
    5,400       160,116       1.03 %
 
Panasonic Industrial Devices SUNX Co., Ltd.
    35,000       158,474       1.02 %
 
SIIX Corp.
    13,900       204,110       1.31 %
 
Sumida Corp.
    64,400       388,374       2.50 %
 
Towa Corp.
    68,700       349,044       2.24 %
 
Transcosmos, Inc.
    10,000       186,432       1.20 %
 
Yokowo Co., Ltd.
    61,100       304,000       1.95 %
                3,501,748       22.49 %
                           
 
Materials – 7.46%
                       
 
Chuetsu Pulp & Paper Co., Ltd.
    126,000       237,231       1.52 %
 
Daiken Corp.
    100,000       244,621       1.57 %
 
Hakudo Co., Ltd.
    18,000       157,293       1.01 %
 
Harima Chemicals Group, Inc.
    500       2,151       0.02 %
 
Tomoku Co., Ltd.
    94,000       252,472       1.62 %


The accompanying notes are an integral part of these financial statements.

HENNESSYFUNDS.COM
 
8

 
 
 
COMMON STOCKS
 
Number
         
% of
 
     
of Shares
   
Value
   
Net Assets
 
 
Materials (Continued)
                 
 
Yushiro Chemical Industry Co., Ltd.
    26,600     $ 268,288       1.72 %
                1,162,056       7.46 %
                           
 
Total Common Stocks
                       
 
  (Cost $13,404,200)
            15,020,491       96.45 %
                           
 
SHORT-TERM INVESTMENTS – 2.92%
                       
 
Money Market Funds – 2.92%
                       
 
Fidelity Government Portfolio –
                       
 
  Institutional Class, 0.01% (a)
    454,012       454,012       2.92 %
                           
 
Total Money Market Funds
                       
 
  (Cost $454,012)
            454,012       2.92 %
                           
 
Total Short-Term Investments
                       
 
  (Cost $454,012)
            454,012       2.92 %
                           
 
Total Investments
                       
 
  (Cost $13,858,212) – 99.37%
            15,474,503       99.37 %
 
Other Assets in Excess
                       
 
  of Liabilities – 0.63%
            97,440       0.63 %
 
TOTAL NET ASSETS – 100.00%
          $ 15,571,943       100.00 %

Percentages are stated as a percent of net assets.

(a)
The rate listed is the fund’s 7-day yield as of April 30, 2014.
 
 
 
 
 
 
 
 
 
 

 
 
The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
9

 

Summary of Fair Value Exposure at April 30, 2014
 
The following is a summary of the inputs used to value the Fund’s net assets as of April 30, 2014 (See Note 3 in the accompanying notes to the financial statements):
 
Common Stock
 
Level 1
   
Level 2
   
Level 3
   
Total
 
Consumer Discretionary
  $     $ 4,218,922     $     $ 4,218,922  
Consumer Staples
          400,405             400,405  
Energy
          89,275             89,275  
Financials
          590,552             590,552  
Industrials
          5,057,533             5,057,533  
Information Technology
          3,501,748             3,501,748  
Materials
          1,162,056             1,162,056  
Total Common Stock
  $     $ 15,020,491     $     $ 15,020,491  
Short-Term Investments
                               
Money Market Funds
  $ 454,012     $     $     $ 454,012  
Total Short-Term Investments
  $ 454,012     $     $     $ 454,012  
Total Investments
  $ 454,012     $     $     $ 15,474,503  
 
Transfers between levels are recognized at the end of the reporting period. During the six-month period ended April 30, 2014, the Fund recognized significant transfers between levels.
 
Transfers between Level 1 and Level 2 relate to the use of a fair valuation pricing service.  On days when the fair valuation pricing service is used, non-U.S. dollar denominated securities move from a Level 1 to a Level 2 classification.
 

 
 
 
 
 
 
 
 
 
 
 

 
The accompanying notes are an integral part of these financial statements.

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Financial Statements
 
Statement of Assets and Liabilities as of April 30, 2014 (Unaudited)
 
ASSETS:
     
Investments in securities, at value (cost $13,858,212)
  $ 15,474,503  
Dividends and interest receivable
    160,390  
Receivable for fund shares sold
    12,343  
Receivable for securities sold
    122,316  
Prepaid expenses and other assets
    14,678  
    Total Assets
    15,784,230  
         
LIABILITIES:
       
Payable for securities purchased
    157,612  
Payable for fund shares redeemed
    8,222  
Payable to advisor
    15,495  
Payable to administrator
    5,436  
Payable to auditor
    11,493  
Accrued service fees
    1,291  
Accrued trustees fees
    4,724  
Accrued expenses and other payables
    8,014  
    Total Liabilities
    212,287  
NET ASSETS
  $ 15,571,943  
         
NET ASSETS CONSIST OF:
       
Capital stock
  $ 13,781,875  
Accumulated net investment loss
    (19,150 )
Accumulated net realized gain on investments
    193,591  
Unrealized net appreciation on investments
    1,615,627  
    Total Net Assets
  $ 15,571,943  
         
NET ASSETS
       
Investor Class:
       
Shares authorized (no par value)
 
Unlimited
 
Net assets applicable to outstanding Investor Class shares
    15,571,943  
Shares issued and outstanding
    1,604,588  
Net asset value, offering price and redemption price per share
  $ 9.70  

 
 
 
 
 

 

The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
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Financial Statements
 
Statement of Operations Six Months Ended April 30, 2014 (Unaudited)
 
INVESTMENT INCOME:
     
Dividend income(1)
  $ 177,644  
Interest income
    49  
    Total investment income
    177,693  
         
EXPENSES:
       
Investment advisory fees
    92,790  
Sub-transfer agent expenses – Investor Class (See Note 5)
    16,235  
Administration, fund accounting, custody and transfer agent fees
    15,465  
Federal and state registration fees
    11,609  
Compliance expense
    10,655  
Audit fees
    9,571  
Service fees – Investor Class (See Note 5)
    7,732  
Trustees’  fees and expenses
    6,793  
Reports to shareholders
    2,753  
Legal fees
    2,480  
Interest expense (See Note 6)
    89  
Other expenses
    3,916  
    Total expenses
    180,088  
NET INVESTMENT LOSS
  $ (2,395 )
         
REALIZED AND UNREALIZED GAINS:
       
    Net realized gain on investments
  $ 353,014  
    Change in unrealized appreciation on investments
    368,084  
    Net gain on investments
    721,098  
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS
  $ 718,703  

 
 
 
 
 
 
 
 

 
(1)
Net of foreign taxes withheld of $30,981.


The accompanying notes are an integral part of these financial statements.

HENNESSYFUNDS.COM
 
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Financial Statements
 
Statements of Changes in Net Assets
 
   
Six Months Ended
       
   
April 30, 2014
   
Year Ended
 
   
(Unaudited)
   
October 31, 2013
 
OPERATIONS:
           
Net investment loss
  $ (2,395 )   $ (15,072 )
Net realized gain on securities
    353,014       3,128,752  
Change in unrealized appreciation on securities
    368,084       1,109,483  
Net increase in net assets resulting from operations
    718,703       4,223,163  
                 
DISTRIBUTIONS TO SHAREHOLDERS FROM:
               
Net realized gains
               
    Investor Class
    (3,229,364 )     (1,115,069 )
Total distributions
    (3,229,364 )     (1,115,069 )
                 
CAPITAL SHARE TRANSACTIONS:
               
Proceeds from shares subscribed – Investor Class
    11,334,915       23,641,290  
Dividends reinvested – Investor Class
    3,179,599       1,067,157  
Cost of shares redeemed – Investor Class
    (11,255,253 )(1)     (18,099,720 )
Net increase in net assets derived
               
  from capital share transactions
    3,259,261       6,608,727  
TOTAL INCREASE IN NET ASSETS
    748,600       9,716,821  
                 
NET ASSETS:
               
Beginning of period
    14,823,343       5,106,522  
End of period
  $ 15,571,943     $ 14,823,343  
Undistributed net investment loss, end of period
  $ (19,150 )   $ (16,755 )
                 
CHANGES IN SHARES OUTSTANDING:
               
Shares sold – Investor Class
    1,151,905       2,326,376  
Shares issued to holders as reinvestment
               
  of dividends – Investor Class
    340,064       121,406  
Shares redeemed – Investor Class
    (1,154,154 )     (1,665,417 )
Net increase in shares outstanding
    337,815       782,365  
 
 
 
 
 

 

(1)
Net of redemption fees of $47 related to redemption fees imposed by the Fund during a prior year but not received until the six-month period ended April 30, 2014.

 
The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
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Financial Highlights
 
Hennessy Japan Small Cap Fund
 
For an Investor Class share outstanding throughout each period

   
Six Months Ended
 
   
April 30, 2014
 
   
(Unaudited)
 
PER SHARE DATA:
     
Net asset value, beginning of period
  $ 11.70  
         
Income from investment operations:
       
Net investment income (loss)
    0.00 (2)
Net realized and unrealized gains (losses) on securities
    0.51  
    Total from investment operations
    0.51  
         
Less distributions:
       
Dividends from net investment income
     
Dividends from net realized gains
    (2.51 )
    Total distributions
    (2.51 )
Paid-in capital from redemption fees
     
Net asset value, end of period
  $ 9.70  
         
TOTAL RETURN
    5.20 %(3)
         
SUPPLEMENTAL DATA AND RATIOS:
       
Net assets, end of period (millions)
  $ 15.57  
Ratio of expenses to average net assets:
       
    Before expense reimbursement
    2.33 %(4)
    After expense reimbursement
    2.33 %(4)
Ratio of net investment income (loss) to average net assets:
       
    Before expense reimbursement
    (0.03 )%(4)
    After expense reimbursement
    (0.03 )%(4)
Portfolio turnover rate
    29 %(3)


 
 
 

 

(1)
The financial highlights set forth for periods prior to September 17, 2009 represent the historical financial highlights of the SPARX Japan Smaller Companies Fund. On September 17, 2009, Hennessy Advisors, Inc. became the investment advisor to the Fund and the Fund changed its name to Hennessy Select SPARX Japan Smaller Companies Fund.  In October 2012, the Fund changed its name to Hennessy Japan Small Cap Fund.
(2)
Amount is less than $0.01 or $(0.01).
(3)
Not annualized.
(4)
Annualized.


The accompanying notes are an integral part of these financial statements.

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Year Ended October 31,
 
2013
   
2012
   
2011
   
2010
   
2009(1)
 
                           
$ 10.54     $ 10.09     $ 9.23     $ 9.74     $ 6.87  
                                     
                                     
  0.06       (0.68 )     0.06       0.00 (2)     0.07  
  3.44       1.17       0.80       (0.10 )     2.80  
  3.50       0.49       0.86       (0.10 )     2.87  
                                     
                                     
        (0.04 )           (0.42 )      
  (2.34 )                        
  (2.34 )     (0.04 )           (0.42 )      
                    0.01       0.00 (2)
$ 11.70     $ 10.54     $ 10.09     $ 9.23     $ 9.74  
  40.59 %     4.91 %     9.32 %     (0.72 )%     41.78 %
                                     
                                     
$ 14.82     $ 5.11     $ 24.08     $ 15.17     $ 16.20  
                                     
  2.39 %     2.33 %     2.10 %     2.14 %     3.10 %
  2.39 %     2.33 %     2.10 %     2.01 %     1.60 %
                                     
  (0.11 )%     (0.66 )%     0.17 %     (0.14 )%     (0.86 )%
  (0.11 )%     (0.66 )%     0.17 %     (0.01 )%     0.64 %
  141 %     49 %     61 %     100 %     138 %
 
 
 
 
 
 
 
 
 

 

The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
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Notes to the Financial Statements
April 30, 2014 (Unaudited)

 
1).  ORGANIZATION
 
The Hennessy Japan Small Cap Fund (the “Fund”) is a series of Hennessy Funds Trust (the “Trust”), which was organized as a Delaware statutory trust on September 17, 1992.  The Fund is an open-end management investment company registered under the Investment Company Act of 1940, as amended.  The Fund is a successor to a fund with the same name (the “Predecessor Fund”) that was a series Hennessy SPARX Funds Trust, a Massachusetts business trust, pursuant to a reorganization that took place after the close of business on February 28, 2014.  Prior to February 28, 2014, the Fund had no investment operations.  As a result of the reorganization, holders of the Investor Class shares of the Predecessor Fund received Investor Class shares of the Fund (the Investor Class shares of the Fund are the successor to the accounting and performance information of the Predecessor Fund).  The investment objective of the Fund is long-term capital appreciation.  The Fund is a diversified fund, but may employ a relatively focused investment strategy and may hold securities of fewer issuers than other diversified funds.
 
The Fund offers Investor Class shares. Prior to October 26, 2012, the Investor Class shares were known as Original Class shares.
 
 
2).  SIGNIFICANT ACCOUNTING POLICIES
 
The following is a summary of significant accounting policies consistently followed by the Fund in the preparation of the financial statements. These policies are in conformity with U.S. generally accepted accounting principles (“GAAP”).
 
a).
Investment Valuation – All investments in securities are recorded at their estimated fair value, as described in Note 3.
 
b).
Federal Income Taxes – Provision for Federal income taxes or excise taxes has not been made since the Fund has elected to be taxed as a “regulated investment company” and intends to distribute substantially all of its taxable income to its shareholders and otherwise comply with the provisions of the Internal Revenue Code of 1986, as amended, applicable to regulated investment companies. Net investment income or loss and realized gains and losses for federal income tax purposes may differ from that reported on the financial statements because of temporary book and tax basis differences. Temporary differences are primarily the result of the treatment of wash sales for tax reporting purposes. Distributions from net realized gains for book purposes may include short-term capital gains, which are included as ordinary income to shareholders for tax purposes.
 
c).
Income and Expenses – Dividend income is recognized on the ex-dividend date or as soon as information is available to the Fund. Interest income, which includes the amortization of premium and accretion of discount, is recognized on an accrual basis. The Fund is charged for those expenses that are directly attributable to the portfolio, such as advisory, administration, and certain shareholder service fees.
 
d).
Distributions to Shareholders – Dividends from net investment income for the Fund, if any, are declared and paid out annually, usually in November or December.  Distributions of net realized capital gains, if any, are declared and paid annually, usually in November or December.
 

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e).
Security Transactions – Investment and shareholder transactions are recorded on the trade date. The Fund determines the gain or loss realized from the investment transactions by comparing the original cost of the security lot sold with the net sale proceeds. Discounts and premiums on securities purchased are accreted/amortized over the life of the respective security.
 
f).
Use of Estimates – The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported change in net assets during the reporting period. Actual results could differ from those estimates.
 
g).
Share Valuation – The net asset value (“NAV”) per share of the Fund is calculated by dividing the sum of the value of the securities held by the Fund, plus cash or other assets, minus all liabilities (including estimated accrued expenses) by the total number of shares outstanding for the Fund, rounded to the nearest cent. The Fund’s shares will not be priced on days the New York Stock Exchange is closed for trading. The offering and redemption price per share for the Fund is equal to the Fund’s net asset value per share.
 
h).
Foreign Currency – Values of investments denominated in foreign currencies, if any, are converted into U.S. dollars using the spot market rate of exchange at the time of valuation.  Purchases and sales of investments and income are translated into U.S. dollars using the spot market rate of exchange prevailing on the respective dates of such transactions.  The Fund does not isolate the portion of the results of operations resulting from fluctuations in foreign exchange rates on investments from fluctuations resulting from changes in the market prices of securities held.  Such fluctuations are included with the net realized and unrealized gain or loss on investments.  Foreign investments present additional risks due to currency fluctuations, economic and political factors, lower liquidity, government regulations, differences in accounting standards, and other factors.
 
i).
Forward Contracts – The Fund may enter into forward currency contracts to reduce its exposure to changes in foreign currency exchange rates on its foreign holdings and to lock in the U.S. dollar cost of firm purchase and sale commitments for securities denominated in foreign currencies.  A forward currency contract is a commitment to purchase or sell a foreign currency at a future date at a negotiated forward rate.  The gain or loss arising from the difference between the U.S. dollar cost of the original contract and the value of the foreign currency in U.S. dollars upon closing of such contract is included in net realized gain or loss from foreign currency transactions.  During the six months ended April 30, 2014, the Fund did not enter into any forward contracts.
 
j).
Repurchase Agreements – The Fund may enter into repurchase agreements with member banks or security dealers of the Federal Reserve Board whom the investment advisor deems creditworthy. The repurchase price generally equals the price paid by the Fund plus interest negotiated on the basis of current short-term rates.
 
 
Securities pledged as collateral for repurchase agreements are held by the custodian bank until the respective agreements mature. Provisions of the repurchase agreements ensure that the market value of the collateral, including accrued interest thereon, is sufficient in the event of default of the counterparty. If the counterparty defaults and the value of the collateral declines or if the counterparty enters an insolvency proceeding, realization of the collateral by the Fund may be delayed or limited.
 
k).
Accounting for Uncertainty in Income Taxes – The Fund has adopted accounting policies regarding recognition and measurement of tax positions taken or expected to
 

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
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be taken on a tax return.  The Fund has reviewed all open tax years in major jurisdictions and concluded that there is no impact on the Fund’s net assets and no tax liability resulting from unrecognized tax benefits relating to uncertain income tax positions taken or expected to be taken on a tax return.  The Fund’s major tax jurisdictions are U.S. Federal and Delaware.  As of April 30, 2014, open Federal and state tax years for the Fund include the tax years ended October 31, 2011 through 2013.
 
l).
Derivatives – The Fund may invest in, or enter into, derivatives, such as options, futures contracts, options on futures contracts, and swaps, for a variety of reasons, including to hedge certain risks, to provide a substitute for purchasing or selling particular securities, or to increase potential income gain.  Derivatives may provide a cheaper, quicker, or more specifically focused way for a Fund to invest than “traditional” securities would.  The main purpose of utilizing these derivative instruments is for hedging purposes.
 
 
The Fund has adopted the financial accounting reporting rules as required by the Derivatives and Hedging Topic of the Financial Accounting Standards Board Accounting Standards Codification. Under such rules, the Fund is required to include enhanced disclosure that enables investors to understand how and why an entity uses derivatives, how derivatives are accounted for, and how derivatives instruments affect an entity’s results of operations and financial position. During the six months ended April 30, 2014, the Fund did not hold any derivative instruments.
 
m).
Events Subsequent to the Fiscal Period End – The Fund has adopted financial reporting rules regarding subsequent events that require an entity to recognize in the financial statements the effects of all subsequent events that provide additional evidence about conditions that existed at the date of the balance sheet.  Management has evaluated the Fund’s related events and transactions that occurred subsequent to April 30, 2014 through the date of issuance of the Fund’s financial statements.  There were no events or transactions that occurred during this period that materially impacted the amounts or disclosures in the Fund’s financial statements.
 
 
3).  SECURITIES VALUATION
 
The Fund has adopted authoritative fair valuation accounting standards that establish an authoritative definition of fair value and set out a hierarchy for measuring fair value.  These standards require additional disclosures about the various inputs and valuation techniques used to develop the measurements of fair value and a discussion in changes in valuation techniques and related inputs during the period.  These inputs are summarized in the three broad levels listed below:
 
 
Level 1 –
Quoted unadjusted prices for identical instruments in active markets to which the Fund has access at the date of measurement.
     
 
Level 2 –
Quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; and model-derived valuations in which all significant inputs and significant value drivers are observable in active markets.  Level 2 inputs are those in markets for which there are few transactions, the prices are not current, the prices are fair value adjusted due to post-market close subsequent events (foreign markets), little public information exists, or instances where prices vary substantially over time or among brokered market makers.  These inputs may also include interest rates, prepayment speeds, credit risk curves, default rates, and similar data.
 

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Level 3 –
Model-derived valuations in which one or more significant inputs or significant value drivers are unobservable.  Unobservable inputs are those inputs that reflect the Fund’s own assumptions about what market participants would use to price the asset or liability based on the best available information.
 
Following is a description of the valuation techniques applied to the Fund’s major categories of assets and liabilities measured at fair value on a recurring basis.
 
Equity Securities – Equity securities, including common stocks, preferred stocks, foreign issued common stocks, exchange traded funds, closed-end mutual funds, and real estate investment trusts, that are traded on a securities exchange for which a last-quoted sales price is readily available will be valued at the last sales price as reported by the primary exchange on which the securities are listed.  Securities listed on The NASDAQ Stock Market (“NASDAQ”) will be valued at the NASDAQ Official Closing Price, which may differ from the last sales price reported.  Securities traded on a securities exchange for which a last-quoted sales price is not readily available will be valued at the mean between the bid and ask prices.  To the extent these securities are actively traded and valuation adjustments are not applied, they are classified in Level 1 of the fair value hierarchy.
 
Investment Companies – Investments in investment companies (e.g., mutual funds and exchange traded funds) are generally priced at the ending NAV provided by the Fund’s service agent and will be classified in Level 1 of the fair value hierarchy.
 
Debt Securities – Debt securities, including corporate bonds, asset-backed securities, mortgage-backed securities, municipal bonds, U.S. Treasuries, and U.S. government agency issues, are valued at market on the basis of valuations furnished by an independent pricing service that utilizes both dealer-supplied valuations and formula-based techniques.  The pricing service may consider recently executed transactions in securities of the issuer or comparable issuers, market price quotations (where observable), bond spreads, and fundamental data relating to the issuer.  In addition, the model may incorporate market observable data such as reported sales of similar securities, broker quotes, yields, bids, offers, and reference data.  Certain securities are valued principally using dealer quotations.  These securities are generally classified in Level 2 of the fair value hierarchy.
 
Short-Term Securities – Short-term equity investments, including money market funds, are valued in the manner specified above.  Short-term debt investments are valued at amortized cost, if their original maturity was 60 days or less, or by amortizing the values as of the 61st day prior to maturity, if their original term to maturity exceeded 60 days.  Short-term securities are generally classified in Level 1 or Level 2 of the fair market hierarchy depending on the inputs used and market activity levels for specific securities.
 
The Board of Trustees of the Fund (the “Board”) has adopted fair value pricing procedures that are followed when a price for a security is not readily available or if a significant event has occurred that indicates the closing price of a security no longer represents the true value of that security.  Fair value pricing determinations are made in good faith in accordance with these procedures. There are numerous criteria that will be given consideration in determining a fair value of a security. Some of these criteria are trading volume of security and markets, the value of other like securities, and news events with direct bearing to security or market. Fair value pricing results in an estimated price that reasonably reflects the current market conditions in order to rate the portfolio holdings such that shareholder transactions receive a fair net asset value.  Depending on the relative significance of the valuation inputs, these securities may be classified in either Level 2 or Level 3 of the fair value hierarchy.
 

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
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Fair valuing of foreign securities may be determined with the assistance of a pricing service using correlations between the movement of prices of such securities and indices of domestic securities and other appropriate indicators, such as closing market prices of relevant American Depositary Receipts or futures contracts.  The effect of using fair value pricing is that the Fund’s NAV will reflect the affected portfolio securities’ value as determined in the judgment of the Board or its designee instead of being determined by the market.  Using a fair value pricing methodology to price foreign securities may result in a value that is different from a foreign security’s most recent closing price and from the prices used by other investment companies to calculate their net asset values and are generally considered Level 2 prices in the fair valuation hierarchy.  Because the Fund may invest in foreign securities, the value of the Fund’s portfolio securities may change on days when you will not be able to purchase or redeem your shares.
 
The Board has delegated day-to-day valuation matters to a Valuation Committee comprised of one or more representatives from Hennessy Advisors, Inc., the Fund’s investment advisor.  The function of the Valuation Committee is to value securities where current and reliable market quotations are not readily available.  All actions taken by the Valuation Committee are reviewed by the Board.
 
The Fund has performed an analysis of all existing investments to determine the significance and character of all inputs to their fair value determination.  Various inputs are used in determining the value of the Fund’s investments.  The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.  Details related to the fair valuation hierarchy of the Fund’s securities as of April 30, 2014 are included in the Fund’s Schedule of Investments.
 
 
4).  INVESTMENT TRANSACTIONS
 
Purchases and sales of investment securities (excluding government and short-term investments) for the Fund during the six months ended April 30, 2014 were $5,133,387 and $4,223,409, respectively.
 
There were no purchases or sales/maturities of long-term U.S. Government Securities for the Fund during the six months ended April 30, 2014.
 
 
5).  INVESTMENT MANAGEMENT FEE AND OTHER TRANSACTIONS WITH AFFILIATES
 
Hennessy Advisors, Inc. (the “Advisor”) is the investment advisor of the Fund. The Advisor provides the Fund with investment management services under an Investment Advisory Agreement. The Advisor furnishes all investment advice, office space, facilities, and provides most of the personnel needed by the Fund. As compensation for its services, the Advisor is entitled to a monthly fee from the Fund. The fee is based upon the average daily net assets of the Fund at the annual rate of 1.20%.  The net investment advisory fees payable for the Fund as of April 30, 2014 were $15,495.
 
The Advisor has delegated the day-to-day management of the Fund to a sub-advisor, SPARX Asset Management Co., Ltd.  The Advisor pays the sub-advisor fees for the Fund from its own assets and these fees are not an additional expense of the Fund.
 
The Board has approved a Shareholder Servicing Agreement for the Fund, which was instituted to compensate the Advisor for the non-investment management services it provides to the Fund. The Shareholder Servicing Agreement provides for a monthly fee paid to the Advisor at an annual rate of 0.10% of the average daily net assets of the Fund. Shareholder servicing fees payable for the Fund as of April 30, 2014 were $1,291.
 
The Fund has entered into agreements with various brokers, dealers, and financial intermediaries in connection with the sale of shares of the Fund.  The agreements provide
 

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for periodic payments by the Fund to the brokers, dealers, and financial intermediaries for providing certain shareholder maintenance services (sub-transfer agent expenses).  These shareholder services include the pre-processing and quality control of new accounts, shareholder correspondence, answering customer inquiries regarding account status, and facilitating shareholder telephone transactions. Fees paid by the Fund to various brokers, dealers, and financial intermediaries for the six months ended April 30, 2014 were $16,235.
 
U.S. Bancorp Fund Services, LLC (“USBFS”) provides the Fund with administrative, fund accounting, and transfer agent services, including all regulatory reporting, and necessary office equipment and personnel.  As administrator, USBFS prepares various federal and state regulatory filings, reports, and returns for the Fund; prepares reports and materials to be supplied to the Board; monitors the activities of the Fund’s custodian, transfer agent, and accountants; and coordinates the preparation and payment of the Fund’s expenses and reviews the Fund’s expense accruals. Fees paid to USBFS for the six months ended April 30, 2014 were $15,465.
 
U.S. Bank, N.A., an affiliate of USBFS, serves as the Fund’s custodian.  Quasar Distributors, LLC acts as the Fund’s principal underwriter in a continuous public offering of the Fund’s shares.  Quasar Distributors, LLC is an affiliate of USBFS and U.S. Bank, N.A.
 
 
6).  LINE OF CREDIT
 
The Fund has a line of credit with the other funds in the Hennessy Funds family of funds (the “Hennessy Funds”) in the amount of the lesser of (i) $100,000,000 or (ii) 33.33% of each Hennessy Fund’s net assets, or 30% for the Hennessy Gas Utility Index Fund and 10% for the Hennessy Balanced Fund, intended to provide short-term financing, if necessary, subject to certain restrictions, in connection with shareholder redemptions. The credit facility is with the Hennessy Funds’ custodian bank, U.S. Bank, N.A.  Borrowings under this arrangement bear interest at the bank’s prime rate. During the six months ended April 30, 2014, the Fund had an outstanding average daily balance and a weighted average interest rate of $5,983 and 3.25%, respectively.  The maximum amount outstanding for the Fund during the period was $515,000.
 
 
7).  FEDERAL TAX INFORMATION
 
As of October 31, 2013, the Fund’s most recent fiscal year end, the components of accumulated earnings (losses) for income tax purposes for the Fund were as follows:
 
 
Cost of investments for tax purposes
  $ 13,565,109  
 
Gross tax unrealized appreciation
  $ 1,595,870  
 
Gross tax unrealized depreciation
    (524,715 )
 
Net tax unrealized appreciation/depreciation
  $ 1,071,155  
 
Undistributed ordinary income
  $ 2,248,979  
 
Undistributed long-term capital gains
    980,367  
 
Total distributable earnings
  $ 3,229,346  
 
Other accumulated gain (loss)
  $ 228  
 
Total accumulated gain (loss)
  $ 4,300,729  
 
The difference between book-basis and tax-basis unrealized appreciation is attributable primarily to capital loss carry overs, wash sales, and partnership adjustments.
 
At October 31, 2013, the Fund’s most recent fiscal year end, the Fund had no tax basis capital losses to offset future capital gains.
 
Capital losses sustained in the year ended October 31, 2012 and in future taxable years will not expire and may be carried over by the Fund without limitation; however,

HENNESSY FUNDS                                                                                                        1-800-966-4354
 
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they will retain the character of the original loss. Furthermore, any losses incurred during those taxable years will be required to be utilized prior to the losses incurred in the pre-enactment taxable years. As a result of this ordering rule, pre-enactment capital loss carryforwards may be more likely to expire unused. Under pre-enactment law, capital losses could be carried forward for eight years, and carried forward as short-term capital losses, irrespective of the character of the original loss.
 
At October 31, 2013, the Fund did not defer, on a tax basis, any post-December late year ordinary loss deferrals or post-December loss deferrals.
 
The tax character of distributions paid during fiscal year 2014 (year-to-date) and fiscal year 2013 for the Fund were as follows:
 
     
Six Months Ended
   
Year Ended
 
     
April 30, 2014
   
October 31, 2013
 
 
Ordinary income
  $ 2,248,987     $  
 
Long-term capital gain
    980,377       1,115,069  
      $ 3,229,364     $ 1,115,069  
 
 
8).  AGREEMENT AND PLAN OF REORGANIZATION
 
On December 11, 2013, the Board approved an Agreement and Plan of Reorganization (the “Agreement”), of the Hennessy Japan Small Cap Fund (the “New Fund”), pursuant to which the New Fund would be a successor to the corresponding series of the same name of  Hennessy SPARX Funds Trust, a Massachusetts business trust (the “Predecessor Fund”).  The Agreement provided for the transfer of assets of the Predecessor Fund to the New Fund and the assumption of the liabilities of the Predecessor Fund by the New Fund.  The New Fund had the same investment objective and substantially similar principal investment strategies as the Predecessor Fund.  The reorganization was effective as of the close of business on February 28, 2014.  The following table illustrates the specifics of the reorganization:
 
   
Shares of the New Fund
     
 
Predecessor Fund
Issued to Shareholders of
New Fund
Combined
Tax Status
 
Net Assets
the Predecessor Fund
Net Assets
Net Assets
of Transfer
 
$16,456,664(1)
1,713,726
$16,456,664
$16,456,664
Non-taxable
 
 
(1)
Included accumulated realized gains and unrealized appreciation in the amounts of $3,437,805 and $1,625,651, respectively.

 

 

 

 

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Expense Example (Unaudited)
April 30, 2014

 
As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments, reinvested dividends, or other distributions; redemption fees; and exchange fees; and (2) ongoing costs, including management fees; service fees; and other Fund 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 Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period from November 1, 2013 through April 30, 2014.
 
Actual Expenses
The first line of the table below provides information about actual account values and actual expenses.  Although the Fund charges no sales loads or transaction fees, you will be assessed fees for outgoing wire transfers, returned checks and stop payment orders at prevailing rates charged by U.S. Bancorp Fund Services, LLC, the Fund’s transfer agent.  If you request that a redemption be made by wire transfer, currently a $15.00 fee is charged by the Fund’s transfer agent. IRA accounts will be charged a $15.00 annual maintenance fee. The example below includes, but is not limited to, management fees, shareholder servicing fees, fund accounting, custody, and transfer agent fees.  However, the example below does not include portfolio trading commissions and related expenses, and other extraordinary expenses as determined under generally accepted accounting principles.  You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line of the table under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.
 
Hypothetical Example for Comparison Purposes
The second line of the table below provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratios 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 your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads), or exchange fees. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds.  In addition, if these transactional costs were included, your costs would have been higher.
 

 

 

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Expenses Paid
 
Beginning
Ending
During Period(1)
 
Account Value
Account Value
November 1, 2013 –
 
November 1, 2013
April 30, 2014
April 30, 2014
Investor Class
     
       
Actual
$1,000.00
$1,052.00
$11.85
       
Hypothetical (5% return
     
  before expenses)
$1,000.00
$1,013.24
$11.63
 
(1)
Expenses are equal to the Fund’s annualized expense ratio of 2.33%, multiplied by the average account value over the period, multiplied by 181/365 days (to reflect one-half year period).



 
 
 
 
 
 
 

 

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Proxy Voting
 
A description of the policies and procedures the Fund uses to determine how to vote proxies relating to portfolio securities is available without charge: (1) by calling 1-800-966-4354; (2) on the Hennessy Funds’ website at hennessyfunds.com; or (3) on the U.S. Securities and Exchange Commission’s (the “SEC”) website at www.sec.gov. The Fund’s proxy voting record is available on both the Hennessy Funds’ website at hennessyfunds.com and the SEC’s website at www.sec.gov no later than August 31 for the prior 12 months ending June 30.
 
 
Quarterly Filings on Form N-Q
 
The Fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. The Fund’s Forms N-Q are available on the SEC’s website at www.sec.gov. The Fund’s Forms N-Q may be reviewed and copied at the SEC’s Public Reference Room in Washington, DC and information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330.  Information included in the Fund’s Forms N-Q will also be available upon request by calling 1-800-966-4354.
 
 
Householding
 
To help keep the Fund’s costs as low as possible, we generally deliver a single copy of most financial reports and prospectuses to shareholders who share an address, even if the accounts are registered under different names. This process, known as “householding,” does not apply to account statements. You may, of course, request an individual copy of a prospectus or financial report at any time. If you would like to receive separate mailings, please call the Administrator at 1-800-261-6950 or 1-414-765-4124 and we will begin individual delivery within 30 days of your request. If your account is held through a financial institution or other intermediary, please contact them directly to request individual delivery.
 

 

 

 

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Board Approval of Investment Advisory
Agreements
 
At its meeting on December 4, 2013, the Board of Trustees of the Fund (the “Board”) unanimously approved the investment advisory agreement and sub-advisory agreement of the Fund for an initial period of two years.
 
The Board reviewed a number of documents, including a memorandum provided by outside legal counsel that described the fiduciary duties of the Board with respect to approving the investment advisory agreement and the relevant factors for consideration, the Advisor’s most recent Form 10-K, a completed questionnaire from the sub-advisor, copies of the advisory and sub-advisory agreements, a fund fact sheet, and peer expense and performance comparisons.  The Board considered and discussed numerous factors, including the following:
 
 
The Board considered the services identified below that are provided by the Advisor and the sub-advisor:
 
   
The sub-advisor acts as the portfolio manager to the Fund, managing the composition of the portfolio of the Fund, including the purchase, retention, and disposition of portfolio securities in accordance with the Fund’s investment objectives, policies, and restrictions.
 
   
The Advisor oversees distribution of the Fund through third-party broker/dealers and independent financial institutions such as Charles Schwab, Inc., Fidelity, TD Waterhouse, and Pershing. The Advisor participates in “no transaction fee” (“NTF”) programs with these companies on behalf of the Fund, which allows customers to purchase the Fund through third-party distribution channels without paying a transaction fee. The Advisor compensates a number of these third-party providers of NTF programs out of its own revenues and not those of the Fund.
 
   
The Advisor oversees service providers that support the Fund in providing fund accounting, fund administration, fund distribution, transfer agency, and custodial services.
 
 
The Board considered that the advisory services to be provided by the Advisor and the sub-advisor are services required for the operation of the Fund.
 
 
The Board considered the nature and quality of the advisory services offered by the Advisor and the sub-advisor to the Fund.
 
 
The Board considered that the terms of the advisory and sub-advisory agreements are fair and reasonable
.
 
The Board compared the performance of the Fund to benchmark indices over various periods of time and concluded that the positive performance of the Fund warranted the approval of the advisory and sub-advisory agreements.
 
 
The Board reviewed the Fund’s expense ratio and comparable expense ratios for funds comparable to the Fund. The Board used data from Morningstar showing funds similar in asset size and investment objective to the Fund and determined that the expense ratio of the Fund falls within the range of the ratios of other comparable funds and concluded that the expenses of the Fund were reasonable.
 
 
The Board considered the fees charged by the Advisor to those of funds similar in asset size and investment objective to the Fund and concluded the advisory fee of the Fund was reasonable and warranted approval of the advisory and sub-advisory agreements.
 

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The Board considered the profitability of the Advisor and the sub-advisor with respect to the Fund and concluded the profits were reasonable and not excessive when compared to profitability guidelines set forth in relevant court cases.
 
 
The Board considered the high level of professionalism and knowledge of the Advisor’s and sub-advisor’s employees, along with an extremely low level of turnover of the employees of the Advisor, and concluded that this was beneficial to the Fund and its shareholders, as it ensures that the Fund is operated efficiently.
 
All of the factors above were considered separately by the Board, including the Trustees who are not “interested persons” (as defined in the Investment Company Act of 1940, as amended) of the Fund (the “Independent Trustees”) meeting in an executive session. The factors were viewed in their totality by the Board, with no single factor being the principal or determinative factor in the Board’s determination of whether to approve the advisory and sub-advisory agreements. Based on the factors discussed above, the Board, including all of the Independent Trustees, recommended approval of the advisory and sub-advisory agreements.
 

 
 
 
 
 
 

 
 

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(This Page Intentionally Left Blank.)
 

 

 
 
 
 
 

 
 

 

 

 
 
 

 

For information, questions or assistance, please call
 
The Hennessy Funds
 
1-800-966-4354 or 1-415-899-1555
 

 
INVESTMENT ADVISOR
Hennessy Advisors, Inc.
7250 Redwood Blvd., Suite 200
Novato, California 94945

ADMINISTRATOR,
TRANSFER AGENT,
DIVIDEND PAYING AGENT &
SHAREHOLDER SERVICING AGENT
U.S. Bancorp Fund Services, LLC
P.O. Box 701
Milwaukee, Wisconsin 53201-0701

CUSTODIAN
U.S. Bank N.A.
Custody Operations
1555 North River Center Dr., Suite 302
Milwaukee, Wisconsin 53212

TRUSTEES
Neil J. Hennessy
Robert T. Doyle
J. Dennis DeSousa
Gerald P. Richardson

COUNSEL
Foley & Lardner LLP
777 East Wisconsin Avenue
Milwaukee, Wisconsin 53202-5306

INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM
KPMG LLP
777 East Wisconsin Avenue
Milwaukee, Wisconsin 53202-5306

DISTRIBUTOR
Quasar Distributors, LLC
615 East Michigan Street
Milwaukee, Wisconsin 53202
 
 
Hennessy Funds Logo

 
Investing, Uncomprised Graphic

hennessyfunds.com  |  1-800-966-4354

This report has been prepared for shareholders and may be distributed to
others only if preceded or accompanied by a current prospectus.
 

 
 
 

 

Item 2. Code of Ethics.

Not applicable for semi-annual reports.

Item 3. Audit Committee Financial Expert.

Not applicable for semi-annual reports.

Item 4. Principal Accountant Fees and Services.

Not applicable for semi-annual reports.

Item 5. Audit Committee of Listed Registrants.

Not applicable to registrants who are not listed issuers (as defined in Rule 10A-3 under the Securities Exchange Act of 1934).

Item 6. Investments.
 
Schedules of Investments are included as part of the reports to stockholders filed under Item 1 of this report.
 
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 Company and Affiliated Purchasers.

Not applicable to open-end investment companies.

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

None.

Item 11. Controls and Procedures.

(a)  
The Registrant’s President and Treasurer have reviewed the Registrant’s disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940 (the “Act”)) as of a date within 90 days of the filing of this report, as required by Rule 30a-3(b) under the Act and Rules 13a-15(b) or 15d-15(b) under the Securities Exchange Act of 1934.  Based on their review, such officers have concluded that the disclosure controls and procedures are effective in ensuring that information required to be disclosed in this report is appropriately recorded, processed, summarized and reported and made known to them by others within the Registrant and by the Registrant’s service provider.

(b)  
There were no changes in the Registrant’s internal control over financial reporting (as defined in Rule 30a-3(d) under the Act) that occurred during the second fiscal quarter of 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 12. Exhibits.

(a)  
(1) Any code of ethics or amendment thereto, that is the subject of the disclosure required by Item 2, to the extent that the registrant intends to satisfy Item 2 requirements through filing of an exhibit. Not applicable.

(2) A separate certification for each principal executive and principal financial officer pursuant to Rule 30a-2(a) under the Act and Section 302 of the Sarbanes-Oxley Act of 2002.  Filed herewith.

(3) Any written solicitation to purchase securities under Rule 23c-1 under the Act sent or given during the period covered by the report by or on behalf of the registrant to 10 or more persons.  Not applicable to open-end investment companies.

(b)  
Certifications pursuant to Rule 30a-2(b) under the Act and Section 906 of the Sarbanes-Oxley Act of 2002.  Furnished 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.


(Registrant)  Hennessy Funds Trust

By (Signature and Title)*        /s/ Neil J. Hennessy                  
Neil J. Hennessy, President

Date:  July 7, 2014



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/ Neil J. Hennessy                  
Neil J. Hennessy, President

Date:  July 7, 2014

By (Signature and Title)*        /s/ Teresa M. Nilsen                       
Teresa M. Nilsen, Treasurer

Date:  July 7, 2014