N-CSR 1 hft_hf-ncsra.htm HENNESSY FUNDS TRUST ANNUAL REPORTS 10-31-17
As filed with the Securities and Exchange Commission on January 8, 2018



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, 2017



Date of reporting period:  October 31, 2017

Item 1. Reports to Stockholders.

 
 



ANNUAL REPORT

OCTOBER 31, 2017



 
 
HENNESSY CORNERSTONE
GROWTH FUND
 
Investor Class HFCGX
Institutional Class HICGX

 
 

 

 
hennessyfunds.com | 1-800-966-4354
 





 
 




(This Page Intentionally Left Blank.)
 











CONTENTS

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
Report of Independent Registered Public Accounting Firm
   
28
Trustees and Officers of the Fund
   
29
Expense Example
   
32
Proxy Voting Policy and Proxy Voting Records
   
34
Quarterly Schedule of Investments
   
34
Householding
   
34
Privacy Policy
   
35


HENNESSY FUNDS
1-800-966-4354
 


December 2017
 
Dear Hennessy Funds Shareholder:

Over the past year, global equity markets have made strong advances, fueled by continued, broad-based economic growth in most countries and regions, and in spite of a somewhat unsettling geopolitical backdrop.
 
U.S. stocks performed well in the first year of the new administration in Washington, and, ignoring the debate and the bluster, investors have continued to focus on what concerns them the most – tax reform, deregulation, and the hope of an increase in infrastructure spending. As we move into the final weeks of the calendar year, with the major indices reaching new highs, I find myself envisioning the Dow Jones Industrial Average building momentum toward 30,000.
 
Over the past 12 months, the U.S. economy has continued to grow at a steady rate of almost 2.5% on an annualized basis, as measured by GDP. Companies have added over 170,000 jobs per month on average over the past year, and the current unemployment rate of 4.1% is the lowest in 17 years. Consumer confidence is high and still rising, and corporate profits are at all-time highs. The Federal Reserve has been increasing interest rates, but at a gradual pace. The bond market has also continued to support the equity market and equity market valuations. Since December of last year, long bond yields have stayed within a narrow band, with the 10-year U.S. Treasury yield hovering in the 2.0% to 2.5% range, and remain low compared to historical averages. In my opinion, long bond yields have stayed low despite three increases in the Federal Funds rate over the last 12 months in part due to persistent low inflation.
 
Meanwhile, the prospective price-to-earnings multiples for the Dow Jones Industrial Average and S&P 500 Index are just above long-term averages at 19.5x and 19.9x, respectively. I believe these levels of stock valuation, while higher than a year ago, are still very reasonable. At the peak of the technology/dot-com bubble, U.S. equities sold at much higher multiples across the board than they do today, and bond yields were also much higher. In June of 1999, the Dow Jones Industrial Average sold at 28x earnings and the 10-year bond yield was close to 6%. Today, the Dow is selling at under 20x earnings and is offering a 2.2% dividend yield, on par with the yield of the 10-year government bond at 2.4%.
 
Equity markets in the U.S. have been rising for almost nine years, and financial media reports have speculated that this bull run will come to end, but why? I see no substantial reasons or indicators that a major correction is on the horizon. I remain confident that this bull market has room to run. Overall, investment fundamentals are strong. Corporate earnings are growing at a healthy rate, and companies are generating excess cash flow. Cash continues to build on corporate balance sheets, with $5.2 trillion in cash and short term investments among the S&P 500 Index companies as of October 31, 2017. If our government leaders can pass a meaningful tax reform bill and continue efforts toward regulatory relief, it could be icing on the cake for equities.
 
There have been, and will likely continue to be, downturns throughout this extended bull market. Since 2010, there have been 18 downturns in the market, 14 of which were between 5% and 10% and four of which were corrections of between 10% and 20%. Yet the market has bounced back following each pullback and then has moved higher. A correction is not the end of the bull market. What might signal that we are at the end of this bull market? Euphoria. And I still see no signs of euphoria in this market. In the past,
 
 
 
HENNESSYFUNDS.COM
2

LETTER TO SHAREHOLDERS
 
I have likened the current bull market to that of 1982-2000, and I am confident in the strength of the market today and believe the economy will continue its slow, but steady, growth into the coming year.
 
Thank you for your continued confidence and investment in our funds. If you have any questions or would like 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 Index are unmanaged indices commonly used to measure the performance of U.S. stocks. One cannot invest directly in an index.
 
Price to earnings is calculated by dividing a company’s market price per share by its earnings per share. Dividend yield is calculated as the annual dividends paid by a company divided by the price of a share of its stock. Cash flow provides 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)
 
 
CHANGE IN VALUE OF $10,000 INVESTMENT
 

 
 
This graph illustrates the performance of an initial investment of $10,000 made in the Fund ten years ago and assumes the reinvestment of dividends.
 
AVERAGE ANNUAL TOTAL RETURN FOR PERIODS ENDED OCTOBER 31, 2017
 
 
One
Five
Ten
 
Year
Years
Years
Hennessy Cornerstone Growth Fund –
     
  Investor Class (HFCGX)
27.29%
14.33%
3.63%
Hennessy Cornerstone Growth Fund –
     
  Institutional Class (HICGX)(1)
27.70%
14.66%
3.94%
Russell 2000® Index
27.85%
14.49%
7.63%
S&P 500 Index
23.63%
15.18%
7.51%
 
Expense ratios: 1.33% (Investor Class); 0.99% (Institutional Class)
 
(1)
The inception date of Institutional Class shares is March 3, 2008. Performance shown prior to the inception of Institutional Class shares reflects the performance of Investor Class shares and includes expenses that are not applicable to, and are higher than, those of Institutional Class shares.
 
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. The performance table does not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. 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 Russell 2000® Index is an index commonly used to measure the performance of U.S. small-capitalization stocks. The S&P 500 Index is an unmanaged index commonly used to measure the performance of U.S. stocks. One cannot invest directly in an index.
 
Frank Russell Company (“Russell”) is the source and owner of the trademarks, service marks, and copyrights related to the Russell Indexes. Russell® is a trademark of Frank Russell Company. Neither Russell nor its licensors accept any liability for any errors or omissions in the Russell Indexes or Russell ratings or underlying data and no party may rely on any Russell Indexes or Russell ratings or underlying data contained in this communication. No further distribution of Russell data is permitted without Russell’s
 
 
 
HENNESSYFUNDS.COM
4

PERFORMANCE OVERVIEW
 
express written consent. Russell does not promote, sponsor, or endorse the content of this communication.
 
The expense ratios presented are from the most recent prospectus. The expense ratios for the current reporting period are available in the Financial Highlights section of this report.
 
PERFORMANCE NARRATIVE
 
Portfolio Managers Neil J. Hennessy, Brian E. Peery, and Ryan C. Kelley
 
Performance:
 
For the 12-month period ended October 31, 2017, the Investor Class of the Hennessy Cornerstone Growth Fund returned 27.29%, slightly underperforming the Russell 2000® Index, which returned 27.85%, but outperforming the S&P 500 Index, which returned 23.63%, for the same period.
 
The Fund’s underperformance relative to its primary benchmark, the Russell 2000® Index, can be attributed primarily to the portfolio’s underweight position in the Health Care sector. On an individual stock basis, Triple-S Management Corp, an independent licensee of Blue Cross/Blue Shield in Puerto Rico, had the biggest negative impact on performance. Investments in the Consumer Discretionary sector performed well, with Scientific Games Corp. and Arcos Dorados Holdings aiding performance significantly. We continue to hold Scientific Games Corp. and Arcos Dorados Holdings in the portfolio, but have sold Triple-S Management Corp.
 
Portfolio Strategy:
 
We believe that the Fund’s investment strategy, which seeks companies that are reporting growth in earnings, whose stock prices are showing positive relative strength but that still trade on low price-to-sales ratios, offers investors true “growth at a reasonable price.” Limiting the Fund’s portfolio to 50 stocks produces a relatively concentrated portfolio, where individual stock performance can significantly influence the performance of the portfolio as a whole.
 
Investment Commentary:
 
We continue to believe that there are good investment opportunities among small- and mid-cap stocks. Many investors gravitated away from smaller stocks last year as they sought safety in larger, more well-established businesses in a year of much political uncertainty. Many of these smaller companies have purely domestic businesses, which are benefiting from steady, albeit slow, economic growth at home, low inflation, and low energy prices. Smaller companies could also be important beneficiaries of a cut in corporate taxes because many have predominantly domestic operations that offer little scope for sheltering taxes and are paying taxes near their effective rate of 35%. If a reduction in corporate taxes is included in a successful tax reform bill over the next year, we would expect the small- and mid-sized, domestically oriented stocks to react positively. As a result of the tight labor market in the U.S., we are finally starting to see wages rise, leading to better growth in personal incomes. Meanwhile, the economy continues to grow steadily, with GDP growth reported at 3.0% in the third quarter of 2017. Revenue growth for small- and mid-cap companies has been robust over the last 12 months. Overall, we believe current economic conditions provide a good environment for domestically oriented, small- and mid-cap stocks. We remain pleased with the positioning of the portfolio, which remains overweight in cyclical stocks, such as those in the Industrials and Consumer Discretionary sectors, and underweight more defensive
 

HENNESSY FUNDS
1-800-966-4354
 
5

sectors, such as Utilities. Relative to the Fund’s benchmarks, the portfolio is also overweight in the Materials sector and underweight in Health Care and Financials.
 


Opinions expressed are those of the Portfolio Managers as of the date written and are subject to change, are not guaranteed, and should not be considered investment advice or an indication of trading intent. Earnings growth is not representative of the Fund’s future performance.
 
The Russell 2000® Index is an index commonly used to measure the performance of U.S. small-capitalization stocks. The S&P 500 Index is an unmanaged index commonly used to measure the performance of U.S. stocks. One cannot invest directly in an index.
 
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 may involve political, economic and currency risks, greater volatility, and differences in accounting methods. The Fund’s formula-based strategy may cause the Fund to buy or sell securities at times when it may not be advantageous. Please see the Fund’s prospectus for a more complete discussion of these and other risks.
 
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.
 
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.
 
 
 
HENNESSYFUNDS.COM

6

PERFORMANCE OVERVIEW/SCHEDULE OF INVESTMENTS

Financial Statements
 
Schedule of Investments as of October 31, 2017
 
HENNESSY CORNERSTONE GROWTH FUND
(% of Net Assets)
 
 
 
TOP TEN HOLDINGS (EXCLUDING CASH/CASH EQUIVALENTS)
 
% NET ASSETS
KEMET Corp.
   
5.41
%
Scientific Games Corp., Class A
   
4.01
%
Extreme Networks, Inc.
   
3.53
%
Sterling Construction Co., Inc.
   
3.35
%
Kronos Worldwide, Inc.
   
3.28
%
Tronox Ltd., Class A
   
3.10
%
The Chemours Co.
   
2.98
%
Meritor, Inc.
   
2.77
%
Arcos Dorados Holdings, Inc., Class A
   
2.68
%
Columbus Mckinnon Corporation of New York
   
2.49
%
 
 
 
 
 
 
 
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, as amended, the Fund uses more specific industry classifications.
 

HENNESSY FUNDS
1-800-966-4354
 
7

COMMON STOCKS – 94.80%
 
Number
         
% of
 
 
 
of Shares
   
Value
   
Net Assets
 
 
                 
Consumer Discretionary – 14.71%
                 
Adtalem Global Education, Inc.
   
119,400
   
$
4,411,830
     
1.93
%
Arcos Dorados Holdings, Inc., Class A (a)(b)
   
614,800
     
6,148,000
     
2.68
%
K12, Inc. (a)
   
211,400
     
3,428,908
     
1.50
%
Scientific Games Corp., Class A (a)
   
192,700
     
9,172,520
     
4.01
%
Thor Industries, Inc.
   
35,600
     
4,849,432
     
2.12
%
Winnebago Industries, Inc.
   
114,900
     
5,647,335
     
2.47
%
 
           
33,658,025
     
14.71
%
 
                       
Consumer Staples – 1.93%
                       
Central Garden & Pet Co. (a)
   
115,400
     
4,405,972
     
1.93
%
 
                       
Energy – 3.03%
                       
Cosan Ltd., Class A (b)
   
432,300
     
3,756,687
     
1.64
%
McDermott International, Inc. (a)(b)
   
481,100
     
3,184,882
     
1.39
%
 
           
6,941,569
     
3.03
%
 
                       
Financials – 3.63%
                       
Lincoln National Corp.
   
54,500
     
4,130,010
     
1.80
%
Unum Group
   
80,300
     
4,178,812
     
1.83
%
 
           
8,308,822
     
3.63
%
 
                       
Industrials – 32.33%
                       
ACCO Brands Corp. (a)
   
300,300
     
3,918,915
     
1.71
%
Columbus McKinnon Corporation of New York
   
143,900
     
5,692,684
     
2.49
%
DXP Enterprises Inc. (a)
   
102,600
     
3,290,382
     
1.44
%
Meritor, Inc. (a)
   
243,900
     
6,343,839
     
2.77
%
Oshkosh Corp.
   
56,700
     
5,191,452
     
2.27
%
Patrick Industries, Inc. (a)
   
46,800
     
4,352,400
     
1.90
%
SkyWest, Inc.
   
108,900
     
5,129,190
     
2.24
%
SPX Corp. (a)
   
154,900
     
4,537,021
     
1.98
%
Sterling Construction Co., Inc. (a)
   
429,300
     
7,663,005
     
3.35
%
Titan International, Inc.
   
291,200
     
2,836,288
     
1.24
%
TriNet Group, Inc. (a)
   
154,200
     
5,353,824
     
2.34
%
Tutor Perini Corp. (a)
   
128,700
     
3,629,340
     
1.59
%
Univar, Inc. (a)
   
130,900
     
3,894,275
     
1.70
%
Veritiv Corp. (a)
   
69,300
     
2,227,995
     
0.97
%
Willdan Group, Inc. (a)
   
143,400
     
4,310,604
     
1.88
%
XPO Logistics, Inc. (a)
   
81,000
     
5,617,350
     
2.46
%
 
           
73,988,564
     
32.33
%
 
The accompanying notes are an integral part of these financial statements.
 
 
 
HENNESSYFUNDS.COM

8

SCHEDULE OF INVESTMENTS
 
COMMON STOCKS
 
Number
         
% of
 
 
 
of Shares
   
Value
   
Net Assets
 
Information Technology – 18.52%
                 
Extreme Networks, Inc. (a)
   
673,600
   
$
8,083,200
     
3.53
%
Hewlett Packard Enterprise Co.
   
160,600
     
2,235,552
     
0.98
%
Insight Enterprises, Inc. (a)
   
87,300
     
3,932,865
     
1.72
%
KEMET Corp. (a)
   
481,700
     
12,374,873
     
5.41
%
Micro Focus International PLC – ADR (a)(b)
   
22,054
     
770,346
     
0.34
%
NCR Corp. (a)
   
85,100
     
2,730,859
     
1.19
%
PCM, Inc. (a)
   
141,600
     
1,989,480
     
0.87
%
Science Applications International Corp.
   
45,700
     
3,351,638
     
1.46
%
Sierra Wireless, Inc. (a)(b)
   
154,300
     
3,464,035
     
1.51
%
TTM Technologies , Inc. (a)
   
219,500
     
3,463,710
     
1.51
%
 
           
42,396,558
     
18.52
%
                         
Materials – 19.40%
                       
AK Steel Holding Corp. (a)
   
442,200
     
2,029,698
     
0.89
%
Freeport-McMoRan, Inc. (a)
   
242,700
     
3,392,946
     
1.48
%
Greif, Inc., Class A
   
66,100
     
3,670,533
     
1.61
%
Kronos Worldwide, Inc.
   
285,200
     
7,503,612
     
3.28
%
Olympic Steel, Inc.
   
154,400
     
2,915,072
     
1.27
%
Platform Specialty Products Corp. (a)
   
301,600
     
3,227,120
     
1.41
%
Steel Dynamics, Inc.
   
102,700
     
3,821,467
     
1.67
%
The Chemours Co.
   
120,500
     
6,821,505
     
2.98
%
Trinseo S.A. (b)
   
55,200
     
3,919,200
     
1.71
%
Tronox Ltd., Class A (b)
   
267,800
     
7,088,666
     
3.10
%
 
           
44,389,819
     
19.40
%
                         
Telecommunication Services – 1.25%
                       
Sprint Corp. (a)
   
438,100
     
2,865,174
     
1.25
%
                         
Total Common Stocks
                       
(Cost $183,444,310)
           
216,954,503
     
94.80
%
 
                       
PARTNERSHIPS – 1.62%
                       
                         
Energy – 1.62%
                       
Energy Transfer Equity, L.P.
   
208,500
     
3,700,875
     
1.62
%
 
                       
Total Partnerships
                       
  (Cost $3,841,612)
           
3,700,875
     
1.62
%
 
The accompanying notes are an integral part of these financial statements.
 

HENNESSY FUNDS
1-800-966-4354
 

9

RIGHTS – 0.00%
 
Number
         
% of
 
 
 
of Shares
   
Value
   
Net Assets
 
Health Care – 0.00%
                 
Forest Laboratories, Inc. (a)(c)
   
5,500
   
$
55
     
0.00
%
 
                       
Total Rights
                       
  (Cost $0)
           
55
     
0.00
%
 
                       
SHORT-TERM INVESTMENTS – 3.48%
                       
 
                       
Money Market Funds – 3.48%
                       
Fidelity Government Portfolio, Institutional Class, 0.92% (d)
   
7,973,712
     
7,973,712
     
3.48
%
 
                       
Total Short-Term Investments
                       
  (Cost $7,973,712)
           
7,973,712
     
3.48
%
 
                       
Total Investments
                       
  (Cost $195,259,634) – 99.90%
           
228,629,145
     
99.90
%
Other Assets in Excess of Liabilities – 0.10%
           
232,043
     
0.10
%
TOTAL NET ASSETS – 100.00%
         
$
228,861,188
     
100.00
%

Percentages are stated as a percent of net assets.

ADR – American Depositary Receipt
(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 October 31, 2017.
 
The accompanying notes are an integral part of these financial statements.
 
 
 
HENNESSYFUNDS.COM

10

SCHEDULE OF INVESTMENTS

Summary of Fair Value Exposure at October 31, 2017
 
The following is a summary of the inputs used to value the Fund’s net assets as of October 31, 2017 (See Note 3 in the accompanying notes to the financial statements):
 
Common Stocks
 
Level 1
   
Level 2
   
Level 3
   
Total
 
Consumer Discretionary
 
$
33,658,025
   
$
   
$
   
$
33,658,025
 
Consumer Staples
   
4,405,972
     
     
     
4,405,972
 
Energy
   
6,941,569
     
     
     
6,941,569
 
Financials
   
8,308,822
     
     
     
8,308,822
 
Industrials
   
73,988,564
     
     
     
73,988,564
 
Information Technology
   
42,396,558
     
     
     
42,396,558
 
Materials
   
44,389,819
     
     
     
44,389,819
 
Telecommunication Services
   
2,865,174
     
     
     
2,865,174
 
Total Common Stocks
 
$
216,954,503
   
$
   
$
   
$
216,954,503
 
Partnerships
                               
Energy
 
$
3,700,875
   
$
   
$
   
$
3,700,875
 
Total Partnerships
 
$
3,700,875
   
$
   
$
   
$
3,700,875
 
Rights
                               
Health Care
 
$
   
$
   
$
55
*
 
$
55
 
Total Rights
 
$
   
$
   
$
55
   
$
55
 
Short-Term Investments
                               
Money Market Funds
 
$
7,973,712
   
$
   
$
   
$
7,973,712
 
Total Short-Term Investments
 
$
7,973,712
   
$
   
$
   
$
7,973,712
 
Total Investments
 
$
228,629,090
   
$
   
$
55
   
$
228,629,145
 

* Acquired in merger.

Transfers between levels are recognized at the end of the reporting period. During the year ended October 31, 2017, the Fund recognized no transfers between levels.
 

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, 2016
 
$
275
 
Accrued discounts/premiums
   
 
Realized gain (loss)
   
 
Change in unrealized depreciation
   
(220
)
Purchases
   
 
(Sales)
   
 
Transfer in and/or out of Level 3
   
 
Balance as of October 31, 2017
 
$
55
 
Change in unrealized depreciation during the period for
       
  Level 3 investments held at October 31, 2017
 
$
(220
)
 
The Level 3 investments as of October 31, 2017, 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
 

11

Financial Statements
 
Statement of Assets and Liabilities as of October 31, 2017
 
ASSETS:
     
Investments in securities, at value (cost $195,259,634)
 
$
228,629,145
 
Cash
   
51,812
 
Dividends and interest receivable
   
53,370
 
Receivable for fund shares sold
   
606,615
 
Prepaid expenses and other assets
   
28,021
 
Total Assets
   
229,368,963
 
         
LIABILITIES:
       
Payable for fund shares redeemed
   
122,545
 
Payable to advisor
   
141,715
 
Payable to administrator
   
35,703
 
Payable to auditor
   
21,303
 
Accrued distribution fees
   
115,091
 
Accrued service fees
   
16,530
 
Accrued trustees fees
   
5,770
 
Accrued expenses and other payables
   
49,118
 
Total Liabilities
   
507,775
 
NET ASSETS
 
$
228,861,188
 
         
NET ASSETS CONSIST OF:
       
Capital stock
 
$
196,290,622
 
Accumulated net investment loss
   
(796,849
)
Accumulated net realized loss on investments
   
(2,096
)
Unrealized net appreciation on investments
   
33,369,511
 
Total Net Assets
 
$
228,861,188
 
         
NET ASSETS
       
Investor Class:
       
Shares authorized (no par value)
 
Unlimited
 
Net assets applicable to outstanding Investor Class shares
 
$
197,216,116
 
Shares issued and outstanding
   
8,163,724
 
Net asset value, offering price and redemption price per share
 
$
24.16
 
         
Institutional Class:
       
Shares authorized (no par value)
 
Unlimited
 
Net assets applicable to outstanding Institutional Class shares
 
$
31,645,072
 
Shares issued and outstanding
   
1,273,574
 
Net asset value, offering price and redemption price per share
 
$
24.85
 
 
The accompanying notes are an integral part of these financial statements.
 
 
 
HENNESSYFUNDS.COM

12


STATEMENT OF ASSETS AND LIABILITIES/STATEMENT OF OPERATIONS

Financial Statements
 
Statement of Operations for the year ended October 31, 2017
 
INVESTMENT INCOME:
     
Dividend income
 
$
2,005,944
 
Interest income
   
35,554
 
Total investment income
   
2,041,498
 
         
EXPENSES:
       
Investment advisory fees (See Note 5)
   
1,560,063
 
Sub-transfer agent expenses – Investor Class (See Note 5)
   
273,359
 
Sub-transfer agent expenses – Institutional Class (See Note 5)
   
16,912
 
Distribution fees – Investor Class (See Note 5)
   
277,267
 
Administration, fund accounting, custody and transfer agent fees (See Note 5)
   
201,397
 
Service fees – Investor Class (See Note 5)
   
184,845
 
Federal and state registration fees
   
35,699
 
Compliance expense (See Note 5)
   
28,705
 
Audit fees
   
21,676
 
Reports to shareholders
   
21,550
 
Trustees’ fees and expenses
   
16,980
 
Legal fees
   
1,978
 
Other expenses
   
16,958
 
Total expenses
   
2,657,389
 
NET INVESTMENT LOSS
 
$
(615,891
)
         
REALIZED AND UNREALIZED GAINS:
       
Net realized gain on investments
 
$
25,408,962
 
Net change in unrealized appreciation on investments
   
26,412,588
 
Net gain on investments
   
51,821,550
 
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS
 
$
51,205,659
 
 
The accompanying notes are an integral part of these financial statements.
 

HENNESSY FUNDS
1-800-966-4354
 

13




 
 




(This Page Intentionally Left Blank.)
 








 
 
HENNESSYFUNDS.COM


14

STATEMENTS OF CHANGES IN NET ASSETS

Financial Statements
 
Statements of Changes in Net Assets
 
   
Year Ended
   
Year Ended
 
   
October 31, 2017
   
October 31, 2016
 
OPERATIONS:
           
Net investment loss
 
$
(615,891
)
 
$
(346,107
)
Net realized gain (loss) on investments
   
25,408,962
     
(8,409,990
)
Net change in unrealized
               
  appreciation (depreciation) on investments
   
26,412,588
     
(5,945,754
)
Net increase (decrease) in net assets
               
  resulting from operations
   
51,205,659
     
(14,701,851
)
                 
DISTRIBUTIONS TO SHAREHOLDERS FROM:
               
Net investment income – Investor Class
   
     
(255,352
)
Net investment income – Institutional Class
   
     
(98,941
)
Total distributions
   
     
(354,293
)
                 
CAPITAL SHARE TRANSACTIONS:
               
Proceeds from shares subscribed – Investor Class
   
5,154,765
     
23,250,634
 
Proceeds from shares subscribed – Institutional Class
   
6,572,602
     
4,485,262
 
Dividends reinvested – Investor Class
   
     
249,654
 
Dividends reinvested – Institutional Class
   
     
93,766
 
Cost of shares redeemed – Investor Class
   
(37,414,723
)
   
(74,707,125
)
Cost of shares redeemed – Institutional Class
   
(7,012,794
)
   
(15,664,076
)
Net decrease in net assets derived
               
  from capital share transactions
   
(32,700,150
)
   
(62,291,885
)
TOTAL INCREASE (DECREASE) IN NET ASSETS
   
18,505,509
     
(77,348,029
)
                 
NET ASSETS:
               
Beginning of year
   
210,355,679
     
287,703,708
 
End of year
 
$
228,861,188
   
$
210,355,679
 
Undistributed net investment loss, end of year
 
$
(796,849
)
 
$
(180,958
)
                 
CHANGES IN SHARES OUTSTANDING:
               
Shares sold – Investor Class
   
233,860
     
1,215,295
 
Shares sold – Institutional Class
   
279,691
     
231,105
 
Shares issued to holders as reinvestment
               
  of dividends – Investor Class
   
     
12,816
 
Shares issued to holders as reinvestment
               
  of dividends – Institutional Class
   
     
4,710
 
Shares redeemed – Investor Class
   
(1,795,884
)
   
(3,937,410
)
Shares redeemed – Institutional Class
   
(328,917
)
   
(816,510
)
Net decrease in shares outstanding
   
(1,611,250
)
   
(3,289,994
)
 
The accompanying notes are an integral part of these financial statements.
 

HENNESSY FUNDS
1-800-966-4354
 

15

Financial Statements
 
Financial Highlights
 
 
 
For an Investor Class share outstanding throughout each year

PER SHARE DATA:
Net asset value, beginning of year
 
Income from investment operations:
Net investment income (loss)
Net realized and unrealized gains (losses) on investments
Total from investment operations
 
Less distributions:
Dividends from net investment income
Total distributions
Net asset value, end of year

TOTAL RETURN

SUPPLEMENTAL DATA AND RATIOS:
Net assets, end of year (millions)
Ratio of expenses to average net assets
Ratio of net investment income (loss) to average net assets
Portfolio turnover rate(1)
 
 
 
 

 
 
(1)
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

FINANCIAL HIGHLIGHTS — INVESTOR CLASS
 
 
 

 
Year Ended October 31,
 
2017
   
2016
   
2015
   
2014
   
2013
 
                           
$
18.98
   
$
20.00
   
$
18.68
   
$
15.65
   
$
12.38
 
                                     
                                     
 
(0.09
)
   
(0.02
)
   
0.06
     
(0.04
)
   
(0.11
)
 
5.27
     
(0.98
)
   
1.26
     
3.07
     
3.38
 
 
5.18
     
(1.00
)
   
1.32
     
3.03
     
3.27
 
                                     
                                     
 
     
(0.02
)
   
     
     
 
 
     
(0.02
)
   
     
     
 
$
24.16
   
$
18.98
   
$
20.00
   
$
18.68
   
$
15.65
 
                                     
 
27.29
%
   
(5.00
)%
   
7.07
%
   
19.36
%
   
26.41
%
                                     
                                     
$
197.22
   
$
184.61
   
$
248.74
   
$
227.68
   
$
220.83
 
 
1.30
%
   
1.32
%
   
1.15
%
   
1.23
%
   
1.29
%
 
(0.33
)%
   
(0.18
)%
   
0.30
%
   
(0.17
)%
   
(0.26
)%
 
98
%
   
97
%
   
102
%
   
84
%
   
105
%
 
 
 
 
 
 
The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS
1-800-966-4354
 

17

Financial Statements
 
Financial Highlights
 
 
 
For an Institutional Class share outstanding throughout each year

PER SHARE DATA:
Net asset value, beginning of year

Income from investment operations:
Net investment income
Net realized and unrealized gains (losses) on investments
Total from investment operations
 
Less distributions:
Dividends from net investment income
Total distributions
Net asset value, end of year
TOTAL RETURN

SUPPLEMENTAL DATA AND RATIOS:
Net assets, end of year (millions)
Ratio of expenses to average net assets:
Before expense reimbursement
After expense reimbursement
Ratio of net investment income (loss) to average net assets:
Before expense reimbursement
After expense reimbursement
Portfolio turnover rate(1)
 
 
 
 
 
 

(1)
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


FINANCIAL HIGHLIGHTS — INSTITUTIONAL CLASS
 
 

 
 
Year Ended October 31,
 
2017
   
2016
   
2015
   
2014
   
2013
 
                           
$
19.46
   
$
20.47
   
$
19.08
   
$
15.94
   
$
12.57
 
                                     
                                     
 
0.01
     
0.17
     
0.03
     
0.06
     
0.01
 
 
5.38
     
(1.13
)
   
1.36
     
3.08
     
3.36
 
 
5.39
     
(0.96
)
   
1.39
     
3.14
     
3.37
 
                                     
                                     
 
     
(0.05
)
   
     
     
 
 
     
(0.05
)
   
     
     
 
$
24.85
   
$
19.46
   
$
20.47
   
$
19.08
   
$
15.94
 
                                     
 
27.70
%
   
(4.69
)%
   
7.29
%
   
19.70
%
   
26.81
%
                                     
                                     
$
31.65
   
$
25.74
   
$
38.96
   
$
25.54
   
$
26.23
 
                                     
 
0.97
%
   
0.98
%
   
0.99
%
   
1.03
%
   
1.11
%
 
0.97
%
   
0.98
%
   
0.99
%
   
0.98
%
   
0.98
%
                                     
 
(0.00
)%
   
0.14
%
   
0.51
%
   
0.03
%
   
(0.01
%)
 
(0.00
)%
   
0.14
%
   
0.51
%
   
0.08
%
   
0.12
%
 
98
%
   
97
%
   
102
%
   
84
%
   
105
%
 
 
 
 
 
 
 
 
The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS
1-800-966-4354
 

19

Financial Statements
 
Notes to the Financial Statements October 31, 2017

 
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 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. Each class of shares differs principally in its respective 12b-1 distribution and service, shareholder servicing, and sub-transfer agent expenses. There are no sales charges. 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 an individual class.
 
As an investment company, the Fund follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (“FASB”) Accounting Standard Codification Topic 946 “Financial Services—Investment Companies.”
 
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 conform to 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 – No provision for federal income taxes or excise taxes has been made because 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/loss and realized gains/losses for federal income tax purposes may differ from those reported in 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. The Fund recognizes interest and penalties related to income tax benefits, if any, in the Statement of Operations as an income tax expense. 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. The Fund may utilize equalization accounting for tax purposes and designate earnings and profits, including net realized gains distributed to shareholders on redemption of shares, as part of the dividends paid deduction for income tax purposes.
 
 
Due to inherent differences in the recognition of income, expenses, and realized gains/losses under GAAP and federal income tax regulations, permanent differences between book and tax basis for reporting for fiscal year 2017 have been identified and appropriately reclassified in the Statement of Assets and Liabilities. The adjustments are as follows:

 
Accumulated
Accumulated
   
 
Net Investment
Net Realized
   
 
          Loss         
Loss on Investments
Capital Stock
 
 
$—
$81,285,880
$(81,285,880)
 
 
 
 
HENNESSYFUNDS.COM
20


 
NOTES TO THE FINANCIAL STATEMENTS
 
c).
Accounting for Uncertainty in Income Taxes – The Fund has accounting policies regarding recognition and measurement of tax positions taken or expected to be taken on a tax return. The tax returns of the Fund for the prior three fiscal years are open for examination. 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.
   
d).
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/losses on investments are allocated to each class of shares based on such class’s net assets.
   
e).
Distributions to Shareholders – Dividends from net investment income for the Fund, if any, are declared and paid annually, usually in December. Distributions of net realized capital gains, if any, are declared and paid annually, usually in December.
   
f).
Security Transactions – Investment and shareholder transactions are recorded on the trade date. The Fund determines the realized gain/loss from an investment transaction 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.
   
g).
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.
   
h).
Share Valuation – The net asset value (“NAV”) per share of the Fund is calculated by dividing (i) 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 (ii) 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 NAV per share.
 
3). SECURITIES VALUATION
 
The Fund follows 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 of changes in valuation techniques and related inputs during the period. These inputs are summarized in the three broad levels listed below:
 
 
Level 1 –
Unadjusted, quoted prices in active markets for identical instruments that the Fund has the ability to access at the date of measurement.
     
 
Level 2 –
Other significant observable inputs (including, but not limited to, quoted prices in active markets for similar instruments, quoted prices in markets that are not active for identical or similar instruments, and model-derived


HENNESSY FUNDS
1-800-966-4354
 
21

   
valuations in which all significant inputs and significant value drivers are observable in active markets, such as interest rates, prepayment speeds, credit risk curves, default rates, and similar data).
     
 
Level 3 –
Significant unobservable inputs (including the Fund’s own assumptions about what market participants would use to price the asset or liability based on the best available information) when observable inputs are unavailable.
 
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, partnerships, rights, and real estate investment trusts, that are traded on a securities exchange for which a last-quoted sales price is readily available will generally 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 generally 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 generally 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. Securities traded on foreign exchanges generally are not valued at the same time the Fund calculates its NAV because most foreign markets close well before such time. The earlier close of most foreign markets gives rise to the possibility that significant events, including broad market moves, may have occurred in the interim. In certain circumstances, it may be determined that a security needs to be fair valued because it appears that the value of the security might have been materially affected by events occurring after the close of the market in which the security is principally traded, but before the time the Fund calculates its NAV, such as by a development that affects an entire market or region (e.g., weather-related events) or a potentially global development (e.g., a terrorist attack that may be expected to have an effect on investor expectations worldwide).
   
 
Registered Investment Companies – Investments in registered investment companies (e.g., mutual funds) are generally priced at the ending NAV provided by the applicable registered investment company’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 generally 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 observable market data, such as reported sales of similar securities, broker quotes, yields, bids, offers, and reference data. Certain securities are valued primarily 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 with an original term to maturity of 60 days or less are valued at amortized cost, which approximates fair market value. If the original term to maturity of a short-term debt

 
 
HENNESSYFUNDS.COM
22

NOTES TO THE FINANCIAL STATEMENTS
 
 
investment exceeded 60 days, then the values as of the 61st day prior to maturity are amortized. Amortized cost is not used if its use would be inappropriate due to credit or other impairments of the issuer, in which case the security’s fair value would be determined, as described below. 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, such as the trading volume of a security and markets, the values of other similar securities, and news events with direct bearing on a security or markets. Fair value pricing results in an estimated price for a security that reflects the amount the Fund might reasonably expect to receive in a current sale. 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.
 
The fair valuation 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’ values as determined by the Board or its designee instead of being determined by the market. Using a fair value pricing methodology to price a foreign security may result in a value that is different from the foreign security’s most recent closing price and from the prices used by other investment companies to calculate their NAVs and are generally classified in Level 2 of 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 “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 to determine 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 October 31, 2017, are included in the Schedule of Investments.
 
4). INVESTMENT TRANSACTIONS
 
Purchases and sales of investment securities (excluding government and short-term investments) for the Fund during fiscal year 2017 were $202,634,944 and $239,312,566, respectively.
 
There were no purchases or sales/maturities of long-term U.S. government securities for the Fund during fiscal year 2017.
 
The Fund is permitted to purchase or sell securities from or to another fund in the Hennessy Funds family of funds (the “Hennessy Funds”) under specified conditions outlined in procedures adopted by the Board. The procedures have been designed to
 
 
HENNESSY FUNDS
1-800-966-4354
 
23

ensure that any purchase or sale of securities by the Fund from or to another Hennessy Fund complies with Rule 17a-7 of the Investment Company Act of 1940, as amended. For fiscal year 2017, the Fund did not engage in purchases or sales of securities pursuant to Rule 17a-7 of the Investment Company Act of 1940, as amended.
 
5). INVESTMENT MANAGEMENT FEE AND OTHER TRANSACTIONS WITH AFFILIATES
 
The Advisor provides the Fund with investment management services under an Investment Advisory Agreement. The Advisor provides all investment advice, office space, and facilities, as well as 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 an annual rate of 0.74%. The net investment advisory fees expensed by the Fund during fiscal year 2017 are included in the Statement of Operations.
 
In the past, the Advisor had contractually agreed to waive its fees and absorb expenses to the extent that the total annual operating expenses exceeded 0.98% of the Fund’s net assets for Institutional Class shares of the Fund (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). The expense limitation agreement was terminated by the Board as of February 28, 2015.
 
For a period of three years after the year in which the Advisor waived or reimbursed expenses, the Advisor may seek reimbursement from the Fund to the extent that total annual fund operating expenses are less than the expense limitation that was in effect at the time the Advisor waived or reimbursed expenses. As of October 31, 2017, cumulative expenses subject to potential recovery under the aforementioned conditions were $1,023 for Institutional Class shares, which will expire on October 31, 2018.
 
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. The shareholder service fees expensed by the Fund during fiscal year 2017 are included in the Statement of Operations.
 
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. Even though the authorized rate is up to 0.25%, the Fund is currently only using up to 0.15% of its average daily net assets attributable to Investor Class shares for such purpose. 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, shareholder account servicing, the printing and mailing of prospectuses to other than current shareholders, the printing and mailing of sales literature, and compensation for sales and marketing activities or to financial institutions and others, such as dealers and distributors. The distribution fees expensed by the Fund during fiscal year 2017 are included in the Statement of Operations.
 
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
 
 
 
HENNESSYFUNDS.COM
24

NOTES TO THE FINANCIAL STATEMENTS
 
facilitating shareholder telephone transactions. The sub-transfer agent fees expensed by the Fund during fiscal year 2017 are included in the Statement of Operations.
 
U.S. Bancorp Fund Services, LLC (“USBFS”) provides the Fund with administrative, fund accounting, and transfer agent services and necessary office equipment. As administrator, USBFS is responsible for activities such as (i) preparing various federal and state regulatory filings, reports, and returns for the Fund, (ii) preparing reports and materials to be supplied to the Board, (iii) monitoring the activities of the Fund’s custodian, transfer agent, and accountants, and (iv) coordinating the preparation and payment of the Fund’s expenses and reviewing the Fund’s expense accruals. U.S. Bank, N.A., an affiliate of USBFS, serves as the Fund’s custodian. The servicing agreements between the Trust, USBFS, and U.S. Bank N.A. contain a fee schedule that is inclusive of administrative, fund accounting, custody, and transfer agent fees. The administrative, fund accounting, custody, and transfer agent fees expensed by the Fund during fiscal year 2017 are included in the Statement of Operations.
 
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.
 
The officers of the Fund are affiliated with the Advisor. Such officers, with the exception of the Chief Compliance Officer and the Senior Compliance Officer, receive no compensation from the Fund for serving in their respective roles. The Fund, along with the other Hennessy Funds, makes reimbursement payments, on an equal basis, to the Advisor for a portion of the salary and benefits associated with the office of the Chief Compliance Officer and for all of the salary and benefits associated with the office of the Senior Compliance Officer. The compliance fees expensed by the Fund during fiscal year 2017 are included in the Statement of Operations.
 
6). GUARANTEES AND INDEMNIFICATIONS
 
Under the Hennessy Funds’ organizational documents, their officers and trustees are indemnified by the Hennessy Funds against certain liabilities arising out of the performance of their duties to the Hennessy Funds. Additionally, in the normal course of business, the Hennessy Funds enter into contracts with service providers that contain general indemnification clauses. The Fund’s maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Fund that have not yet occurred. Currently, the Fund expects the risk of loss to be remote.
 
7). LINE OF CREDIT
 
The Fund has an uncommitted line of credit with the other 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 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 and are secured by all of the Fund’s assets (as to its own borrowings only). During fiscal year 2017, the Fund did not have any borrowings outstanding under the line of credit.
 

HENNESSY FUNDS
1-800-966-4354
 
25

8). FEDERAL TAX INFORMATION
 
As of October 31, 2017, the components of accumulated earnings (losses) for income tax purposes were as follows:
 
 
 
Investments
 
Cost of investments for tax purposes
 
$
195,261,730
 
Gross tax unrealized appreciation
 
$
47,139,153
 
Gross tax unrealized depreciation
   
(13,771,738
)
Net tax unrealized appreciation
 
$
33,367,415
 
Undistributed ordinary income
 
$
 
Undistributed long-term capital gains
   
 
Total distributable earnings
 
$
 
Other accumulated loss
 
$
(796,849
)
Total accumulated gain
 
$
32,570,566
 
 
The difference between book-basis unrealized appreciation/depreciation (as shown in the Statement of Assets and Liabilities) and tax-basis unrealized appreciation/depreciation (as shown above) is attributable primarily to partnership adjustments.
 
At October 31, 2017, the Fund had no tax basis capital losses to offset future capital gains.
 
During fiscal year 2017, the capital losses utilized for the Fund were $25,411,058 and capital losses expired were $81,285,880.
 
Capital losses sustained in fiscal year 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 loss incurred during those taxable years will be required to be utilized prior to the losses incurred in taxable years prior to 2012. 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, 2017, the Fund deferred, on a tax basis, a late-year ordinary loss of $796,849. Late-year ordinary losses are net ordinary losses incurred after December 31, 2016, but within the taxable year, that are deemed to arise on the first day of the Fund’s next taxable year.
 
During fiscal years 2017 and 2016, the tax character of distributions paid by the Fund was as follows:
 
 
 
Year Ended
   
Year Ended
 
 
 
October 31, 2017
   
October 31, 2016
 
Ordinary income(1)
 
$
   
$
354,293
 
Long-term capital gain
   
     
 
 
 
$
   
$
354,293
 
 
(1) Ordinary income includes short-term gain/loss.
 
9). CHANGE IN AUDITOR DISCLOSURE
 
On September 11, 2017, the Trust, by action of the Audit Committee of the Board and on behalf of the Fund, the Hennessy Cornerstone Mid Cap 30 Fund, the Hennessy Cornerstone Large Growth Fund, the Hennessy Cornerstone Value Fund, the Hennessy Total Return Fund, the Hennessy Balanced Fund, the Hennessy Japan Fund, and the Hennessy Japan Small Cap Fund (collectively, the “Applicable Funds”), dismissed KPMG LLP (“KPMG”) and engaged Tait, Weller & Baker LLP (“Tait Weller”) to serve as the
 
 
 
HENNESSYFUNDS.COM
26

NOTES TO THE FINANCIAL STATEMENTS
 
independent registered public accounting firm to audit the financial statements of all series of the Trust for fiscal year 2017. Tait Weller previously served as the independent registered public accounting firm for the series of the Trust that are not one of the Applicable Funds.
 
KPMG’s reports on the financial statements for the Applicable Funds for each of fiscal years 2015 and 2016 contained no adverse opinion or disclaimer of opinion, nor were they qualified or modified as to uncertainty, audit scope, or accounting principles. During fiscal years 2015 and 2016 and the interim period of November 1, 2016, through September 11, 2017 (the “Interim Period”), there were no (i) disagreements with KPMG on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which disagreements, if not resolved to the satisfaction of KPMG, would have caused it to make reference to the subject matter of the disagreements in connection with its reports on the Applicable Funds’ financial statements for such years, nor (ii) “reportable events” of the kind described in Item 304(a)(1)(v) of Regulation S-K under the Securities Exchange Act of 1934, as amended.
 
During fiscal years 2015 and 2016 and the Interim Period, neither the Applicable Funds nor anyone on behalf of the Applicable Funds has consulted Tait Weller on items that concerned (a) the application of accounting principles to a specified transaction, either completed or proposed, or the type of audit opinion that might be rendered on an Applicable Fund’s financial statements, or (b) the subject of a disagreement (as defined in paragraph (a)(1)(iv) of Item 304 of Regulation S-K and related instructions) or reportable events (as described in paragraph (a)(1)(v) of Item 304 of Regulation S-K). The selection of Tait Weller does not reflect any disagreements or dissatisfaction by the Applicable Funds, the Board, or the Audit Committee with the performance of KPMG.
 
10). EVENTS SUBSEQUENT TO YEAR END
 
Management has evaluated the Fund’s related events and transactions that occurred subsequent to October 31, 2017, through the date of issuance of the Fund’s financial statements. Management has determined that there were no subsequent events requiring recognition or disclosure in the financial statements.
 

HENNESSY FUNDS
1-800-966-4354
 


27

Report of Independent Registered Public
Accounting Firm

To the Board of Trustees of Hennessy Funds Trust
and the Shareholders of the Hennessy Cornerstone Growth Fund
Novato, CA
 
We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of the Hennessy Cornerstone Growth Fund (the “Fund”), a series of Hennessy Funds Trust as of October 31, 2017, and the related statement of operations, the statement of changes in net assets, and the financial highlights for the year then ended. The statement of changes in net assets for the year ended October 31, 2016 and the financial highlights for each of the four years in the period ended October 31, 2016 have been audited by other auditors, whose report dated December 22, 2016 expressed unqualified opinions on such financial statements and financial highlights. These financial statements and financial highlights are the responsibility of the Fund’s management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audit.
 
We conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Fund is not required to have, nor were we engaged to perform, an audit of the Fund’s internal control over financial reporting. Our audit included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purposes of expressing an opinion on the effectiveness of the Fund’s internal control over financial reporting. Accordingly, we express no such opinion. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. Our procedures included confirmation of securities owned as of October 31, 2017, by correspondence with the custodian. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.
 
In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of the Hennessy Cornerstone Growth Fund as of October 31, 2017, the results of its operations, the changes in its net assets, and the financial highlights for the year then ended, in conformity with accounting principles generally accepted in the United States of America.
 

 
TAIT, WELLER & BAKER LLP
 
Philadelphia, Pennsylvania
December 22, 2017
 
 
 
HENNESSYFUNDS.COM

28

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM/TRUSTEES AND OFFICERS

Trustees and Officers of the Fund (Unaudited)

The business and affairs of the Funds are managed under the direction of the Board of Trustees of the Trust, and the Board of Trustees elects the Officers of the Trust. Beginning in March 2015, the Board of Trustees has from time to time appointed advisers to the Board of Trustees (“Advisers”), with the intention of having qualified individuals serve in an advisory capacity in order to garner experience in the mutual fund and asset management industry and be considered as potential Trustees in the future. There are currently three Advisers to the Board of Trustees: Brian Alexander, Doug Franklin, and Claire Knoles. As Advisers, Mr. Alexander, Mr. Franklin, and Ms. Knoles attend meetings of the Board and act as non-voting participants. Information pertaining to the Trustees, Advisers, and the Officers of the Trust is set forth below. The Trustees and Officers serve until their successors are duly elected and qualified or until their earlier death, resignation, or removal. Each of the Trustees oversees 14 Hennessy Funds. Unless otherwise indicated, the address of all persons listed below is 7250 Redwood Boulevard, Suite 200, Novato, CA 94945. The Fund’s Statement of Additional Information includes more information about the persons listed below and is available, without charge, upon request by calling 1-800-966-4354.
 
     
Other
     
Directorships
     
Held Outside
Name, (Year of Birth),
   
of Fund
and Position Held
Start Date
Principal Occupation(s)
Complex During
with the Trust               
of Service
During Past Five Years
Past Five Years(1)
       
Disinterested Trustees and Advisers 
       
J. Dennis DeSousa
January 1996
Mr. DeSousa is a real estate investor.
None.
(1936)
     
Trustee
     
       
Robert T. Doyle
January 1996
Mr. Doyle has been the Sheriff of
None.
(1947)
 
Marin County, California since 1996.
 
Trustee
     
       
Gerald P. Richardson
May 2004
Mr. Richardson is an independent
None.
(1945)
 
consultant in the securities industry.
 
Trustee
     
       
Brian Alexander
March 2015
Mr. Alexander has been employed
None.
(1981)
 
by Sutter Health Novato Community
 
Adviser to the Board
 
Hospital since 2012, first as an
 
   
Assistant Administrator and then,
 
   
beginning in 2013, as the Chief
 
   
Administrative Officer. From 2011
 
   
through 2012, Mr. Alexander was
 
   
employed by Sutter Health West Bay
 
   
Region as the Regional Director of
 
   
Strategic Decision Support.
 


HENNESSY FUNDS
1-800-966-4354
 
29

     
Other
     
Directorships
     
Held Outside
Name, (Year of Birth),
   
of Fund
and Position Held
Start Date
Principal Occupation(s)
Complex During
with the Trust              
of Service
During Past Five Years
Past Five Years(1)
       
Doug Franklin
March 2016
Mr. Franklin is a retired insurance
None.
(1964)
 
industry executive. From 1987
 
Adviser to the Board
 
through 2015, he was employed
 
   
by Allianz-Fireman’s Fund Insurance
 
   
Company in various positions,
 
   
including Chief Actuary and
 
   
Chief Risk Officer.
 
       
Claire Knoles
December 2015
Ms. Knoles is a founder of Kiosk and
None.
(1974)
 
has served as its Chief Operating
 
Adviser to the Board
 
Officer since 2004. Kiosk is a full
 
   
service marketing agency with
 
   
offices in the San Francisco Bay
 
   
Area, Toronto, and Liverpool, UK.
 
       
Interested Trustee(2)
     
       
Neil J. Hennessy
January 1996 as
Mr. Hennessy has been employed by
Hennessy
(1956)
a Trustee and
Hennessy Advisors, Inc. since 1989
Advisors, Inc.
Trustee, Chairman of
June 2008 as
and currently serves as its President,
 
the Board, Chief
an Officer
Chairman and Chief Executive Officer.
 
Investment Officer,
     
Portfolio Manager,
     
and President
     
 
Name, (Year of Birth),
   
and Position Held
Start Date
Principal Occupation(s)
with the Trust              
of Service
During Past Five Years
     
Officers
   
     
Teresa M. Nilsen
January 1996
Ms. Nilsen has been employed by Hennessy Advisors, Inc.
(1966)
 
since 1989 and currently serves as its Executive Vice President,
Executive Vice President
 
Chief Operations Officer, Chief Financial Officer, and Secretary.
and Treasurer
   
     
Daniel B. Steadman
March 2000
Mr. Steadman has been employed by Hennessy Advisors, Inc.
(1956)
 
since 2000 and currently serves as its Executive Vice President
Executive Vice President
 
and Chief Compliance Officer.
and Secretary
   
     
Brian Carlson
December 2013
Mr. Carlson has been employed by Hennessy Advisors, Inc.
(1972)
 
since December 2013. Mr. Carlson was previously a co-founder
Senior Vice President and
 
and principal of Trivium Consultants, LLC from February 2011
Head of Distribution
 
through November 2013.
     
Jennifer Cheskiewicz
June 2013
Ms. Cheskiewicz has been employed by Hennessy Advisors, Inc.
(1977)
 
as its General Counsel since June 2013. She previously served
Senior Vice President and
 
as in-house counsel to Carlson Capital, L.P., an SEC-registered
Chief Compliance Officer
 
investment advisor to several private funds, from
   
February 2010 to May 2013.

 
 
HENNESSYFUNDS.COM
30

TRUSTEES AND OFFICERS OF THE FUND
 
Name, (Year of Birth),
   
and Position Held
Start Date
Principal Occupation(s)
with the Trust              
of Service
During Past Five Years
     
David Ellison
October 2012
Mr. Ellison has been employed by Hennessy Advisors, Inc. since
(1958)(3)
 
October 2012. He has served as a Portfolio Manager of the
Senior Vice President
 
Hennessy Small Cap Financial Fund and the Hennessy Large
and Portfolio Manager
 
Cap Financial Fund since inception. Mr. Ellison also served as a
   
Portfolio Manager of the Hennessy Technology Fund from its
   
inception until February 2017. Mr. Ellison served as Director,
   
CIO and President of FBR Fund Advisers, Inc. from
   
December 1999 to October 2012.
     
Ryan Kelley
March 2013
Mr. Kelley has been employed by Hennessy Advisors, Inc. since
(1972)(4)
 
October 2012. He has served as a Portfolio Manager of the
Vice President and
 
Hennessy Gas Utility Fund, the Hennessy Small Cap Financial
Portfolio Manager
 
Fund, and the Hennessy Large Cap Financial Fund since
   
October 2014. He served as Co-Portfolio Manager of the same
   
funds from March 2013 through September 2014, and as a
   
Portfolio Analyst for the Hennessy Funds from October 2012
   
through October 2014. Mr. Kelley has also served as a Portfolio
   
Manager of the Hennessy Cornerstone Growth Fund, the
   
Hennessy Cornerstone Mid Cap 30 Fund, the Hennessy
   
Cornerstone Large Growth Fund, and the Hennessy
   
Cornerstone Value Fund and as a Co-Portfolio Manager of the
   
Hennessy Technology Fund since February 2017. Mr. Kelley
   
served as Portfolio Manager of FBR Fund Advisers, Inc. from
   
January 2008 to October 2012.
     
Brian Peery
March 2003 as
Mr. Peery has been employed by Hennessy Advisors, Inc. since
(1969)
an Officer and
2002. He has served as a Portfolio Manager of the Hennessy
Senior Vice President
February 2011
Cornerstone Growth Fund, the Hennessy Cornerstone Mid Cap
and Portfolio Manager
as a Co-Portfolio
30 Fund, the Hennessy Cornerstone Large Growth Fund, the
 
Manager or
Hennessy Cornerstone Value Fund, the Hennessy Total Return
 
Portfolio Manager
Fund, and the Hennessy Balanced Fund since October 2014.
   
He served as Co-Portfolio Manager of the same funds from
   
February 2011 through September 2014. Mr. Peery has also
   
served as a Portfolio Manager of the Hennessy Gas Utility Fund
   
since February 2015 and as Lead Portfolio Manager of the
   
Hennessy Technology Fund since February 2017.
     
Daniel P. Hennessy
December 2016
Mr. Daniel Hennessy has been employed by Hennessy Advisors,
(1990)
 
Inc. since 2015. He has served as an Associate Analyst of the
Assistant Vice President
 
Hennessy Technology Fund since February 2017. He previously
and Associate Analyst
 
served as a Mutual Fund Specialist at U.S. Bancorp Fund
   
Services, LLC from November 2014 to July 2015. Prior to that,
   
he attended the University of San Diego, where he earned a
   
degree in Political Science.


(1)
Messrs. DeSousa, Doyle, Hennessy, and Richardson previously served on the Board of Directors of Hennessy Mutual Funds, Inc. (“HMFI”), The Hennessy Funds, Inc. (“HFI”), and Hennessy SPARX Funds Trust (“HSFT”). Pursuant to an internal reorganization effective as of February 28, 2014, the series of HFMI, HFI, and HSFT were reorganized into corresponding series of Hennessy Funds Trust that mirrored them. Subsequent to the reorganization, HFMI, HFI, and HSFT were dissolved.
(2)
Mr. Hennessy is considered an “interested person,” as defined in the Investment Company Act of 1940, as amended, because he is an officer of the Hennessy Funds.
(3)
The address of this officer is 101 Federal Street, Suite 1900, Boston, MA 02110.
(4)
The address of this officer is 1340 Environ Way, Chapel Hill, NC 27517.
 

HENNESSY FUNDS
1-800-966-4354
 

31

Expense Example (Unaudited)
October 31, 2017
 

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 May 1, 2017, through October 31, 2017.
 
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 fee is charged by the Fund’s transfer agent. IRA accounts will be charged a $15 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” or “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
32

EXPENSE EXAMPLE
 
     
Expenses Paid
 
Beginning
Ending
During Period(1)
 
Account Value
Account Value
May 1, 2017 –
 
    May 1, 2017   
October 31, 2017
October 31, 2017
Investor Class
     
Actual
$1,000.00
$1,170.00
$7.00
Hypothetical (5% return before expenses)
$1,000.00
$1,018.75
$6.51
       
Institutional Class
     
Actual
$1,000.00
$1,171.60
$5.25
Hypothetical (5% return before expenses)
$1,000.00
$1,020.37
$4.89
 
(1)
Expenses are equal to the Fund’s annualized expense ratio of 1.28% for Investor Class shares or 0.96% for Institutional Class shares, as applicable, multiplied by the average account value over the period, multiplied by 184/365 days (to reflect one-half year period).
 

HENNESSY FUNDS
1-800-966-4354
 

33

How to Obtain a Copy of the Fund’s
Proxy Voting Policy and Proxy Voting Records
 
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/proxy-voting/policy.fs; 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 without charge on both the Hennessy Funds’ website at hennessyfunds.com/proxy-voting/vote.fs 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 a 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 made 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 request an individual copy of a prospectus or financial report at any time. If you would like to receive separate mailings, please call U.S. Bancorp Fund Services, LLC 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


34

PROXY VOTING — PRIVACY POLICY
 
Privacy Policy
 
We collect the following non-public personal information about you:
 
 
information we receive from you on or in applications or other forms, correspondence, or conversations, including, but not limited to, your name, address, phone number, social security number, assets, income, and date of birth; and
     
 
information about your transactions with us, our affiliates, or others, including, but not limited to, your account number and balance, payment history, parties to transactions, cost basis information, and other financial information.
 
We do not disclose any non-public personal information about our current or former shareholders to non-affiliated third parties, except as permitted by law. For example, we are permitted by law to disclose all of the information we collect, as described above, to our Transfer Agent to process your transactions. Furthermore, we restrict access to your non-public personal information to those persons who require such information to provide products or services to you. We maintain physical, electronic, and procedural safeguards that comply with federal standards to guard your non-public personal information.
 
In the event that you hold shares of the Fund through a financial intermediary, including, but not limited to, a broker-dealer, bank, or trust company, the privacy policy of your financial intermediary would govern how your non-public personal information will be shared with non-affiliated third parties.
 

HENNESSY FUNDS
1-800-966-4354
 

35


 





(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 Boulevard, 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 Drive, 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
777 East Wisconsin Avenue
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.


 


ANNUAL REPORT

OCTOBER 31, 2017



 

HENNESSY FOCUS FUND
 
Investor Class  HFCSX
Institutional Class  HFCIX


 
 
 

 

hennessyfunds.com  |  1-800-966-4354






 
 

 

(This Page Intentionally Left Blank.)
 









CONTENTS

Contents
 
Letter to Shareholders
   
2
 
Performance Overview
   
4
 
Financial Statements
       
Schedule of Investments
   
8
 
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
 
Report of Independent Registered Public Accounting Firm
   
27
 
Trustees and Officers of the Fund
   
28
 
Expense Example
   
32
 
Proxy Voting Policy and Proxy Voting Records
   
34
 
Quarterly Schedule of Investments
   
34
 
Householding
   
34
 
Privacy Policy
   
35
 


HENNESSY FUNDS
1-800-966-4354
 
 


 
December 2017
 
Dear Hennessy Funds Shareholder:

Over the past year, global equity markets have made strong advances, fueled by continued, broad-based economic growth in most countries and regions, and in spite of a somewhat unsettling geopolitical backdrop.
 
U.S. stocks performed well in the first year of the new administration in Washington, and, ignoring the debate and the bluster, investors have continued to focus on what concerns them the most – tax reform, deregulation, and the hope of an increase in infrastructure spending. As we move into the final weeks of the calendar year, with the major indices reaching new highs, I find myself envisioning the Dow Jones Industrial Average building momentum toward 30,000.
 
Over the past 12 months, the U.S. economy has continued to grow at a steady rate of almost 2.5% on an annualized basis, as measured by GDP. Companies have added over 170,000 jobs per month on average over the past year, and the current unemployment rate of 4.1% is the lowest in 17 years. Consumer confidence is high and still rising, and corporate profits are at all-time highs. The Federal Reserve has been increasing interest rates, but at a gradual pace. The bond market has also continued to support the equity market and equity market valuations. Since December of last year, long bond yields have stayed within a narrow band, with the 10-year U.S. Treasury yield hovering in the 2.0% to 2.5% range, and remain low compared to historical averages. In my opinion, long bond yields have stayed low despite three increases in the Federal Funds rate over the last 12 months in part due to persistent low inflation.
 
Meanwhile, the prospective price-to-earnings multiples for the Dow Jones Industrial Average and S&P 500 Index are just above long-term averages at 19.5x and 19.9x, respectively. I believe these levels of stock valuation, while higher than a year ago, are still very reasonable. At the peak of the technology/dot-com bubble, U.S. equities sold at much higher multiples across the board than they do today, and bond yields were also much higher. In June of 1999, the Dow Jones Industrial Average sold at 28x earnings and the 10-year bond yield was close to 6%. Today, the Dow is selling at under 20x earnings and is offering a 2.2% dividend yield, on par with the yield of the 10-year government bond at 2.4%.
 
Equity markets in the U.S. have been rising for almost nine years, and financial media reports have speculated that this bull run will come to end, but why? I see no substantial reasons or indicators that a major correction is on the horizon. I remain confident that this bull market has room to run. Overall, investment fundamentals are strong. Corporate earnings are growing at a healthy rate, and companies are generating excess cash flow. Cash continues to build on corporate balance sheets, with $5.2 trillion in cash and short term investments among the S&P 500 Index companies as of October 31, 2017. If our government leaders can pass a meaningful tax reform bill and continue efforts toward regulatory relief, it could be icing on the cake for equities.
 
There have been, and will likely continue to be, downturns throughout this extended bull market. Since 2010, there have been 18 downturns in the market, 14 of which were between 5% and 10% and four of which were corrections of between 10% and 20%. Yet the market has bounced back following each pullback and then has moved higher. A correction is not the end of the bull market. What might signal that we are at the end of this bull market? Euphoria. And I still see no signs of euphoria in this market. In the past,
 
 
 
HENNESSYFUNDS.COM
2

LETTER TO SHAREHOLDERS
 
I have likened the current bull market to that of 1982-2000, and I am confident in the strength of the market today and believe the economy will continue its slow, but steady, growth into the coming year.
 
Thank you for your continued confidence and investment in our funds. If you have any questions or would like 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 Index are unmanaged indices commonly used to measure the performance of U.S. stocks. One cannot invest directly in an index.
 
Price to earnings is calculated by dividing a company’s market price per share by its earnings per share.  Dividend yield is calculated as the annual dividends paid by a company divided by the price of a share of its stock. Cash flow provides 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)
 
CHANGE IN VALUE OF $10,000 INVESTMENT
 
 
 
This graph illustrates the performance of an initial investment of $10,000 made in the Fund ten years ago and assumes the reinvestment of dividends.
 
AVERAGE ANNUAL TOTAL RETURN FOR PERIODS ENDED OCTOBER 31, 2017
 
 
One
Five
Ten
 
Year
Years
Years
Hennessy Focus Fund –
     
  Investor Class (HFCSX)
20.23%
14.43%
9.16%
Hennessy Focus Fund –
     
  Institutional Class (HFCIX)(1)
20.69%
14.82%
9.51%
Russell 3000® Index
23.98%
15.12%
7.61%
Russell Mid Cap® Growth Index
26.25%
15.34%
8.23%
 
Expense ratios:  1.50% (Investor Class); 1.13% (Institutional Class)
 
(1)
The inception date of Institutional Class shares is May 30, 2008.  Performance shown prior to the inception of Institutional Class shares reflects the performance of Investor Class shares and includes expenses that are higher than those of Institutional Class shares.
 
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.  The performance table does not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares.  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 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.  One cannot invest directly in an index.
 
Frank Russell Company (“Russell”) is the source and owner of the trademarks, service marks, and copyrights related to the Russell Indexes.  Russell® is a trademark of Frank Russell Company.  Neither Russell nor its licensors accept any liability for any errors or omissions in the Russell Indexes or Russell ratings or underlying data and no party may rely on any Russell Indexes or Russell ratings or underlying data contained in this
 
 
 
HENNESSYFUNDS.COM
4

PERFORMANCE OVERVIEW
 
communication.  No further distribution of Russell data is permitted without Russell’s express written consent.  Russell does not promote, sponsor, or endorse the content of this communication.
 
The expense ratios presented are from the most recent prospectus.  The expense ratios for the current reporting period are available in the Financial Highlights section of this report.
 
PERFORMANCE NARRATIVE
 
Portfolio Managers Brian E. Macauley, CFA, David S. Rainey, CFA, and Ira M. Rothberg, CFA
Broad Run Investment Management, LLC (sub-advisor)
 
Performance:
 
For the 12-month period ended October 31, 2017, the Investor Class of the Hennessy Focus Fund returned 20.23%, underperforming both the Russell 3000® Index and the Russell Midcap® Growth Index, which returned 23.98% and 26.25%, for the same period, respectively.
 
Leading contributors to the Fund’s performance were CarMax, Inc., American Tower Corp., and Encore Capital Group, Inc., all of which the Fund continues to hold. Each of these companies produced attractive financial results over the 12-month period, which helped drive appreciation in their stock prices. Leading detractors from the Fund’s performance were O’Reilly Automotive, Inc., World Fuel Services Corporation, and TransDigm Group, Inc. The Fund continues to hold O’Reilly Automotive, Inc., and World Fuel Services Corporation.
 
We invest with a long-term time horizon and encourage shareholders to do the same. Despite the discussion of 12-month results referenced above, we encourage fellow shareholders to also evaluate the Fund’s performance over five- and 10-year periods since shorter time periods can be influenced by many transitory issues unrelated to the growth in the intrinsic value of the Fund’s holdings.
 
Portfolio Strategy and Investment Commentary:
 
In the Fund, we target “compounders” – businesses trading at reasonable valuations that have the competitive position, management, and growth to potentially create outsized value for an extended period of time. We believe that our criteria-driven, fundamental research, applied with a long-term investment horizon, allows us to identify these opportunities. We continue to have a positive outlook for the Fund because we believe its holdings are predominately a collection of “compounders” that should grow their earnings at attractive rates for a long time to come.
 
To further your understanding of what the Fund owns and why, we will use this letter to describe our thinking behind Markel Corporation (MKL), the Fund’s second largest holding at the end of the period. We have a long history with Markel and believe it measures up very well against the investment criteria that guide our search for “compounders.”
 
Markel is a property and casualty insurance company managed with a very purposeful strategy to compound long-term value per share on an after-tax basis. In recent years, some in the financial press have begun referring to Markel as a “baby-Berkshire Hathaway”1 – a complimentary and reasonably appropriate comparison in our view – because of the companies’ similar management philosophies and business mixes.
 
Insurance companies can be thought of as having two lines of business: insurance underwriting and investing. Insurance underwriting, the core function of an insurer, involves making contractual commitments to customers to pay insurance claims of
 

HENNESSY FUNDS
1-800-966-4354
 
 
5

uncertain magnitude in the future in exchange for fixed premium payments today. Since there is a lag between when premium payments are collected and when loss payments are made, capital or “float” accumulates and is available for the insurance company to invest for its own benefit.
 
In general, insurance is a lousy business: regulated and capital intensive with low customer switching costs and few barriers to entry. As a result, over the last 30 years, the industry as a whole has produced a return on equity of only about 8%. The allure of investable float, combined with the estimating required to set insurance pricing, is an unstable mixture that leads to aggressive competition and dismal economic returns. However, Markel, like our other businesses that operate in competitive, capital-intensive industries (e.g., NVR and CarMax), takes a very different approach from most in its industry, which has enabled it to generate attractive growth and returns.
 
In insurance underwriting, Markel mostly focuses on niche and specialty segments of the insurance market, rather than the much larger but more commoditized standard commercial and personal lines categories. Markel provides coverage for more than 100 unique risk categories including equine, antique cars, bars and taverns, and summer camps, among others. It requires specialized knowledge to price these policies accurately, and often also requires unique distribution to reach the customer, resulting in reduced competition and more opportunity for profitable business.
 
In addition, Markel has worked diligently to establish and maintain a culture of underwriting discipline. Insurance markets are cyclical, so employees on the front lines making decisions need to write business when pricing is sufficient, and curtail writing business when it is not. Much like the stock market, most of the time it is not obvious if pricing is good or bad, and it takes experience and judgment to make the right decisions. To incentivize the right behavior, Markel compensates its underwriters based upon the actual performance of their book of business over time (usually three to six years depending upon the line of insurance), rather than on short-term production volumes like many other insurers do. This compensation system, along with other cultural values, helps attract team-oriented people, repel short-term thinkers, and perpetuate the solid underwriting culture.
 
The combination of Markel’s selective market focus and disciplined underwriting culture has made the company a top-tier insurance underwriter. The “combined ratio” is a financial metric measuring success in underwriting insurance. A combined ratio below 100 is a profitable insurance operation, while a ratio above 100 is an unprofitable operation. The table below illustrates just how successful Markel has been at underwriting insurance over the last three decades, on an absolute basis, and relative to the overall industry.
 
 
1986-1995
1996-2005
2006-2015
Markel Combined Ratio
  90.2
     99.7^
  94.6
P&C Industry Combined Ratio
108.4
105.5
100.2
 

^
Broad Run estimate of combined ratio adjusted for reserve strengthening in 2000 and 2001 related to the Terra Nova acquisition.
 
In investing, relative to other insurers, Markel makes a substantially higher allocation to equities and lower allocation to fixed income. Markel’s target equity allocation (as a percentage of shareholders’ equity) is 50-80%, many times higher than its peers. Markel is willing to accept higher volatility in equities in exchange for higher expected long-term returns. This approach has been quite successful, with equities outperforming fixed income
 
 
 
HENNESSYFUNDS.COM
6

PERFORMANCE OVERVIEW
 
over time, and Markel’s public equity portfolio outperforming the overall equity market by about 2.5% annualized over the last 27 years (11.8% vs. 9.3% for the S&P 500 Index).
 
Since 2005, the company has broadened its investments in equities to include buying private businesses. There are advantages to Markel in owning private businesses rather than public equities, including elimination of double taxation of dividends and control/oversight of the investee’s capital allocation. For business sellers, Markel has a unique value proposition compared to traditional strategic or financial buyers, offering the preservation of operational autonomy, job security for employees, and a long-term stable home. Markel’s private equity investment results have been good, and as an asset class now compose about one-fifth of its overall equity portfolio. We believe that the purchase of private businesses provides an additional and beneficial capital allocation option to management and suspect that its importance will continue to grow over time.
 
Given the nature of Markel’s business, we believe that the annual change in book value per share is a good proxy for its annual change in intrinsic value. Over the last 20 years, Markel’s book value per share compounded at 13% annualized.
 
We believe that the same forces that drove Markel’s growth in the past are present today. If Markel can continue to generate superior underwriting results, produce solid investment returns, and make opportunistic acquisitions, we believe book value per share can compound at a low-teens rate over the next decade. If it achieves these results, we believe that it can at least maintain its current valuation (1.7x book value as of October 31, 2017), and its share price can appreciate in line with its growth in book value per share. Viewed another way, if Markel can increase book value per share 13% per year on average, at its current 1.7x book value multiple, the shares are trading at the equivalent of a 13x multiple of owner earnings. For these reasons, we believe Markel remains an underappreciated compounder.
 

1
Dow Jones Newswires and Al Lewis. “Lewis: Baby Berkshire growing up right.” The Denver Post. June 14, 2013. http://www.denverpost.com/2013/06/04/lewis-babyberkshire-growing-up-right.
 
Opinions expressed are those of the Portfolio Managers as of the date written and are subject to change, are not guaranteed, and should not be considered investment advice or an indication of trading intent. Earnings growth is not representative of the Fund’s future performance.
 
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. The S&P 500 Index is an unmanaged index commonly used to measure the performance of U.S. stocks. One cannot invest directly in an index.
 
The Fund is non-diversified, meaning it may concentrate its assets in fewer individual holdings than a diversified fund, making it more exposed to individual stock volatility than a diversified fund. The Fund invests in small- and medium-capitalization companies, which involves additional risks such as limited liquidity and greater volatility. Investments in foreign securities involve greater volatility and political, economic, and currency risk and differences in accounting methods. Please see the Fund’s prospectus for a more complete discussion of these and other risks.
 
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.
 
Return on equity measures a corporation’s profitability by showing how much profit a company generates with the money shareholders have invested. Book value is the net asset value of a company, calculated by total assets minus total liabilities.
 

HENNESSY FUNDS
1-800-966-4354
 
 
7

Financial Statements
 
Schedule of Investments as of October 31, 2017

 
HENNESSY FOCUS FUND
(% of Net Assets)
 
 
 
 
TOP TEN HOLDINGS (EXCLUDING CASH/CASH EQUIVALENTS)
 
% NET ASSETS 
American Tower Corp., Class A
   
11.28
%
Markel Corp.
   
8.56
%
CarMax, Inc.
   
8.14
%
Brookfield Asset Management, Inc.
   
6.97
%
The Charles Schwab Corp.
   
6.61
%
O’Reilly Automotive, Inc.
   
6.51
%
Aon PLC
   
6.19
%
Hexcel Corp.
   
5.76
%
American Woodmark Corp.
   
4.41
%
Gaming and Leisure Properties, Inc.
   
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, as amended, the Fund uses more specific industry classifications.
 
 
 
HENNESSYFUNDS.COM
8

SCHEDULE OF INVESTMENTS

COMMON STOCKS – 71.13%
 
Number
         
% of
 
 
 
of Shares
   
Value
   
Net Assets
 
Consumer Discretionary – 23.54%
                 
CarMax, Inc. (a)
   
2,962,712
   
$
222,499,671
     
8.14
%
NVR, Inc. (a)
   
33,974
     
111,481,264
     
4.08
%
O’Reilly Automotive, Inc. (a)
   
842,815
     
177,791,824
     
6.51
%
Penn National Gaming, Inc. (a)
   
1,197,772
     
31,249,872
     
1.14
%
Twenty First Century Fox, Inc.
   
3,837,592
     
100,353,031
     
3.67
%
 
           
643,375,662
     
23.54
%
 
                       
Energy – 0.86%
                       
World Fuel Services Corp.
   
851,106
     
23,660,747
     
0.86
%
 
                       
Financials – 26.28%
                       
Aon PLC (b)
   
1,179,036
     
169,109,133
     
6.19
%
Diamond Hill Investment Group, Inc.
   
34,496
     
7,310,737
     
0.27
%
Encore Capital Group, Inc. (a)(d)
   
2,258,784
     
104,920,517
     
3.84
%
Markel Corp. (a)
   
215,672
     
233,853,149
     
8.56
%
Marlin Business Services Corp. (d)
   
1,010,273
     
22,124,979
     
0.81
%
The Charles Schwab Corp.
   
4,029,065
     
180,663,275
     
6.61
%
 
           
717,981,790
     
26.28
%
 
                       
Health Care – 1.61%
                       
Henry Schein, Inc. (a)
   
558,796
     
43,921,366
     
1.61
%
 
                       
Industrials – 12.21%
                       
American Woodmark Corp. (a)(d)
   
1,248,361
     
120,591,673
     
4.41
%
Ametek, Inc.
   
459,822
     
31,033,387
     
1.14
%
Hexcel Corp.
   
2,592,037
     
157,310,725
     
5.76
%
Mistras Group, Inc. (a)
   
1,171,870
     
24,620,989
     
0.90
%
 
           
333,556,774
     
12.21
%
 
                       
Information Technology – 6.63%
                       
Alphabet, Inc., Class A (a)
   
68,984
     
71,263,231
     
2.61
%
Alphabet, Inc., Class C (a)
   
108,017
     
109,814,403
     
4.02
%
 
           
181,077,634
     
6.63
%
Total Common Stocks
                       
  (Cost $948,321,804)
           
1,943,573,973
     
71.13
%
 
The accompanying notes are an integral part of these financial statements.


HENNESSY FUNDS
1-800-966-4354
 
9

REITS – 22.43%
 
Number
         
% of
 
 
 
of Shares
   
Value
   
Net Assets
 
Financials – 22.43%
                 
American Tower Corp., Class A
   
2,145,080
   
$
308,183,644
     
11.28
%
Brookfield Asset Management, Inc. (b)
   
4,543,328
     
190,547,176
     
6.97
%
Gaming and Leisure Properties, Inc.
   
3,122,341
     
114,090,340
     
4.18
%
 
           
612,821,160
     
22.43
%
Total REITS
                       
  (Cost $324,372,476)
           
612,821,160
     
22.43
%
 
                       
SHORT-TERM INVESTMENTS – 6.41%
                       
 
                       
Money Market Funds – 6.41%
                       
Fidelity Government Portfolio, Institutional Class, 0.92% (c)
   
136,870,000
     
136,870,000
     
5.01
%
The Government & Agency Portfolio, Institutional Class, 0.95% (c)
   
38,291,798
     
38,291,798
     
1.40
%
 
           
175,161,798
     
6.41
%
Total Short-Term Investments
                       
  (Cost $175,161,798)
           
175,161,798
     
6.41
%
 
                       
Total Investments
                       
  (Cost $1,447,856,078) – 99.97%
           
2,731,556,931
     
99.97
%
Other Assets in Excess of Liabilities – 0.03%
           
764,359
     
0.03
%
TOTAL NET ASSETS – 100.00%
         
$
2,732,321,290
     
100.00
%

Percentages are stated as a percent of net assets.

REIT – Real Estate Investment Trust
(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 October 31, 2017.
(d)
Investment represents five percent or more of the outstanding voting securities of the issuer, and is or was an affiliate of the Hennessy Focus Fund, as defined in the Investment Company Act of 1940, as amended, at or during the year ended October 31, 2017. Details of transactions with these affiliated companies for the year ended October 31, 2017, are as follows:

     
American
   
Encore Capital
   
Marlin Business
 
 
Issuer
 
Woodmark Corp.
   
Group, Inc.
   
Services Corp.
 
 
Beginning Cost
 
$
51,892,778
   
$
73,525,403
   
$
15,865,289
 
 
Purchase Cost
 
$
3,061,006
   
$
   
$
 
 
Sales Cost
 
$
   
$
   
$
 
 
Ending Cost
 
$
54,953,784
   
$
73,525,403
   
$
15,865,289
 
 
Dividend Income
 
$
   
$
   
$
562,753
 
 
Net Change in
                       
 
  Unrealized Appreciation
 
$
27,160,101
   
$
60,083,655
   
$
4,445,202
 
 
Realized Gain/Loss
 
$
   
$
   
$
 
 
Shares
   
1,248,361
     
2,258,784
     
1,010,273
 
 
Market Value
 
$
120,591,673
   
$
104,920,517
   
$
22,124,979
 
 
 
 
The accompanying notes are an integral part of these financial statements.
 
 
HENNESSYFUNDS.COM

10

SCHEDULE OF INVESTMENTS

Summary of Fair Value Exposure at October 31, 2017
 
The following is a summary of the inputs used to value the Fund’s net assets as of October 31, 2017 (see Note 3 in the accompanying notes to the financial statements):
 
Common Stocks
 
Level 1
   
Level 2
   
Level 3
   
Total
 
Consumer Discretionary
 
$
643,375,662
   
$
   
$
   
$
643,375,662
 
Energy
   
23,660,747
     
     
     
23,660,747
 
Financials
   
717,981,790
     
     
     
717,981,790
 
Health Care
   
43,921,366
     
     
     
43,921,366
 
Industrials
   
333,556,774
     
     
     
333,556,774
 
Information Technology
   
181,077,634
     
     
     
181,077,634
 
Total Common Stocks
 
$
1,943,573,973
   
$
   
$
   
$
1,943,573,973
 
REITS
                               
Financials
 
$
612,821,160
   
$
   
$
   
$
612,821,160
 
Total REITS
 
$
612,821,160
   
$
   
$
   
$
612,821,160
 
Short-Term Investments
                               
Money Market Funds
 
$
175,161,798
   
$
   
$
   
$
175,161,798
 
Total Short-Term Investments
 
$
175,161,798
   
$
   
$
   
$
175,161,798
 
Total Investments
 
$
2,731,556,931
   
$
   
$
   
$
2,731,556,931
 
 
Transfers between levels are recognized at the end of the reporting period. During the year ended October 31, 2017, the Fund recognized no transfers between levels.
 
 
 
 
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 October 31, 2017
 
ASSETS:
     
Investments in unaffiliated securities, at value (cost $1,303,511,602)
 
$
2,483,919,762
 
Investments in affiliated securities, at value (cost $144,344,476)
   
247,637,169
 
Total investments in securities, at value (cost $1,447,856,078)
   
2,731,556,931
 
Dividends and interest receivable
   
947,005
 
Receivable for fund shares sold
   
3,081,523
 
Receivable for securities sold
   
1,670,661
 
Prepaid expenses and other assets
   
89,299
 
Total Assets
   
2,737,345,419
 
         
LIABILITIES:
       
Payable for fund shares redeemed
   
1,576,388
 
Payable to advisor
   
2,088,188
 
Payable to administrator
   
430,110
 
Payable to auditor
   
20,698
 
Accrued distribution fees
   
223,449
 
Accrued service fees
   
142,566
 
Accrued trustees fees
   
5,578
 
Accrued expenses and other payables
   
537,152
 
Total Liabilities
   
5,024,129
 
NET ASSETS
 
$
2,732,321,290
 
         
NET ASSETS CONSIST OF:
       
Capital stock
 
$
1,458,503,720
 
Accumulated net investment loss
   
(10,054,323
)
Accumulated net realized gain on investments
   
171,040
 
Unrealized net appreciation on investments
   
1,283,700,853
 
Total Net Assets
 
$
2,732,321,290
 
         
NET ASSETS
       
Investor Class:
       
Shares authorized (no par value)
 
Unlimited
 
Net assets applicable to outstanding Investor Class shares
 
$
1,675,002,058
 
Shares issued and outstanding
   
19,724,559
 
Net asset value, offering price and redemption price per share
 
$
84.92
 
         
Institutional Class:
       
Shares authorized (no par value)
 
Unlimited
 
Net assets applicable to outstanding Institutional Class shares
 
$
1,057,319,232
 
Shares issued and outstanding
   
12,139,262
 
Net asset value, offering price and redemption price per share
 
$
87.10
 
 
 
The accompanying notes are an integral part of these financial statements.
 
 
HENNESSYFUNDS.COM

12


STATEMENT OF ASSETS AND LIABILITIES/STATEMENT OF OPERATIONS

Financial Statements
 
Statement of Operations for the year ended October 31, 2017
 
INVESTMENT INCOME:
     
Dividend income from unaffiliated securities(1)
 
$
22,854,745
 
Dividend income from affiliated securities
   
565,753
 
Interest income
   
1,524,577
 
Total investment income
   
24,945,075
 
         
EXPENSES:
       
Investment advisory fees (See Note 5)
   
23,176,744
 
Sub-transfer agent expenses – Investor Class (See Note 5)
   
3,525,493
 
Sub-transfer agent expenses – Institutional Class (See Note 5)
   
757,847
 
Distribution fees – Investor Class (See Note 5)
   
2,489,651
 
Administration, fund accounting, custody and transfer agent fees (See Note 5)
   
2,458,888
 
Service fees – Investor Class (See Note 5)
   
1,659,768
 
Reports to shareholders
   
167,006
 
Federal and state registration fees
   
87,945
 
Compliance expense (See Note 5)
   
28,705
 
Trustees’ fees and expenses
   
24,462
 
Legal fees
   
23,373
 
Audit fees
   
20,699
 
Other expenses
   
159,980
 
Total expenses
   
34,580,561
 
NET INVESTMENT LOSS
 
$
(9,635,486
)
         
REALIZED AND UNREALIZED GAINS:
       
Net realized gain on:
       
  Unaffiliated investments
 
$
6,262,037
 
  Affiliated investments
   
 
Net change in unrealized appreciation on:
       
  Unaffiliated investments
   
386,216,032
 
  Affiliated investments
   
91,688,958
 
Net gain on investments
   
484,167,027
 
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS
 
$
474,531,541
 
 
(1)
Net of foreign taxes withheld of $440,469.

 
The accompanying notes are an integral part of these financial statements.
 
HENNESSY FUNDS
1-800-966-4354
 
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HENNESSYFUNDS.COM

14


STATEMENTS OF CHANGES IN NET ASSETS

Financial Statements
 
Statements of Changes in Net Assets
 
 
Year Ended
   
Year Ended
 
   
October 31, 2017
   
October 31, 2016
 
OPERATIONS:
           
Net investment loss
 
$
(9,635,486
)
 
$
(12,447,242
)
Net realized gain (loss) on investments
   
6,262,037
     
(5,426,283
)
Net change in unrealized appreciation on investments
   
477,904,990
     
(13,249,337
)
Net increase (decrease) in net
               
  assets resulting from operations
   
474,531,541
     
(31,122,862
)
                 
DISTRIBUTIONS TO SHAREHOLDERS FROM:
               
Net realized gains – Investor Class
   
     
(3,251,490
)
Net realized gains – Institutional Class
   
     
(1,083,008
)
Total distributions
   
     
(4,334,498
)
                 
CAPITAL SHARE TRANSACTIONS:
               
Proceeds from shares subscribed – Investor Class
   
192,418,104
     
443,753,342
 
Proceeds from shares subscribed – Institutional Class
   
329,777,433
     
408,969,650
 
Dividends reinvested – Investor Class
   
     
3,188,245
 
Dividends reinvested – Institutional Class
   
     
867,516
 
Cost of shares redeemed – Investor Class
   
(448,768,404
)
   
(402,722,784
)
Cost of shares redeemed – Institutional Class
   
(208,168,872
)
   
(161,483,885
)
Net increase (decrease) in net assets derived
               
  from capital share transactions
   
(134,741,739
)
   
292,572,084
 
TOTAL INCREASE IN NET ASSETS
   
339,789,802
     
257,114,724
 
                 
NET ASSETS:
               
Beginning of year
   
2,392,531,488
     
2,135,416,764
 
End of year
 
$
2,732,321,290
   
$
2,392,531,488
 
Undistributed net investment loss, end of year
 
$
(10,054,323
)
 
$
(10,118,034
)
                 
CHANGES IN SHARES OUTSTANDING:
               
Shares sold – Investor Class
   
2,500,539
     
6,346,130
 
Shares sold – Institutional Class
   
4,162,013
     
5,766,791
 
Shares issued to holders as reinvestment
               
  of dividends – Investor Class
   
     
45,333
 
Shares issued to holders as reinvestment
               
  of dividends – Institutional Class
   
     
12,111
 
Shares redeemed – Investor Class
   
(5,805,953
)
   
(5,815,084
)
Shares redeemed – Institutional Class
   
(2,633,695
)
   
(2,269,086
)
Net increase (decrease) in shares outstanding
   
(1,777,096
)
   
4,086,195
 
 
 
The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS
1-800-966-4354
 

15

Financial Statements
 
Financial Highlights
 
For an Investor Class share outstanding throughout each year
 
 
 
PER SHARE DATA:
Net asset value, beginning of year
 
Income from investment operations:
Net investment income (loss)
Net realized and unrealized gains (losses) on investments
Total from investment operations
 
Less distributions:
Dividends from net investment income
Dividends from net realized gains
Total distributions
Paid-in capital from redemption fees
Net asset value, end of year
 
TOTAL RETURN

SUPPLEMENTAL DATA AND RATIOS:
Net assets, end of year (millions)
Ratio of expenses to average net assets
Ratio of net investment income (loss) to average net assets
Portfolio turnover rate(2)
 
 
 

 
(1)
Amount is less than $0.01.
(2)
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

FINANCIAL HIGHLIGHTS — INVESTOR CLASS
 
 
 
 
 
Year Ended October 31,
 
2017
   
2016
   
2015
   
2014
   
2013
 
                           
$
70.63
   
$
71.94
   
$
69.46
   
$
63.58
   
$
51.78
 
                                     
                                     
 
(0.51
)
   
(0.45
)
   
(0.33
)
   
0.27
     
(0.32
)
 
14.80
     
(0.72
)
   
8.07
     
6.68
     
16.44
 
 
14.29
     
(1.17
)
   
7.74
     
6.95
     
16.12
 
                                     
                                     
 
     
     
(0.02
)
   
     
 
 
     
(0.14
)
   
(5.24
)
   
(1.07
)
   
(4.32
)
 
     
(0.14
)
   
(5.26
)
   
(1.07
)
   
(4.32
)
 
     
     
     
0.00
(1) 
   
0.00
(1) 
$
84.92
   
$
70.63
   
$
71.94
   
$
69.46
   
$
63.58
 
                                     
 
20.23
%
   
(1.63
)%
   
11.83
%
   
11.05
%
   
33.54
%
                                     
                                     
$
1,675.00
   
$
1,626.71
   
$
1,615.36
   
$
1,213.03
   
$
1,139.85
 
 
1.48
%
   
1.47
%
   
1.46
%
   
1.41
%
   
1.43
%
 
(0.51
)%
   
(0.65
)%
   
(0.55
)%
   
0.41
%
   
(0.85
)%
 
5
%
   
2
%
   
4
%
   
18
%
   
4
%
 
 
 
 
 
 
 
The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS
1-800-966-4354
 

17


Financial Statements
 
Financial Highlights
 
For an Institutional Class share outstanding throughout each year

 
 
PER SHARE DATA:
Net asset value, beginning of year
 
Income from investment operations:
Net investment income (loss)
Net realized and unrealized gains (losses) on investments
Total from investment operations
 
Less distributions:
Dividends from net investment income
Dividends from net realized gains
Total distributions
Net asset value, end of year
 
TOTAL RETURN

SUPPLEMENTAL DATA AND RATIOS:
Net assets, end of year (millions)
Ratio of expenses to average net assets
Ratio of net investment income (loss) to average net assets
Portfolio turnover rate(1)
 
 
 
 
 
 

(1)
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


FINANCIAL HIGHLIGHTS — INSTITUTIONAL CLASS
 
 
 
 
 
Year Ended October 31,
 
2017
   
2016
   
2015
   
2014
   
2013
 
                           
$
72.17
   
$
73.24
   
$
70.50
   
$
64.32
   
$
52.19
 
                                     
                                     
 
(0.11
)
   
(0.14
)
   
(0.08
)
   
0.35
     
(0.13
)
 
15.04
     
(0.79
)
   
8.19
     
6.90
     
16.58
 
 
14.93
     
(0.93
)
   
8.11
     
7.25
     
16.45
 
                                     
                                     
 
     
     
(0.05
)
   
     
 
 
     
(0.14
)
   
(5.32
)
   
(1.07
)
   
(4.32
)
 
     
(0.14
)
   
(5.37
)
   
(1.07
)
   
(4.32
)
$
87.10
   
$
72.17
   
$
73.24
   
$
70.50
   
$
64.32
 
                                     
 
20.69
%
   
(1.27
)%
   
12.23
%
   
11.40
%
   
33.94
%
                                     
                                     
$
1,057.32
   
$
765.82
   
$
520.06
   
$
283.31
   
$
179.89
 
 
1.10
%
   
1.10
%
   
1.11
%
   
1.10
%
   
1.13
%
 
(0.13
)%
   
(0.28
)%
   
(0.19
)%
   
0.59
%
   
(0.52
)%
 
5
%
   
2
%
   
4
%
   
18
%
   
4
%
 
 
 
 
 
 
 
 
The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS
1-800-966-4354
 
 
19

Financial Statements
 
Notes to the Financial Statements October 31, 2017
 
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 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 12b-1 distribution and service, shareholder servicing, and sub-transfer agent expenses.  There are no sales charges.  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 an individual class.
 
As an investment company, the Fund follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (“FASB”) Accounting Standard Codification Topic 946 “Financial Services—Investment Companies.”
 
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 conform to 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 – No provision for federal income taxes or excise taxes has been made because 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/loss and realized gains/losses for federal income tax purposes may differ from those reported in 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.  The Fund recognizes interest and penalties related to income tax benefits, if any, in the Statement of Operations as an income tax expense.  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.  The Fund may utilize equalization accounting for tax purposes and designate earnings and profits, including net realized gains distributed to shareholders on redemption of shares, as part of the dividends paid deduction for income tax purposes.
 
 
Due to inherent differences in the recognition of income, expenses, and realized gains/losses under GAAP and federal income tax regulations, permanent differences between book and tax basis for reporting for fiscal year 2017 have been identified and appropriately reclassified in the Statement of Assets and Liabilities.  The adjustments are as follows:
 
 
Accumulated
Accumulated
   
 
Net Investment
Net Realized
   
 
          Loss         
Gain on Investments
Capital Stock
 
 
$9,699,197
$—
$(9,699,197)
 

 
 
HENNESSYFUNDS.COM
20

NOTES TO THE FINANCIAL STATEMENTS
 
c).
Accounting for Uncertainty in Income Taxes – The Fund has accounting policies regarding recognition and measurement of tax positions taken or expected to be taken on a tax return.  The tax returns of the Fund for the prior three fiscal years are open for examination.  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.
   
d).
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/losses on investments are allocated to each class of shares based on such class’s net assets.
   
e).
Distributions to Shareholders – Dividends from net investment income for the Fund, if any, are declared and paid annually, usually in December.  Distributions of net realized capital gains, if any, are declared and paid annually, usually in December.
   
f).
Security Transactions – Investment and shareholder transactions are recorded on the trade date.  The Fund determines the realized gain/loss from an investment transaction 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.
   
g).
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.
   
h).
Share Valuation – The net asset value (“NAV”) per share of the Fund is calculated by dividing (i) 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 (ii) 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 NAV per share.
 
3).  SECURITIES VALUATION
 
The Fund follows 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 of changes in valuation techniques and related inputs during the period.  These inputs are summarized in the three broad levels listed below:
 
 
Level 1 –
Unadjusted, quoted prices in active markets for identical instruments that the Fund has the ability to access at the date of measurement.
     
 
Level 2 –
Other significant observable inputs (including, but not limited to, quoted prices in active markets for similar instruments, quoted prices in markets that are not active for identical or similar instruments, and model-derived
 

HENNESSY FUNDS
1-800-966-4354
 
 
21

   
valuations in which all significant inputs and significant value drivers are observable in active markets, such as interest rates, prepayment speeds, credit risk curves, default rates, and similar data).
     
 
Level 3 –
Significant unobservable inputs (including the Fund’s own assumptions about what market participants would use to price the asset or liability based on the best available information) when observable inputs are unavailable.
 
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, partnerships, rights, and real estate investment trusts, that are traded on a securities exchange for which a last-quoted sales price is readily available will generally 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 generally 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 generally 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.  Securities traded on foreign exchanges generally are not valued at the same time the Fund calculates its NAV because most foreign markets close well before such time.  The earlier close of most foreign markets gives rise to the possibility that significant events, including broad market moves, may have occurred in the interim.  In certain circumstances, it may be determined that a security needs to be fair valued because it appears that the value of the security might have been materially affected by events occurring after the close of the market in which the security is principally traded, but before the time the Fund calculates its NAV, such as by a development that affects an entire market or region (e.g., weather-related events) or a potentially global development (e.g., a terrorist attack that may be expected to have an effect on investor expectations worldwide).
   
 
Registered Investment Companies – Investments in registered investment companies (e.g., mutual funds) are generally priced at the ending NAV provided by the applicable registered investment company’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 generally 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 observable market data, such as reported sales of similar securities, broker quotes, yields, bids, offers, and reference data.  Certain securities are valued primarily 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 with an original term to maturity of 60 days or less are valued at amortized cost, which approximates fair market value.  If the original term to maturity of a short-term debt
 
 
 
HENNESSYFUNDS.COM
22

NOTES TO THE FINANCIAL STATEMENTS
 
 
investment exceeded 60 days, then the values as of the 61st day prior to maturity are amortized.  Amortized cost is not used if its use would be inappropriate due to credit or other impairments of the issuer, in which case the security’s fair value would be determined, as described below.  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, such as the trading volume of a security and markets, the values of other similar securities, and news events with direct bearing on a security or markets.  Fair value pricing results in an estimated price for a security that reflects the amount the Fund might reasonably expect to receive in a current sale.  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.
 
The fair valuation 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’ values as determined by the Board or its designee instead of being determined by the market.  Using a fair value pricing methodology to price a foreign security may result in a value that is different from the foreign security’s most recent closing price and from the prices used by other investment companies to calculate their NAVs and are generally classified in Level 2 of 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 “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 to determine 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 October 31, 2017, are included in the Schedule of Investments.
 
4).  INVESTMENT TRANSACTIONS
 
Purchases and sales of investment securities (excluding government and short-term investments) for the Fund during fiscal year 2017 were $143,830,698 and $106,749,898, respectively.
 
There were no purchases or sales/maturities of long-term U.S. government securities for the Fund during fiscal year 2017.
 
The Fund is permitted to purchase or sell securities from or to another fund in the Hennessy Funds family of funds (the “Hennessy Funds”) under specified conditions outlined in procedures adopted by the Board.  The procedures have been designed to
 

HENNESSY FUNDS
1-800-966-4354
 
 
23

ensure that any purchase or sale of securities by the Fund from or to another Hennessy Fund complies with Rule 17a-7 of the Investment Company Act of 1940, as amended.  For fiscal year 2017, the Fund did not engage in purchases or sales of securities pursuant to Rule 17a-7 of the Investment Company Act of 1940, as amended.
 
5).  INVESTMENT MANAGEMENT FEE AND OTHER TRANSACTIONS WITH AFFILIATES
 
The Advisor provides the Fund with investment management services under an Investment Advisory Agreement.  The Advisor provides all investment advice, office space, and facilities, as well as 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 an annual rate of 0.90%.  The net investment advisory fees expensed by the Fund during fiscal year 2017 are included in the Statement of Operations.
 
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-advisory fees from its own assets, and these fees are not an additional expense of the Fund.  For the most recent fiscal year, the Advisor (not the Fund) paid a sub-advisory fee, based upon the daily net assets of the Fund, at a rate of 0.29%.
 
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.  The shareholder service fees expensed by the Fund during fiscal year 2017 are included in the Statement of Operations.
 
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.  Even though the authorized rate is up to 0.25%, the Fund is currently only using up to 0.15% of its average daily net assets attributable to Investor Class shares for such purpose.  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, shareholder account servicing, the printing and mailing of prospectuses to other than current shareholders, the printing and mailing of sales literature, and compensation for sales and marketing activities or to financial institutions and others, such as dealers and distributors.  The distribution fees expensed by the Fund during fiscal year 2017 are included in the Statement of Operations.
 
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.  The sub-transfer agent fees expensed by the Fund during fiscal year 2017 are included in the Statement of Operations.
 
U.S. Bancorp Fund Services, LLC (“USBFS”) provides the Fund with administrative, fund accounting, and transfer agent services and necessary office equipment.  As administrator, USBFS is responsible for activities such as (i) preparing various federal and state regulatory filings, reports, and returns for the Fund, (ii) preparing reports and materials to be supplied to the Board, (iii) monitoring the activities of the Fund’s custodian, transfer agent, and accountants, and (iv) coordinating the preparation and
 
 
 
HENNESSYFUNDS.COM
24

NOTES TO THE FINANCIAL STATEMENTS
 
payment of the Fund’s expenses and reviewing the Fund’s expense accruals.  U.S. Bank, N.A., an affiliate of USBFS, serves as the Fund’s custodian.  The servicing agreements between the Trust, USBFS, and U.S. Bank N.A. contain a fee schedule that is inclusive of administrative, fund accounting, custody, and transfer agent fees.  The administrative, fund accounting, custody, and transfer agent fees expensed by the Fund during fiscal year 2017 are included in the Statement of Operations.
 
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.
 
The officers of the Fund are affiliated with the Advisor.  Such officers, with the exception of the Chief Compliance Officer and the Senior Compliance Officer, receive no compensation from the Fund for serving in their respective roles.  The Fund, along with the other Hennessy Funds, makes reimbursement payments, on an equal basis, to the Advisor for a portion of the salary and benefits associated with the office of the Chief Compliance Officer and for all of the salary and benefits associated with the office of the Senior Compliance Officer.  The compliance fees expensed by the Fund during fiscal year 2017 are included in the Statement of Operations.
 
6).  GUARANTEES AND INDEMNIFICATIONS
 
Under the Hennessy Funds’ organizational documents, their officers and trustees are indemnified by the Hennessy Funds against certain liabilities arising out of the performance of their duties to the Hennessy Funds.  Additionally, in the normal course of business, the Hennessy Funds enter into contracts with service providers that contain general indemnification clauses.  The Fund’s maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Fund that have not yet occurred.  Currently, the Fund expects the risk of loss to be remote.
 
7).  LINE OF CREDIT
 
The Fund has an uncommitted line of credit with the other 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 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 and are secured by all of the Fund’s assets (as to its own borrowings only).  During fiscal year 2017, the Fund did not have any borrowings outstanding under the line of credit.
 
8).  FEDERAL TAX INFORMATION
 
As of October 31, 2017, the components of accumulated earnings (losses) for income tax purposes were as follows:

 
 
Investments
 
Cost of investments for tax purposes
 
$
1,447,856,078
 
Gross tax unrealized appreciation
 
$
1,307,230,638
 
Gross tax unrealized depreciation
   
(23,529,785
)
Net tax unrealized appreciation
 
$
1,283,700,853
 
Undistributed ordinary income
 
$
 
Undistributed long-term capital gains
   
171,040
 
Total distributable earnings
 
$
171,040
 
Other accumulated loss
 
$
(10,054,323
)
Total accumulated gain
 
$
1,273,817,570
 


HENNESSY FUNDS
1-800-966-4354
 
 
25

At October 31, 2017, the Fund had no tax basis capital losses to offset future capital gains.
 
During fiscal year 2017, the capital losses utilized for the Fund were $6,090,997.
 
At October 31, 2017, the Fund deferred, on a tax basis, a late-year ordinary loss of $10,054,323.  Late-year ordinary losses are net ordinary losses incurred after December 31, 2016, but within the taxable year, that are deemed to arise on the first day of the Fund’s next taxable year.
 
During fiscal years 2017 and 2016, the tax character of distributions paid by the Fund was as follows:
 
   
Year Ended
   
Year Ended
 
   
October 31, 2017
   
October 31, 2016
 
Ordinary income(1)
 
$
   
$
 
Long-term capital gain
   
     
4,334,498
 
   
$
   
$
4,334,498
 
 
(1)  Ordinary income includes short-term gain/loss.
 
9).  EVENTS SUBSEQUENT TO YEAR END
 
Management has evaluated the Fund’s related events and transactions that occurred subsequent to October 31, 2017, through the date of issuance of the Fund’s financial statements.  Other than as disclosed below, management has determined that there were no subsequent events requiring recognition or disclosure in the financial statements.
 
On December 7, 2017, capital gains were declared and paid to shareholders of record on December 6, 2017, as follows:
 
 
Long-term
Investor Class
$0.00534
Institutional Class
$0.00549
 
 
 
HENNESSYFUNDS.COM
26

NOTES/REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

Report of Independent Registered Public 
Accounting Firm

To the Board of Trustees of Hennessy Funds Trust
and the Shareholders of the Hennessy Focus Fund
Novato, CA
 
We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of the Hennessy Focus Fund (the “Fund”), a series of Hennessy Funds Trust (the “Trust”) as of October 31, 2017, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Fund’s management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.
 
We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States).  Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement.  The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purposes of expressing an opinion on the effectiveness of the Fund’s internal control over financial reporting. Accordingly, we express no such opinion.  An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements.  Our procedures included confirmation of securities owned as of October 31, 2017, by correspondence with the custodian. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation.  We believe that our audits provide a reasonable basis for our opinion.
 
In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of the Hennessy Focus Fund as of October 31, 2017, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.

 
TAIT, WELLER & BAKER LLP
 
Philadelphia, Pennsylvania
December 22, 2017
 
 
 

HENNESSY FUNDS
1-800-966-4354
 
 

27

Trustees and Officers of the Fund (Unaudited)

The business and affairs of the Funds are managed under the direction of the Board of Trustees of the Trust, and the Board of Trustees elects the Officers of the Trust.  Beginning in March 2015, the Board of Trustees has from time to time appointed advisers to the Board of Trustees (“Advisers”), with the intention of having qualified individuals serve in an advisory capacity in order to garner experience in the mutual fund and asset management industry and be considered as potential Trustees in the future.  There are currently three Advisers to the Board of Trustees: Brian Alexander, Doug Franklin, and Claire Knoles.  As Advisers, Mr. Alexander, Mr. Franklin, and Ms. Knoles attend meetings of the Board and act as non-voting participants.  Information pertaining to the Trustees, Advisers, and the Officers of the Trust is set forth below.  The Trustees and Officers serve until their successors are duly elected and qualified or until their earlier death, resignation, or removal.  Each of the Trustees oversees 14 Hennessy Funds.  Unless otherwise indicated, the address of all persons listed below is 7250 Redwood Boulevard, Suite 200, Novato, CA 94945.  The Fund’s Statement of Additional Information includes more information about the persons listed below and is available, without charge, upon request by calling 1-800-966-4354.
 
     
Other
     
Directorships
     
Held Outside
Name, (Year of Birth),
   
of Fund
and Position Held
Start Date
Principal Occupation(s)
Complex During
with the Trust              
of Service
During Past Five Years
Past Five Years(1)
 
Disinterested Trustees and Advisers 
       
J. Dennis DeSousa
January 1996
Mr. DeSousa is a real estate investor.
None.
(1936)
     
Trustee
     
       
Robert T. Doyle
January 1996
Mr. Doyle has been the Sheriff of
None.
(1947)
 
Marin County, California since 1996.
 
Trustee
     
       
Gerald P. Richardson
May 2004
Mr. Richardson is an independent
None.
(1945)
 
consultant in the securities industry.
 
Trustee
     
       
Brian Alexander
March 2015
Mr. Alexander has been employed
None.
(1981)
 
by Sutter Health Novato Community
 
Adviser to the Board
 
Hospital since 2012, first as an
 
   
Assistant Administrator and then,
 
   
beginning in 2013, as the Chief
 
   
Administrative Officer.  From 2011
 
   
through 2012, Mr. Alexander was
 
   
employed by Sutter Health West Bay
 
   
Region as the Regional Director of
 
   
Strategic Decision Support.
 

 
 
HENNESSYFUNDS.COM
28

TRUSTEES AND OFFICERS OF THE FUND
 
     
Other
     
Directorships
     
Held Outside
Name, (Year of Birth),
   
of Fund
and Position Held
Start Date
Principal Occupation(s)
Complex During
with the Trust              
of Service
During Past Five Years
Past Five Years(1)
       
Doug Franklin
March 2016
Mr. Franklin is a retired insurance
None.
(1964)
 
industry executive.  From 1987
 
Adviser to the Board
 
through 2015, he was employed
 
   
by Allianz-Fireman’s Fund Insurance
 
   
Company in various positions,
 
   
including Chief Actuary and
 
   
Chief Risk Officer.
 
       
Claire Knoles
December 2015
Ms. Knoles is a founder of Kiosk and
None.
(1974)
 
has served as its Chief Operating
 
Adviser to the Board
 
Officer since 2004.  Kiosk is a full
 
   
service marketing agency with
 
   
offices in the San Francisco Bay
 
   
Area, Toronto, and Liverpool, UK.
 
       
Interested Trustee(2)
     
       
Neil J. Hennessy
January 1996 as
Mr. Hennessy has been employed by
Hennessy
(1956)
a Trustee and
Hennessy Advisors, Inc. since 1989
Advisors, Inc.
Trustee, Chairman of
June 2008 as
and currently serves as its President,
 
the Board, Chief
an Officer
Chairman and Chief Executive Officer.
 
Investment Officer,
     
Portfolio Manager,
     
and President
     
 
Name, (Year of Birth),
   
and Position Held
Start Date
Principal Occupation(s)
with the Trust              
of Service
During Past Five Years
     
Officers
   
     
Teresa M. Nilsen
January 1996
Ms. Nilsen has been employed by Hennessy Advisors, Inc.
(1966)
 
since 1989 and currently serves as its Executive Vice President,
Executive Vice President
 
Chief Operations Officer, Chief Financial Officer, and Secretary.
and Treasurer
   
     
Daniel B. Steadman
March 2000
Mr. Steadman has been employed by Hennessy Advisors, Inc.
(1956)
 
since 2000 and currently serves as its Executive Vice President
Executive Vice President
 
and Chief Compliance Officer.
and Secretary
   
     
Brian Carlson
December 2013
Mr. Carlson has been employed by Hennessy Advisors, Inc.
(1972)
 
since December 2013.  Mr. Carlson was previously a co-founder
Senior Vice President and
 
and principal of Trivium Consultants, LLC from February 2011
Head of Distribution
 
through November 2013.
     
Jennifer Cheskiewicz
June 2013
Ms. Cheskiewicz has been employed by Hennessy Advisors, Inc.
(1977)
 
as its General Counsel since June 2013.  She previously served
Senior Vice President and
 
as in-house counsel to Carlson Capital, L.P., an SEC-registered
Chief Compliance Officer
 
investment advisor to several private funds, from
   
February 2010 to May 2013.


HENNESSY FUNDS
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29

Name, (Year of Birth),
   
and Position Held
Start Date
Principal Occupation(s)
with the Trust              
of Service
During Past Five Years
     
David Ellison
October 2012
Mr. Ellison has been employed by Hennessy Advisors, Inc. since
(1958)(3)
 
October 2012.  He has served as a Portfolio Manager of the
Senior Vice President
 
Hennessy Small Cap Financial Fund and the Hennessy Large
and Portfolio Manager
 
Cap Financial Fund since inception. Mr. Ellison also served as a
   
Portfolio Manager of the Hennessy Technology Fund from its
   
inception until February 2017. Mr. Ellison served as Director,
   
CIO and President of FBR Fund Advisers, Inc. from
   
December 1999 to October 2012.
     
Ryan Kelley
March 2013
Mr. Kelley has been employed by Hennessy Advisors, Inc. since
(1972)(4)
 
October 2012.  He has served as a Portfolio Manager of the
Vice President and
 
Hennessy Gas Utility Fund, the Hennessy Small Cap Financial
Portfolio Manager
 
Fund, and the Hennessy Large Cap Financial Fund since
   
October 2014.  He served as Co-Portfolio Manager of the same
   
funds from March 2013 through September 2014, and as a
   
Portfolio Analyst for the Hennessy Funds from October 2012
   
through October 2014.  Mr. Kelley has also served as a Portfolio
   
Manager of the Hennessy Cornerstone Growth Fund, the
   
Hennessy Cornerstone Mid Cap 30 Fund, the Hennessy
   
Cornerstone Large Growth Fund, and the Hennessy
   
Cornerstone Value Fund and as a Co-Portfolio Manager of the
   
Hennessy Technology Fund since February 2017. Mr. Kelley
   
served as Portfolio Manager of FBR Fund Advisers, Inc. from
   
January 2008 to October 2012.
     
Brian Peery
March 2003 as
Mr. Peery has been employed by Hennessy Advisors, Inc. since
(1969)
an Officer and
2002.  He has served as a Portfolio Manager of the Hennessy
Senior Vice President
February 2011
Cornerstone Growth Fund, the Hennessy Cornerstone Mid Cap
and Portfolio Manager
as a Co-Portfolio
30 Fund, the Hennessy Cornerstone Large Growth Fund, the
 
Manager or
Hennessy Cornerstone Value Fund, the Hennessy Total Return
 
Portfolio Manager
Fund, and the Hennessy Balanced Fund since October 2014. 
   
He served as Co-Portfolio Manager of the same funds from
   
February 2011 through September 2014.  Mr. Peery has also
   
served as a Portfolio Manager of the Hennessy Gas Utility Fund
   
since February 2015 and as Lead Portfolio Manager of the
   
Hennessy Technology Fund since February 2017.
     
Daniel P. Hennessy
December 2016
Mr. Daniel Hennessy has been employed by Hennessy Advisors,
(1990)
 
Inc. since 2015. He has served as an Associate Analyst of the
Assistant Vice President
 
Hennessy Technology Fund since February 2017. He previously
and Associate Analyst
 
served as a Mutual Fund Specialist at U.S. Bancorp Fund
   
Services, LLC from November 2014 to July 2015.  Prior to that,
   
he attended the University of San Diego, where he earned a
   
degree in Political Science.
 

(1)
Messrs. DeSousa, Doyle, Hennessy, and Richardson previously served on the Board of Directors of Hennessy Mutual Funds, Inc. (“HMFI”), The Hennessy Funds, Inc. (“HFI”), and Hennessy SPARX Funds Trust (“HSFT”).  Pursuant to an internal reorganization effective as of February 28, 2014, the series of HFMI, HFI, and HSFT were reorganized into corresponding series of Hennessy Funds Trust that mirrored them.  Subsequent to the reorganization, HFMI, HFI, and HSFT were dissolved.
(2)
Mr. Hennessy is considered an “interested person,” as defined in the Investment Company Act of 1940, as amended, because he is an officer of the Hennessy Funds.
(3)
The address of this officer is 101 Federal Street, Suite 1900, Boston, MA 02110.
(4)
The address of this officer is 1340 Environ Way, Chapel Hill, NC 27517.

 
 
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TRUSTEES AND OFFICERS OF THE FUND

 








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HENNESSY FUNDS
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31

Expense Example (Unaudited)
October 31, 2017
 

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 May 1, 2017, through October 31, 2017.
 
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 fee is charged by the Fund’s transfer agent.  IRA accounts will be charged a $15 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” or “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
32


 
EXPENSE EXAMPLE

 
               
Expenses Paid
 
   
Beginning
   
Ending
   
During Period(1)
 
   
Account Value
   
Account Value
   
May 1, 2017 –
 
   
May 1, 2017
   
October 31, 2017
   
October 31, 2017
 
Investor Class
                 
Actual
 
$
1,000.00
   
$
1,097.70
   
$
7.72
 
Hypothetical (5% return before expenses)
 
$
1,000.00
   
$
1,017.85
   
$
7.43
 
                         
Institutional Class
                       
Actual
 
$
1,000.00
   
$
1,099.70
   
$
5.82
 
Hypothetical (5% return before expenses)
 
$
1,000.00
   
$
1,019.66
   
$
5.60
 
 
(1)
Expenses are equal to the Fund’s annualized expense ratio of 1.46% for Investor Class shares or 1.10% for Institutional Class shares, as applicable, multiplied by the average account value over the period, multiplied by 184/365 days (to reflect one-half year period).
 
 
 
 
 
 
 
 

 
HENNESSY FUNDS
1-800-966-4354
 

33

How to Obtain a Copy of the Fund’s
Proxy Voting Policy and Proxy Voting Records
 
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/proxy-voting/policy.fs; 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 without charge on both the Hennessy Funds’ website at hennessyfunds.com/proxy-voting/vote.fs 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 a 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 made 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 request an individual copy of a prospectus or financial report at any time.  If you would like to receive separate mailings, please call U.S. Bancorp Fund Services, LLC 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

34

PROXY VOTING — PRIVACY POLICY
 
Privacy Policy
 
We collect the following non-public personal information about you:
 
 
information we receive from you on or in applications or other forms, correspondence, or conversations, including, but not limited to, your name, address, phone number, social security number, assets, income, and date of birth; and
 
 
information about your transactions with us, our affiliates, or others, including, but not limited to, your account number and balance, payment history, parties to transactions, cost basis information, and other financial information.
 
We do not disclose any non-public personal information about our current or former shareholders to non-affiliated third parties, except as permitted by law.  For example, we are permitted by law to disclose all of the information we collect, as described above, to our Transfer Agent to process your transactions.  Furthermore, we restrict access to your non-public personal information to those persons who require such information to provide products or services to you.  We maintain physical, electronic, and procedural safeguards that comply with federal standards to guard your non-public personal information.
 
In the event that you hold shares of the Fund through a financial intermediary, including, but not limited to, a broker-dealer, bank, or trust company, the privacy policy of your financial intermediary would govern how your non-public personal information will be shared with non-affiliated third parties.
 
 
 
 
 
 


HENNESSY FUNDS
1-800-966-4354
 
35




 
 

 



(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 Boulevard, 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 Drive, 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
777 East Wisconsin Avenue
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.
 





ANNUAL REPORT

OCTOBER 31, 2017




 

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

 



hennessyfunds.com  |  1-800-966-4354




 
 






(This Page Intentionally Left Blank.)
 












CONTENTS

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
Report of Independent Registered Public Accounting Firm
26
Trustees and Officers of the Fund
27
Expense Example
30
Proxy Voting Policy and Proxy Voting Records
32
Quarterly Schedule of Investments
32
Federal Tax Distribution Information
32
Householding
32
Privacy Policy
33

 
 
 
 
 

 

HENNESSY FUNDS
1-800-966-4354
 


December 2017
 
Dear Hennessy Funds Shareholder:

Over the past year, global equity markets have made strong advances, fueled by continued, broad-based economic growth in most countries and regions, and in spite of a somewhat unsettling geopolitical backdrop.
 
U.S. stocks performed well in the first year of the new administration in Washington, and, ignoring the debate and the bluster, investors have continued to focus on what concerns them the most – tax reform, deregulation, and the hope of an increase in infrastructure spending. As we move into the final weeks of the calendar year, with the major indices reaching new highs, I find myself envisioning the Dow Jones Industrial Average building momentum toward 30,000.
 
Over the past 12 months, the U.S. economy has continued to grow at a steady rate of almost 2.5% on an annualized basis, as measured by GDP. Companies have added over 170,000 jobs per month on average over the past year, and the current unemployment rate of 4.1% is the lowest in 17 years. Consumer confidence is high and still rising, and corporate profits are at all-time highs. The Federal Reserve has been increasing interest rates, but at a gradual pace. The bond market has also continued to support the equity market and equity market valuations. Since December of last year, long bond yields have stayed within a narrow band, with the 10-year U.S. Treasury yield hovering in the 2.0% to 2.5% range, and remain low compared to historical averages. In my opinion, long bond yields have stayed low despite three increases in the Federal Funds rate over the last 12 months in part due to persistent low inflation.
 
Meanwhile, the prospective price-to-earnings multiples for the Dow Jones Industrial Average and S&P 500 Index are just above long-term averages at 19.5x and 19.9x, respectively. I believe these levels of stock valuation, while higher than a year ago, are still very reasonable. At the peak of the technology/dot-com bubble, U.S. equities sold at much higher multiples across the board than they do today, and bond yields were also much higher. In June of 1999, the Dow Jones Industrial Average sold at 28x earnings and the 10-year bond yield was close to 6%. Today, the Dow is selling at under 20x earnings and is offering a 2.2% dividend yield, on par with the yield of the 10-year government bond at 2.4%.
 
Equity markets in the U.S. have been rising for almost nine years, and financial media reports have speculated that this bull run will come to end, but why? I see no substantial reasons or indicators that a major correction is on the horizon. I remain confident that this bull market has room to run. Overall, investment fundamentals are strong. Corporate earnings are growing at a healthy rate, and companies are generating excess cash flow. Cash continues to build on corporate balance sheets, with $5.2 trillion in cash and short term investments among the S&P 500 Index companies as of October 31, 2017. If our government leaders can pass a meaningful tax reform bill and continue efforts toward regulatory relief, it could be icing on the cake for equities.
 
There have been, and will likely continue to be, downturns throughout this extended bull market. Since 2010, there have been 18 downturns in the market, 14 of which were between 5% and 10% and four of which were corrections of between 10% and 20%. Yet the market has bounced back following each pullback and then has moved higher. A correction is not the end of the bull market. What might signal that we are at the end of this bull market? Euphoria. And I still see no signs of euphoria in this market. In the past,
 
 
HENNESSYFUNDS.COM
2


 
LETTER TO SHAREHOLDERS

 
I have likened the current bull market to that of 1982-2000, and I am confident in the strength of the market today and believe the economy will continue its slow, but steady, growth into the coming year.
 
Thank you for your continued confidence and investment in our funds. If you have any questions or would like 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 Index are unmanaged indices commonly used to measure the performance of U.S. stocks. One cannot invest directly in an index.
 
Price to earnings is calculated by dividing a company’s market price per share by its earnings per share.  Dividend yield is calculated as the annual dividends paid by a company divided by the price of a share of its stock. Cash flow provides 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)
 
CHANGE IN VALUE OF $10,000 INVESTMENT
 

 

This graph illustrates the performance of an initial investment of $10,000 made in the Fund ten years ago and assumes the reinvestment of dividends.
 
AVERAGE ANNUAL TOTAL RETURN FOR PERIODS ENDED OCTOBER 31, 2017
 
 
One
Five
Ten
 
Year
Years
Years
Hennessy Cornerstone Mid Cap 30 Fund –
     
  Investor Class (HFMDX)
23.02%
13.44%
8.58%
Hennessy Cornerstone Mid Cap 30 Fund –
     
  Institutional Class (HIMDX)(1)
23.47%
13.79%
8.95%
Russell Midcap® Index
21.09%
14.87%
8.09%
S&P 500 Index
23.63%
15.18%
7.51%
 
Expense ratios:  1.35% (Investor Class); 0.97% (Institutional Class)
 
(1)
The inception date of Institutional Class shares is March 3, 2008.  Performance shown prior to the inception of Institutional Class shares reflects the performance of Investor Class shares and includes expenses that are not applicable to, and are higher than, those of Institutional Class shares.
 
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.  The performance table does not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares.  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 Russell Midcap® Index is an 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.  One cannot invest directly in an index.
 
Frank Russell Company (“Russell”) is the source and owner of the trademarks, service marks, and copyrights related to the Russell Indexes.  Russell® is a trademark of Frank Russell Company.  Neither Russell nor its licensors accept any liability for any errors or omissions in the Russell Indexes or Russell ratings or underlying data and no party may rely on any Russell Indexes or Russell ratings or underlying data contained in this communication.  No further distribution of Russell data is permitted without Russell’s
 
 
 
HENNESSYFUNDS.COM
4

 
PERFORMANCE OVERVIEW
 
express written consent.  Russell does not promote, sponsor, or endorse the content of this communication.
 
The expense ratios presented are from the most recent prospectus.  The expense ratios for the current reporting period are available in the Financial Highlights section of this report.
 
PERFORMANCE NARRATIVE
 
Portfolio Managers Neil J. Hennessy, Brian E. Peery, and Ryan C. Kelley
 
Performance:
 
For the 12-month period ended October 31, 2017, the Investor Class of the Hennessy Cornerstone Mid Cap 30 Fund returned 23.02%, outperforming the Russell Midcap® Index, which returned 21.09%, but slightly underperforming the S&P 500 Index, which returned 23.63%, for the same period.
 
The Fund’s outperformance relative to its primary benchmark index, the Russell Midcap® Index, was due to stock selection and an overweight position in the Industrials sector. The Brink’s Company, Navistar International, and Kennametal, Inc., each contributed significantly to the Fund’s relative outperformance over the period. Price weakness in three other investments, NCR Corporation, Foot Locker, Inc., and Brinker Intl., were among the largest negative contributors to Fund performance. The Fund no longer holds any of the companies mentioned with the exception of The Brink’s Company.
 
Portfolio Strategy:
 
The Fund seeks long-term growth of capital by investing in 30 mid-cap growth-oriented companies, screening for undervalued stocks with above-average growth potential. The Fund employs a strict price-to-sales ratio limit of 1.5, resulting in the Fund investing in what we deem to be reasonably valued stocks. We believe that limiting the Fund to 30 stocks produces a relatively concentrated portfolio, where individual stock performance can influence the performance of the portfolio as a whole, while at the same time providing what we consider to be ample diversification.
 
Investment Commentary:
 
We continue to believe that there are good investment opportunities among mid-cap stocks. Many investors gravitated away from smaller stocks last year as they sought safety in larger, more well-established businesses in a year of much political uncertainty. Many of these smaller companies have purely domestic businesses, which are benefiting from steady, albeit slow, economic growth at home, low inflation, and low energy prices. Smaller companies could also be the primary beneficiaries of a cut in corporate taxes because many have predominantly domestic operations, which offer little scope for sheltering taxes, and are paying taxes near their effective rate of 35%. If a reduction in corporate taxes is included in a successful tax reform bill over the next year, we would expect the mid-sized, domestically oriented stocks to react positively. As a result of the tight labor market in the United States, we are finally starting to see wages rise, leading to better growth in personal incomes. Meanwhile, the economy continues to grow steadily, with GDP growth reported at 3.0% in the third quarter of 2017. Revenue growth for smaller companies has been robust over the last 12 months. Overall, we believe current economic conditions provide a good environment for domestically oriented, mid-cap stocks. We remain pleased with the positioning of the portfolio, which remains

 

HENNESSY FUNDS
1-800-966-4354
 
5


 
overweight in cyclical stocks, such as those in the Industrials and Consumer Discretionary sectors, and underweight in more defensive sectors like Utilities.
 

Opinions expressed are those of the Portfolio Managers as of the date written and are subject to change, are not guaranteed, and should not be considered investment advice or an indication of trading intent.
 
The Russell Midcap® Index is an 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. One cannot invest directly in an index.
 
The Fund invests in small- and medium-capitalization companies, which may have limited liquidity and greater price volatility than large-capitalization companies. The Fund’s formula-based strategy may cause the Fund to buy or sell securities at times when it may not be advantageous. Please see the Fund’s prospectus for a more complete discussion of these and other risks.
 
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.
 
Diversification does not assure a profit or protect against loss in a declining market. Price-to-sales ratio is a tool for calculating a stock’s valuation relative to other companies. It is calculated by dividing a company’s market price per share by its revenue per share.
 
 
 
 
 
HENNESSYFUNDS.COM

6


PERFORMANCE OVERVIEW/SCHEDULE OF INVESTMENTS

Financial Statements
 
Schedule of Investments as of October 31, 2017
 
HENNESSY CORNERSTONE MID CAP 30 FUND
(% of Net Assets)
 
 
 

 
TOP TEN HOLDINGS (EXCLUDING CASH/CASH EQUIVALENTS)
 
% NET ASSETS
The Brink’s Co.
   
5.34
%
Navistar International Corp.
   
5.26
%
ON Semiconductor Corp.
   
5.06
%
WellCare Health Plans, Inc.
   
4.83
%
Thor Industries, Inc.
   
4.76
%
CDW Corporation of Delaware
   
4.32
%
Kennametal, Inc.
   
4.27
%
Unum Group
   
4.08
%
CACI International, Inc., Class A
   
4.07
%
Packaging Corporation of America
   
3.91
%
 
 
 
 
 
 
 
 
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, as amended, the Fund uses more specific industry classifications.
 

HENNESSY FUNDS
1-800-966-4354
 

7


COMMON STOCKS – 98.76%
 
Number
         
% of
 
 
 
of Shares
   
Value
   
Net Assets
 
Consumer Discretionary – 18.65%
                 
Aramark
   
723,500
   
$
31,609,715
     
3.26
%
Brinker International, Inc.
   
547,000
     
16,803,840
     
1.73
%
Foot Locker, Inc.
   
403,400
     
12,134,272
     
1.25
%
PVH Corp.
   
251,800
     
31,930,758
     
3.29
%
The Cheesecake Factory, Inc.
   
506,400
     
22,656,336
     
2.33
%
Thor Industries, Inc.
   
339,600
     
46,260,312
     
4.76
%
Urban Outfitters, Inc. (a)
   
805,200
     
19,743,504
     
2.03
%
 
           
181,138,737
     
18.65
%
                         
Financials – 4.08%
                       
Unum Group
   
760,900
     
39,597,236
     
4.08
%
                         
Health Care – 4.83%
                       
WellCare Health Plans, Inc. (a)
   
237,300
     
46,923,702
     
4.83
%
                         
Industrials – 25.51%
                       
Crane Co.
   
396,000
     
32,915,520
     
3.39
%
EMCOR Group, Inc.
   
445,500
     
35,867,205
     
3.69
%
Kennametal, Inc.
   
951,400
     
41,528,610
     
4.27
%
Navistar International Corp. (a)
   
1,207,868
     
51,104,895
     
5.26
%
The Brink’s Co.
   
681,065
     
51,829,046
     
5.34
%
UniFirst Corp.
   
219,831
     
34,623,383
     
3.56
%
 
           
247,868,659
     
25.51
%
                         
Information Technology – 29.20%
                       
CACI International, Inc., Class A (a)
   
275,269
     
39,569,919
     
4.07
%
CDW Corporation of Delaware
   
599,700
     
41,979,000
     
4.32
%
NCR Corp. (a)
   
768,500
     
24,661,165
     
2.54
%
ON Semiconductor Corp. (a)
   
2,308,000
     
49,206,560
     
5.06
%
Sanmina Corp. (a)
   
974,163
     
31,879,484
     
3.28
%
Science Applications International Corp.
   
390,900
     
28,668,606
     
2.95
%
SYNNEX Corp.
   
262,700
     
35,432,976
     
3.65
%
TTM Technologies , Inc. (a)
   
2,048,300
     
32,322,174
     
3.33
%
 
           
283,719,884
     
29.20
%
                         
Materials – 13.60%
                       
Berry Plastics Group, Inc. (a)
   
615,700
     
36,603,365
     
3.77
%
Cabot Corp.
   
516,589
     
31,491,266
     
3.24
%
Packaging Corporation of America
   
326,500
     
37,962,155
     
3.91
%

 
The accompanying notes are an integral part of these financial statements.
 
 
HENNESSYFUNDS.COM
8

 

SCHEDULE OF INVESTMENTS
 
COMMON STOCKS
 
Number
         
% of
 
 
 
of Shares
   
Value
   
Net Assets
 
Materials (Continued)
                 
Worthington Industries, Inc.
   
573,100
   
$
26,076,050
     
2.68
%
 
           
132,132,836
     
13.60
%
                         
Utilities – 2.89%
                       
MDU Resources Group, Inc.
   
1,027,700
     
28,107,595
     
2.89
%
 
                       
Total Common Stocks
                       
  (Cost $780,221,626)
           
959,488,649
     
98.76
%
 
                       
SHORT-TERM INVESTMENTS – 0.84%
                       
                         
Money Market Funds – 0.84%
                       
Fidelity Government Portfolio, Institutional Class, 0.92% (b)
   
8,209,214
     
8,209,214
     
0.84
%
 
                       
Total Short-Term Investments
                       
  (Cost $8,209,214)
           
8,209,214
     
0.84
%
 
                       
Total Investments
                       
  (Cost $788,430,840) – 99.60%
           
967,697,863
     
99.60
%
Other Assets in Excess of Liabilities – 0.40%
           
3,846,692
     
0.40
%
TOTAL NET ASSETS – 100.00%
         
$
971,544,555
     
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 October 31, 2017.

 
 
 
 

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

HENNESSY FUNDS
1-800-966-4354
 

9


Summary of Fair Value Exposure at October 31, 2017
 
The following is a summary of the inputs used to value the Fund’s net assets as of October 31, 2017 (See Note 3 in the accompanying notes to the financial statements):
 
Common Stocks
 
Level 1
   
Level 2
   
Level 3
   
Total
 
Consumer Discretionary
 
$
181,138,737
   
$
   
$
   
$
181,138,737
 
Financials
   
39,597,236
     
     
     
39,597,236
 
Health Care
   
46,923,702
     
     
     
46,923,702
 
Industrials
   
247,868,659
     
     
     
247,868,659
 
Information Technology
   
283,719,884
     
     
     
283,719,884
 
Materials
   
132,132,836
     
     
     
132,132,836
 
Utilities
   
28,107,595
     
     
     
28,107,595
 
Total Common Stocks
 
$
959,488,649
   
$
   
$
   
$
959,488,649
 
Short-Term Investments
                               
Money Market Funds
 
$
8,209,214
   
$
   
$
   
$
8,209,214
 
Total Short-Term Investments
 
$
8,209,214
   
$
   
$
   
$
8,209,214
 
Total Investments
 
$
967,697,863
   
$
   
$
   
$
967,697,863
 
 
Transfers between levels are recognized at the end of the reporting period. During the year ended October 31, 2017, the Fund recognized no transfers between levels.
 


The accompanying notes are an integral part of these financial statements.
 
 
HENNESSYFUNDS.COM
10


SCHEDULE OF INVESTMENTS/STATEMENT OF ASSETS AND LIABILITIES

Financial Statements
 
Statement of Assets and Liabilities as of October 31, 2017
 
ASSETS:
     
Investments in securities, at value (cost $788,430,840)
 
$
967,697,863
 
Cash
   
29
 
Dividends and interest receivable
   
314,685
 
Receivable for fund shares sold
   
5,672,180
 
Prepaid expenses and other assets
   
26,956
 
Total Assets
   
973,711,713
 
         
LIABILITIES:
       
Payable for fund shares redeemed
   
1,046,508
 
Payable to advisor
   
610,720
 
Payable to administrator
   
164,572
 
Payable to auditor
   
21,305
 
Accrued distribution fees
   
56,477
 
Accrued service fees
   
30,029
 
Accrued trustees fees
   
5,571
 
Accrued expenses and other payables
   
231,976
 
Total Liabilities
   
2,167,158
 
NET ASSETS
 
$
971,544,555
 
         
NET ASSETS CONSIST OF:
       
Capital stock
 
$
633,887,455
 
Accumulated net investment loss
   
(1,118,367
)
Accumulated net realized gain on investments
   
159,508,444
 
Unrealized net appreciation on investments
   
179,267,023
 
Total Net Assets
 
$
971,544,555
 
         
NET ASSETS
       
Investor Class:
       
Shares authorized (no par value)
 
Unlimited
 
Net assets applicable to outstanding Investor Class shares
 
$
351,164,062
 
Shares issued and outstanding
   
15,633,332
 
Net asset value, offering price and redemption price per share
 
$
22.46
 
         
Institutional Class:
       
Shares authorized (no par value)
 
Unlimited
 
Net assets applicable to outstanding Institutional Class shares
 
$
620,380,493
 
Shares issued and outstanding
   
26,894,629
 
Net asset value, offering price and redemption price per share
 
$
23.07
 


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

HENNESSY FUNDS
1-800-966-4354
 

11


Financial Statements
 
Statement of Operations for the year ended October 31, 2017
 
INVESTMENT INCOME:
     
Dividend income
 
$
10,738,949
 
Interest income
   
121,493
 
Total investment income
   
10,860,442
 
         
EXPENSES:
       
Investment advisory fees (See Note 5)
   
7,978,811
 
Sub-transfer agent expenses – Investor Class (See Note 5)
   
871,683
 
Sub-transfer agent expenses – Institutional Class (See Note 5)
   
641,222
 
Administration, fund accounting, custody and transfer agent fees (See Note 5)
   
1,030,427
 
Distribution fees – Investor Class (See Note 5)
   
607,703
 
Service fees – Investor Class (See Note 5)
   
405,135
 
Federal and state registration fees
   
87,374
 
Reports to shareholders
   
86,520
 
Interest expense (See Note 7)
   
41,328
 
Compliance expense (See Note 5)
   
28,706
 
Audit fees
   
26,479
 
Trustees’ fees and expenses
   
19,816
 
Legal fees
   
16,562
 
Other expenses
   
76,322
 
Total expenses
   
11,918,088
 
NET INVESTMENT LOSS
 
$
(1,057,646
)
         
REALIZED AND UNREALIZED GAINS (LOSSES):
       
Net realized gain on investments
 
$
245,505,242
 
Net change in unrealized appreciation on investments
   
(15,162,353
)
Net gain on investments
   
230,342,889
 
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS
 
$
229,285,243
 


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

12


STATEMENT OF OPERATIONS/STATEMENTS OF CHANGES IN NET ASSETS

Financial Statements
 
Statements of Changes in Net Assets
 
   
Year Ended
   
Year Ended
 
   
October 31, 2017
   
October 31, 2016
 
OPERATIONS:
           
Net investment loss
 
$
(1,057,646
)
 
$
(1,224,225
)
Net realized gain on investments
   
245,505,242
     
5,942,875
 
Net change in unrealized depreciation on investments
   
(15,162,353
)
   
(104,787,882
)
Net increase (decrease) in net
               
  assets resulting from operations
   
229,285,243
     
(100,069,232
)
                 
DISTRIBUTIONS TO SHAREHOLDERS FROM:
               
Net investment income
               
Investor Class
   
     
(983,702
)
Institutional Class
   
     
(1,004,373
)
Net realized gains
               
Investor Class
   
(3,088,473
)
   
(5,450,291
)
Institutional Class
   
(4,766,317
)
   
(2,201,769
)
Total distributions
   
(7,854,790
)
   
(9,640,135
)
                 
CAPITAL SHARE TRANSACTIONS:
               
Proceeds from shares issued in the Reorganization –
               
  Institutional Class (See Note 10)
   
     
434,529,979
 
Proceeds from shares subscribed – Investor Class
   
37,287,639
     
281,456,239
 
Proceeds from shares subscribed – Institutional Class
   
90,659,855
     
340,887,989
 
Dividends reinvested – Investor Class
   
3,040,512
     
6,357,569
 
Dividends reinvested – Institutional Class
   
4,572,946
     
2,729,983
 
Cost of shares redeemed – Investor Class
   
(257,782,079
)
   
(500,557,212
)
Cost of shares redeemed – Institutional Class
   
(367,781,422
)
   
(287,519,806
)
Net increase (decrease) in net assets derived
               
  from capital share transactions
   
(490,002,549
)
   
277,884,741
 
TOTAL INCREASE (DECREASE) IN NET ASSETS
   
(268,572,096
)
   
168,175,374
 
                 
NET ASSETS:
               
Beginning of year
   
1,240,116,651
     
1,071,941,277
 
End of year
 
$
971,544,555
   
$
1,240,116,651
 
Undistributed net investment loss, end of year
 
$
(1,118,367
)
 
$
(1,670,147
)
                 
CHANGES IN SHARES OUTSTANDING:
               
Shares issued in the Reorganization – Institutional Class
   
     
22,309,002
 
Shares sold – Investor Class
   
1,844,085
     
15,025,505
 
Shares sold – Institutional Class
   
4,348,038
     
17,897,465
 
Shares issued to holders as reinvestment
               
  of dividends – Investor Class
   
149,705
     
332,871
 
Shares issued to holders as reinvestment
               
  of dividends – Institutional Class
   
220,065
     
140,179
 
Shares redeemed – Investor Class
   
(12,769,278
)
   
(27,012,121
)
Shares redeemed – Institutional Class
   
(17,841,055
)
   
(15,071,054
)
Net increase (decrease) in shares outstanding
   
(24,048,440
)
   
13,621,847
 


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

HENNESSY FUNDS
1-800-966-4354
 

13


Financial Statements
 
Financial Highlights
 
For an Investor Class share outstanding throughout each year

 
 
PER SHARE DATA:
Net asset value, beginning of year
 
Income from investment operations:
Net investment income (loss)
Net realized and unrealized gains (losses) on investments
Total from investment operations
 
Less distributions:
Dividends from net investment income
Dividends from net realized gains
Total distributions
Net asset value, end of year
 
TOTAL RETURN

SUPPLEMENTAL DATA AND RATIOS:
Net assets, end of year (millions)
Ratio of expenses to average net assets
Ratio of net investment income (loss) to average net assets
Portfolio turnover rate(1)
















(1)
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


FINANCIAL HIGHLIGHTS — INVESTOR CLASS


 

 
 
Year Ended October 31,
   
2017
   
2016
   
2015
   
2014
   
2013
   
                             
$
18.37
   
$
20.12
   
$
19.00
   
$
17.32
   
$
14.06
   
                                       
                                       
 
(0.15
)
   
(0.07
)
   
0.10
     
(0.05
)
   
0.09
   
 
4.36
     
(1.51
)
   
2.16
     
3.04
     
3.35
   
 
4.21
     
(1.58
)
   
2.26
     
2.99
     
3.44
   
                                       
                                       
 
     
(0.03
)
   
     
(0.05
)
   
(0.18
)
 
 
(0.12
)
   
(0.14
)
   
(1.14
)
   
(1.26
)
   
   
 
(0.12
)
   
(0.17
)
   
(1.14
)
   
(1.31
)
   
(0.18
)
 
$
22.46
   
$
18.37
   
$
20.12
   
$
19.00
   
$
17.32
   
                                       
 
23.02
%
   
(7.89
)%
   
12.35
%
   
18.25
%
   
24.78
%
 
                                       
                                       
$
351.16
   
$
485.15
   
$
765.90
   
$
258.17
   
$
159.45
   
 
1.34
%
   
1.35
%
   
1.17
%
   
1.25
%
   
1.31
%
 
 
(0.33
)%
   
(0.24
)%
   
0.27
%
   
(0.47
)%
   
0.51
%
 
 
106
%
   
108
%
   
5
%
   
132
%
   
212
%
 



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

HENNESSY FUNDS
1-800-966-4354
 

15


Financial Statements
 
Financial Highlights
 
For an Institutional Class share outstanding throughout each year

 
 
PER SHARE DATA:
Net asset value, beginning of year
 
Income from investment operations:
Net investment income (loss)
Net realized and unrealized gains (losses) on investments
Total from investment operations
 
Less distributions:
Dividends from net investment income
Dividends from net realized gains
Total distributions
Net asset value, end of year
TOTAL RETURN

SUPPLEMENTAL DATA AND RATIOS:
Net assets, end of year (millions)
Ratio of expenses to average net assets:
Before reimbursement
After reimbursement
Ratio of net investment income to average net assets:
Before reimbursement
After reimbursement
Portfolio turnover rate(2)











 
(1)
Amount is less than $0.01.
(2)
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


FINANCIAL HIGHLIGHTS — INSTITUTIONAL CLASS


 
 

 
Year Ended October 31,
   
2017
   
2016
   
2015
   
2014
   
2013
   
                             
$
18.80
   
$
20.55
   
$
19.36
   
$
17.62
   
$
14.31
   
                                       
                                       
 
0.02
     
0.00
(1) 
   
(0.03
)
   
(0.08
)
   
0.14
   
 
4.38
     
(1.54
)
   
2.38
     
3.17
     
3.41
   
 
4.40
     
(1.54
)
   
2.35
     
3.09
     
3.55
   
                                       
                                       
 
     
(0.06
)
   
     
(0.09
)
   
(0.24
)
 
 
(0.13
)
   
(0.15
)
   
(1.16
)
   
(1.26
)
   
   
 
(0.13
)
   
(0.21
)
   
(1.16
)
   
(1.35
)
   
(0.24
)
 
$
23.07
   
$
18.80
   
$
20.55
   
$
19.36
   
$
17.62
   
                                       
 
23.47
%
   
(7.53
)%
   
12.62
%
   
18.57
%
   
25.15
%
 
                                       
                                       
$
620.38
   
$
754.97
   
$
306.04
   
$
75.53
   
$
51.19
   
                                       
 
0.97
%
   
0.97
%
   
0.96
%
   
1.07
%
   
1.11
%
 
 
0.97
%
   
0.97
%
   
0.96
%
   
0.98
%
   
0.98
%
 
                                       
 
0.04
%
   
0.07
%
   
0.41
%
   
(0.29
)%
   
0.71
%
 
 
0.04
%
   
0.07
%
   
0.41
%
   
(0.20
)%
   
0.84
%
 
 
106
%
   
108
%
   
5
%
   
132
%
   
212
%
 



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

HENNESSY FUNDS
1-800-966-4354
 

17


Financial Statements
 
Notes to the Financial Statements October 31, 2017
 
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 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.  Each class of shares differs principally in its respective 12b-1 distribution and service, shareholder servicing, and sub-transfer agent expenses.  There are no sales charges.  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 an individual class.
 
As an investment company, the Fund follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (“FASB”) Accounting Standard Codification Topic 946 “Financial Services—Investment Companies.”
 
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 conform to 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 – No provision for federal income taxes or excise taxes has been made because 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/loss and realized gains/losses for federal income tax purposes may differ from those reported in 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.  The Fund recognizes interest and penalties related to income tax benefits, if any, in the Statement of Operations as an income tax expense.  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.  The Fund may utilize equalization accounting for tax purposes and designate earnings and profits, including net realized gains distributed to shareholders on redemption of shares, as part of the dividends paid deduction for income tax purposes.
 
 
Due to inherent differences in the recognition of income, expenses, and realized gains/losses under GAAP and federal income tax regulations, permanent differences between book and tax basis for reporting for fiscal year 2017 have been identified and appropriately reclassified in the Statement of Assets and Liabilities.  The adjustments are as follows:

 
Accumulated
Accumulated
   
 
Net Investment
Net Realized
   
 
          Loss         
Gain on Investments
Capital Stock
 
 
$1,609,426
$(82,843,463)
$81,234,037
 

 
 
HENNESSYFUNDS.COM
18

 
NOTES TO THE FINANCIAL STATEMENTS
 
c).
Accounting for Uncertainty in Income Taxes – The Fund has accounting policies regarding recognition and measurement of tax positions taken or expected to be taken on a tax return.  The tax returns of the Fund for the prior three fiscal years are open for examination.  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.
 
d).
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/losses on investments are allocated to each class of shares based on such class’s net assets.
 
e).
Distributions to Shareholders – Dividends from net investment income for the Fund, if any, are declared and paid annually, usually in December.  Distributions of net realized capital gains, if any, are declared and paid annually, usually in December.
 
f).
Security Transactions – Investment and shareholder transactions are recorded on the trade date.  The Fund determines the realized gain/loss from an investment transaction 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.
 
g).
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.
 
h).
Share Valuation – The net asset value (“NAV”) per share of the Fund is calculated by dividing (i) 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 (ii) 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 NAV per share.
 
3).  SECURITIES VALUATION
 
The Fund follows 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 of changes in valuation techniques and related inputs during the period.  These inputs are summarized in the three broad levels listed below:
 
 
Level 1 –
Unadjusted, quoted prices in active markets for identical instruments that the Fund has the ability to access at the date of measurement.
 
 
Level 2 –
Other significant observable inputs (including, but not limited to, quoted prices in active markets for similar instruments, quoted prices in markets that are not active for identical or similar instruments, and model-derived

 
HENNESSY FUNDS
1-800-966-4354
 
19

 
   
valuations in which all significant inputs and significant value drivers are observable in active markets, such as interest rates, prepayment speeds, credit risk curves, default rates, and similar data).
 
 
Level 3 –
Significant unobservable inputs (including the Fund’s own assumptions about what market participants would use to price the asset or liability based on the best available information) when observable inputs are unavailable.
 
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, exchange-traded funds, closed-end mutual funds, partnerships, rights, and real estate investment trusts, that are traded on a securities exchange for which a last-quoted sales price is readily available will generally 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 generally 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 generally 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.
 
 
Registered Investment Companies – Investments in registered investment companies (e.g., mutual funds) are generally priced at the ending NAV provided by the applicable registered investment company’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 generally 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 observable market data, such as reported sales of similar securities, broker quotes, yields, bids, offers, and reference data.  Certain securities are valued primarily 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 with an original term to maturity of 60 days or less are valued at amortized cost, which approximates fair market value.  If the original term to maturity of a short-term debt investment exceeded 60 days, then the values as of the 61st day prior to maturity are amortized.  Amortized cost is not used if its use would be inappropriate due to credit or other impairments of the issuer, in which case the security’s fair value would be determined, as described below.  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

 
 
HENNESSYFUNDS.COM
20


 
NOTES TO THE FINANCIAL STATEMENTS
 
given consideration in determining a fair value of a security, such as the trading volume of a security and markets, the values of other similar securities, and news events with direct bearing on a security or markets.  Fair value pricing results in an estimated price for a security that reflects the amount the Fund might reasonably expect to receive in a current sale.  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.
 
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 “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 to determine 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 October 31, 2017, are included in the Schedule of Investments.
 
4).  INVESTMENT TRANSACTIONS
 
Purchases and sales of investment securities (excluding government and short-term investments) for the Fund during fiscal year 2017 were $1,122,583,742 and $1,629,990,593, respectively.
 
There were no purchases or sales/maturities of long-term U.S. government securities for the Fund during fiscal year 2017.
 
The Fund is permitted to purchase or sell securities from or to another fund in the Hennessy Funds family of funds (the “Hennessy Funds”) under specified conditions outlined in procedures adopted by the Board.  The procedures have been designed to ensure that any purchase or sale of securities by the Fund from or to another Hennessy Fund complies with Rule 17a-7 of the Investment Company Act of 1940, as amended.  For fiscal year 2017, the Fund did not engage in purchases or sales of securities pursuant to Rule 17a-7 of the Investment Company Act of 1940, as amended.
 
5).  INVESTMENT MANAGEMENT FEE AND OTHER TRANSACTIONS WITH AFFILIATES
 
The Advisor provides the Fund with investment management services under an Investment Advisory Agreement.  The Advisor provides all investment advice, office space, and facilities, as well as 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 an annual rate of 0.74%.  The net investment advisory fees expensed by the Fund during fiscal year 2017 are included in the Statement of Operations.
 
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.  The shareholder service fees expensed by the Fund during fiscal year 2017 are included in the Statement of Operations.
 
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.  Even though the authorized rate is

 
HENNESSY FUNDS
1-800-966-4354
 
21

 
up to 0.25%, the Fund is currently only using up to 0.15% of its average daily net assets attributable to Investor Class shares for such purpose.  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, shareholder account servicing, the printing and mailing of prospectuses to other than current shareholders, the printing and mailing of sales literature, and compensation for sales and marketing activities or to financial institutions and others, such as dealers and distributors.  The distribution fees expensed by the Fund during fiscal year 2017 are included in the Statement of Operations.
 
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.  The sub-transfer agent fees expensed by the Fund during fiscal year 2017 are included in the Statement of Operations.
 
U.S. Bancorp Fund Services, LLC (“USBFS”) provides the Fund with administrative, fund accounting, and transfer agent services and necessary office equipment.  As administrator, USBFS is responsible for activities such as (i) preparing various federal and state regulatory filings, reports, and returns for the Fund, (ii) preparing reports and materials to be supplied to the Board, (iii) monitoring the activities of the Fund’s custodian, transfer agent, and accountants, and (iv) coordinating the preparation and payment of the Fund’s expenses and reviewing the Fund’s expense accruals.  U.S. Bank, N.A., an affiliate of USBFS, serves as the Fund’s custodian.  The servicing agreements between the Trust, USBFS, and U.S. Bank N.A. contain a fee schedule that is inclusive of administrative, fund accounting, custody, and transfer agent fees.  The administrative, fund accounting, custody, and transfer agent fees expensed by the Fund during fiscal year 2017 are included in the Statement of Operations.
 
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.
 
The officers of the Fund are affiliated with the Advisor.  Such officers, with the exception of the Chief Compliance Officer and the Senior Compliance Officer, receive no compensation from the Fund for serving in their respective roles.  The Fund, along with the other Hennessy Funds, makes reimbursement payments, on an equal basis, to the Advisor for a portion of the salary and benefits associated with the office of the Chief Compliance Officer and for all of the salary and benefits associated with the office of the Senior Compliance Officer.  The compliance fees expensed by the Fund during fiscal year 2017 are included in the Statement of Operations.
 
6).  GUARANTEES AND INDEMNIFICATIONS
 
Under the Hennessy Funds’ organizational documents, their officers and trustees are indemnified by the Hennessy Funds against certain liabilities arising out of the performance of their duties to the Hennessy Funds.  Additionally, in the normal course of business, the Hennessy Funds enter into contracts with service providers that contain general indemnification clauses.  The Fund’s maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Fund that have not yet occurred.  Currently, the Fund expects the risk of loss to be remote.
 
 
 
HENNESSYFUNDS.COM
22


 
NOTES TO THE FINANCIAL STATEMENTS
 
7).  LINE OF CREDIT
 
The Fund has an uncommitted line of credit with the other 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 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 and are secured by all of the Fund’s assets (as to its own borrowings only).  During fiscal year 2017, the Fund had an outstanding average daily balance and a weighted average interest rate of $1,137,926 and 3.97%, respectively.  The interest expensed by the Fund during fiscal year 2017 is included in the Statement of Operations.  The maximum amount outstanding for the Fund during the period was $46,091,000.  At October 31, 2017, the Fund did not have any borrowings outstanding under the line of credit.
 
8).  FEDERAL TAX INFORMATION
 
As of October 31, 2017, the components of accumulated earnings (losses) for income tax purposes were as follows:
 
     
Investments
 
 
Cost of investments for tax purposes
 
$
791,238,690
 
 
Gross tax unrealized appreciation
 
$
227,861,188
 
 
Gross tax unrealized depreciation
   
(51,402,015
)
 
Net tax unrealized appreciation
 
$
176,459,173
 
 
Undistributed ordinary income
 
$
 
 
Undistributed long-term capital gains
   
162,316,294
 
 
Total distributable earnings
 
$
162,316,294
 
 
Other accumulated loss
 
$
(1,118,367
)
 
Total accumulated gain
 
$
337,657,100
 
 
The difference between book-basis unrealized appreciation/depreciation (as shown in the Statement of Assets and Liabilities) and tax-basis unrealized appreciation/depreciation (as shown above) is attributable primarily to wash sales.
 
At October 31, 2017, the Fund had no tax basis capital losses to offset future capital gains.
 
At October 31, 2017, the Fund deferred, on a tax basis, a late-year ordinary loss of $1,118,367.  Late-year ordinary losses are net ordinary losses incurred after December 31, 2016, but within the taxable year, that are deemed to arise on the first day of the Fund’s next taxable year.
 
During fiscal years 2017 and 2016, the tax character of distributions paid by the Fund was as follows:
 
     
Year Ended
   
Year Ended
 
     
October 31, 2017
   
October 31, 2016
 
 
Ordinary income(1)
 
$
   
$
8,894,689
 
 
Long-term capital gain
   
7,854,790
     
745,446
 
     
$
7,854,790
   
$
9,640,135
 
 
(1)  Ordinary income includes short-term gain/loss.
 
9).  CHANGE IN AUDITOR DISCLOSURE
 
On September 11, 2017, the Trust, by action of the Audit Committee of the Board and on behalf of the Fund, the Hennessy Cornerstone Growth Fund, the Hennessy Cornerstone Large Growth Fund, the Hennessy Cornerstone Value Fund, the Hennessy Total Return
 

HENNESSY FUNDS
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Fund, the Hennessy Balanced Fund, the Hennessy Japan Fund, and the Hennessy Japan Small Cap Fund (collectively, the “Applicable Funds”), dismissed KPMG LLP (“KPMG”) and engaged Tait, Weller & Baker LLP (“Tait Weller”) to serve as the independent registered public accounting firm to audit the financial statements of all series of the Trust for fiscal year 2017.  Tait Weller previously served as the independent registered public accounting firm for the series of the Trust that are not one of the Applicable Funds.
 
KPMG’s reports on the financial statements for the Applicable Funds for each of fiscal years 2015 and 2016 contained no adverse opinion or disclaimer of opinion, nor were they qualified or modified as to uncertainty, audit scope, or accounting principles.  During fiscal years 2015 and 2016 and the interim period of November 1, 2016, through September 11, 2017 (the “Interim Period”), there were no (i) disagreements with KPMG on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which disagreements, if not resolved to the satisfaction of KPMG, would have caused it to make reference to the subject matter of the disagreements in connection with its reports on the Applicable Funds’ financial statements for such years, nor (ii) “reportable events” of the kind described in Item 304(a)(1)(v) of Regulation S-K under the Securities Exchange Act of 1934, as amended.
 
During fiscal years 2015 and 2016 and the Interim Period, neither the Applicable Funds nor anyone on behalf of the Applicable Funds has consulted Tait Weller on items that concerned (a) the application of accounting principles to a specified transaction, either completed or proposed, or the type of audit opinion that might be rendered on an Applicable Fund’s financial statements, or (b) the subject of a disagreement (as defined in paragraph (a)(1)(iv) of Item 304 of Regulation S-K and related instructions) or reportable events (as described in paragraph (a)(1)(v) of Item 304 of Regulation S-K).  The selection of Tait Weller does not reflect any disagreements or dissatisfaction by the Applicable Funds, the Board, or the Audit Committee with the performance of KPMG.
 
10).  AGREEMENT AND PLAN OF REORGANIZATION – THE WESTPORT FUNDS
 
On September 19, 2016, shareholders of the Westport Fund and the Westport Select Cap Fund approved an Agreement and Plan of Reorganization between the Trust, on behalf of the Fund, and The Westport Funds, a Delaware statutory trust, on behalf of the Westport Fund and the Westport Select Cap Fund.  The Agreement and Plan of Reorganization provided for the transfer of all of the assets of the Westport Fund and the Westport Select Cap Fund to the Fund and the assumption of the liabilities (other than any excluded liabilities) of the Westport Fund and the Westport Select Cap Fund by the Fund.  Each of the Westport Fund, the Westport Select Cap Fund, and the Fund have substantially similar investment objectives.  The following tables illustrate the specifics of the reorganization of the Westport Fund and the Westport Select Cap Fund into the Fund:
 
 
Shares Issued
Westport
Shares Issued
Hennessy
   
 
to Shareholders
Select Cap
to Shareholders
Mid Cap 30
   
Westport Fund
of Westport
Fund
of Westport
Fund
Combined
Tax Status
Net Assets
Fund
Net Assets
Select Cap Fund
Net Assets
Net Assets
of Transfer
$327,593,695(1)
16,818,829
$106,936,284(2)
5,490,173
$944,525,090
$1,379,055,069
Non-taxable
 
(1)
Includes accumulated realized losses and unrealized appreciation in the amounts of $24,482,976 and $179,647,207, respectively.
(2)
Includes accumulated realized losses and unrealized appreciation in the amounts of $49,229,674 and $77,980,073, respectively.

 
 
HENNESSYFUNDS.COM
24


 
NOTES TO THE FINANCIAL STATEMENTS
 
Assuming the reorganization had been completed on November 1, 2015, the beginning of the annual reporting period of the Fund, the pro forma results of operation (unaudited) for the 2016 fiscal year, would have been as follows:
 
 
Net investment loss
 
$
(3,630,389
)
 
Net realized gain on investments
 
$
187,733,108
 
 
Net change in unrealized appreciation on investments
 
$
5,795,235
 
 
Net increase in net assets resulting from operations
 
$
189,897,954
 
 
Because the Fund has been managed as a single integrated portfolio since the reorganization was completed, it is not practicable to separate the amounts of revenue and earnings of the Westport Fund and the Westport Select Cap Fund that have been included in the Fund’s Statement of Operations since September 23, 2016, the date the reorganization was completed.
 
11).  EVENTS SUBSEQUENT TO YEAR END
 
Management has evaluated the Fund’s related events and transactions that occurred subsequent to October 31, 2017, through the date of issuance of the Fund’s financial statements.  Other than as disclosed below, management has determined that there were no subsequent events requiring recognition or disclosure in the financial statements.
 
On December 7, 2017, capital gains were declared and paid to shareholders of record on December 6, 2017, as follows:
 
   
Long-term
 
 
Investor Class
$3.66211
 
 
Institutional Class
$3.77322
 
 
On November 16, 2017, shareholders of the Rainier Mid Cap Equity Fund approved an Agreement and Plan of Reorganization between the Trust, on behalf of the Fund, and Rainier Investment Management Mutual Funds, a Delaware statutory trust, on behalf of the Rainier Mid Cap Equity Fund. The Agreement and Plan of Reorganization provided for the transfer of all of the assets of the Rainier Mid Cap Equity Fund to the Fund and the assumption of the liabilities (other than any excluded liabilities) of the Rainier Mid Cap Equity Fund by the Fund. The Rainier Mid Cap Equity Fund and the Fund have substantially similar investment objectives. The reorganization was effective as of December 1, 2017.
 
On December 26, 2017, shareholders of the Rainier Small/Mid Cap Equity Fund approved an Agreement and Plan of Reorganization between the Trust, on behalf of the Fund, and Rainier Investment Management Mutual Funds, a Delaware statutory trust, on behalf of the Rainier Small/Mid Cap Equity Fund. The Agreement and Plan of Reorganization provided for the transfer of all of the assets of the Rainier Small/Mid Cap Equity Fund to the Fund and the assumption of the liabilities (other than any excluded liabilities) of the Rainier Small/Mid Cap Equity Fund by the Fund. The Rainier Small/Mid Cap Equity Fund and the Fund have substantially similar investment objectives. The reorganization is expected to be effective in January 2018.
 



HENNESSY FUNDS
1-800-966-4354
 
25


Report of Independent Registered Public
Accounting Firm

To the Board of Trustees of Hennessy Funds Trust
and the Shareholders of the Hennessy Cornerstone Mid Cap 30 Fund
Novato, CA
 
We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of the Hennessy Cornerstone Mid Cap 30 Fund (the “Fund”), a series of Hennessy Funds Trust as of October 31, 2017, and the related statement of operations, the statement of changes in net assets, and the financial highlights for the year then ended. The statement of changes in net assets for the year ended October 31, 2016 and the financial highlights for each of the four years in the period ended October 31, 2016 have been audited by other auditors, whose report dated December 22, 2016 expressed unqualified opinions on such financial statements and financial highlights. These financial statements and financial highlights are the responsibility of the Fund’s management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audit.
 
We conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board (United States).  Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement.  The Fund is not required to have, nor were we engaged to perform, an audit of the Fund’s internal control over financial reporting. Our audit included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purposes of expressing an opinion on the effectiveness of the Fund’s internal control over financial reporting. Accordingly, we express no such opinion.  An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements.  Our procedures included confirmation of securities owned as of October 31, 2017, by correspondence with the custodian.  An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation.  We believe that our audit provides a reasonable basis for our opinion.
 
In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of the Hennessy Cornerstone Mid Cap 30 Fund as of October 31, 2017, the results of its operations, the changes in its net assets, and the financial highlights for the year then ended, in conformity with accounting principles generally accepted in the United States of America.
 
TAIT, WELLER & BAKER LLP
 
Philadelphia, Pennsylvania
December 22, 2017
 

 
 
HENNESSYFUNDS.COM
26


REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM/TRUSTEES AND OFFICERS

Trustees and Officers of the Fund (Unaudited)

The business and affairs of the Funds are managed under the direction of the Board of Trustees of the Trust, and the Board of Trustees elects the Officers of the Trust.  Beginning in March 2015, the Board of Trustees has from time to time appointed advisers to the Board of Trustees (“Advisers”), with the intention of having qualified individuals serve in an advisory capacity in order to garner experience in the mutual fund and asset management industry and be considered as potential Trustees in the future.  There are currently three Advisers to the Board of Trustees: Brian Alexander, Doug Franklin, and Claire Knoles.  As Advisers, Mr. Alexander, Mr. Franklin, and Ms. Knoles attend meetings of the Board and act as non-voting participants.  Information pertaining to the Trustees, Advisers, and the Officers of the Trust is set forth below.  The Trustees and Officers serve until their successors are duly elected and qualified or until their earlier death, resignation, or removal.  Each of the Trustees oversees 14 Hennessy Funds.  Unless otherwise indicated, the address of all persons listed below is 7250 Redwood Boulevard, Suite 200, Novato, CA 94945.  The Fund’s Statement of Additional Information includes more information about the persons listed below and is available, without charge, upon request by calling 1-800-966-4354.
 
     
Other
     
Directorships
     
Held Outside
Name, (Year of Birth),
   
of Fund
and Position Held
Start Date
Principal Occupation(s)
Complex During
with the Trust               
of Service
During Past Five Years
Past Five Years(1)
     
Disinterested Trustees and Advisers
   
       
J. Dennis DeSousa
January 1996
Mr. DeSousa is a real estate investor.
None.
(1936)
     
Trustee
     
       
Robert T. Doyle
January 1996
Mr. Doyle has been the Sheriff of
None.
(1947)
 
Marin County, California since 1996.
 
Trustee
     
       
Gerald P. Richardson
May 2004
Mr. Richardson is an independent
None.
(1945)
 
consultant in the securities industry.
 
Trustee
     
       
Brian Alexander
March 2015
Mr. Alexander has been employed
None.
(1981)
 
by Sutter Health Novato Community
 
Adviser to the Board
 
Hospital since 2012, first as an
 
   
Assistant Administrator and then,
 
   
beginning in 2013, as the Chief
 
   
Administrative Officer.  From 2011
 
   
through 2012, Mr. Alexander was
 
   
employed by Sutter Health West Bay
 
   
Region as the Regional Director of
 
   
Strategic Decision Support.
 

 


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Other
     
Directorships
     
Held Outside
Name, (Year of Birth),
   
of Fund
and Position Held
Start Date
Principal Occupation(s)
Complex During
with the Trust               
of Service
During Past Five Years
Past Five Years(1)
       
Doug Franklin
March 2016
Mr. Franklin is a retired insurance
None.
(1964)
 
industry executive.  From 1987
 
Adviser to the Board
 
through 2015, he was employed
 
   
by Allianz-Fireman’s Fund Insurance
 
   
Company in various positions,
 
   
including Chief Actuary and
 
   
Chief Risk Officer.
 
       
Claire Knoles
December 2015
Ms. Knoles is a founder of Kiosk and
None.
(1974)
 
has served as its Chief Operating
 
Adviser to the Board
 
Officer since 2004.  Kiosk is a full
 
   
service marketing agency with
 
   
offices in the San Francisco Bay
 
   
Area, Toronto, and Liverpool, UK.
 
       
Interested Trustee(2)
     
       
Neil J. Hennessy
January 1996 as
Mr. Hennessy has been employed by
Hennessy
(1956)
a Trustee and
Hennessy Advisors, Inc. since 1989
Advisors, Inc.
Trustee, Chairman of
June 2008 as
and currently serves as its President,
 
the Board, Chief
an Officer
Chairman and Chief Executive Officer.
 
Investment Officer,
     
Portfolio Manager,
     
and President
     

 
Name, (Year of Birth),
   
and Position Held
Start Date
Principal Occupation(s)
with the Trust              
of Service
During Past Five Years
     
Officers
   
     
Teresa M. Nilsen
January 1996
Ms. Nilsen has been employed by Hennessy Advisors, Inc.
(1966)
 
since 1989 and currently serves as its Executive Vice President,
Executive Vice President
 
Chief Operations Officer, Chief Financial Officer, and Secretary.
and Treasurer
   
     
Daniel B. Steadman
March 2000
Mr. Steadman has been employed by Hennessy Advisors, Inc.
(1956)
 
since 2000 and currently serves as its Executive Vice President
Executive Vice President
 
and Chief Compliance Officer.
and Secretary
   
     
Brian Carlson
December 2013
Mr. Carlson has been employed by Hennessy Advisors, Inc.
(1972)
 
since December 2013.  Mr. Carlson was previously a co-founder
Senior Vice President and
 
and principal of Trivium Consultants, LLC from February 2011
Head of Distribution
 
through November 2013.
     
Jennifer Cheskiewicz
June 2013
Ms. Cheskiewicz has been employed by Hennessy Advisors, Inc.
(1977)
 
as its General Counsel since June 2013.  She previously served
Senior Vice President and
 
as in-house counsel to Carlson Capital, L.P., an SEC-registered
Chief Compliance Officer
 
investment advisor to several private funds, from
   
February 2010 to May 2013.

 
 
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28

 
TRUSTEES AND OFFICERS OF THE FUND
 
Name, (Year of Birth),
   
and Position Held
Start Date
Principal Occupation(s)
with the Trust               
of Service
During Past Five Years
     
David Ellison
October 2012
Mr. Ellison has been employed by Hennessy Advisors, Inc. since
(1958)(3)
 
October 2012.  He has served as a Portfolio Manager of the
Senior Vice President
 
Hennessy Small Cap Financial Fund and the Hennessy Large
and Portfolio Manager
 
Cap Financial Fund since inception. Mr. Ellison also served as a
   
Portfolio Manager of the Hennessy Technology Fund from its
   
inception until February 2017. Mr. Ellison served as Director,
   
CIO and President of FBR Fund Advisers, Inc. from
   
December 1999 to October 2012.
     
Ryan Kelley
March 2013
Mr. Kelley has been employed by Hennessy Advisors, Inc. since
(1972)(4)
 
October 2012.  He has served as a Portfolio Manager of the
Vice President and
 
Hennessy Gas Utility Fund, the Hennessy Small Cap Financial
Portfolio Manager
 
Fund, and the Hennessy Large Cap Financial Fund since
   
October 2014.  He served as Co-Portfolio Manager of the same
   
funds from March 2013 through September 2014, and as a
   
Portfolio Analyst for the Hennessy Funds from October 2012
   
through October 2014.  Mr. Kelley has also served as a Portfolio
   
Manager of the Hennessy Cornerstone Growth Fund, the
   
Hennessy Cornerstone Mid Cap 30 Fund, the Hennessy
   
Cornerstone Large Growth Fund, and the Hennessy
   
Cornerstone Value Fund and as a Co-Portfolio Manager of the
   
Hennessy Technology Fund since February 2017. Mr. Kelley
   
served as Portfolio Manager of FBR Fund Advisers, Inc. from
   
January 2008 to October 2012.
     
Brian Peery
March 2003 as
Mr. Peery has been employed by Hennessy Advisors, Inc. since
(1969)
an Officer and
2002.  He has served as a Portfolio Manager of the Hennessy
Senior Vice President
February 2011
Cornerstone Growth Fund, the Hennessy Cornerstone Mid Cap
and Portfolio Manager
as a Co-Portfolio
30 Fund, the Hennessy Cornerstone Large Growth Fund, the
 
Manager or
Hennessy Cornerstone Value Fund, the Hennessy Total Return
 
Portfolio Manager
Fund, and the Hennessy Balanced Fund since October 2014. 
   
He served as Co-Portfolio Manager of the same funds from
   
February 2011 through September 2014.  Mr. Peery has also
   
served as a Portfolio Manager of the Hennessy Gas Utility Fund
   
since February 2015 and as Lead Portfolio Manager of the
   
Hennessy Technology Fund since February 2017.
     
Daniel P. Hennessy
December 2016
Mr. Daniel Hennessy has been employed by Hennessy Advisors,
(1990)
 
Inc. since 2015. He has served as an Associate Analyst of the
Assistant Vice President
 
Hennessy Technology Fund since February 2017. He previously
and Associate Analyst
 
served as a Mutual Fund Specialist at U.S. Bancorp Fund
   
Services, LLC from November 2014 to July 2015.  Prior to that,
   
he attended the University of San Diego, where he earned a
   
degree in Political Science.
_____________
 
(1)
Messrs. DeSousa, Doyle, Hennessy, and Richardson previously served on the Board of Directors of Hennessy Mutual Funds, Inc. (“HMFI”), The Hennessy Funds, Inc. (“HFI”), and Hennessy SPARX Funds Trust (“HSFT”).  Pursuant to an internal reorganization effective as of February 28, 2014, the series of HFMI, HFI, and HSFT were reorganized into corresponding series of Hennessy Funds Trust that mirrored them.  Subsequent to the reorganization, HFMI, HFI, and HSFT were dissolved.
(2)
Mr. Hennessy is considered an “interested person,” as defined in the Investment Company Act of 1940, as amended, because he is an officer of the Hennessy Funds.
(3)
The address of this officer is 101 Federal Street, Suite 1900, Boston, MA 02110.
(4)
The address of this officer is 1340 Environ Way, Chapel Hill, NC 27517.


HENNESSY FUNDS
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Expense Example (Unaudited)
October 31, 2017

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 May 1, 2017, through October 31, 2017.
 
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 fee is charged by the Fund’s transfer agent.  IRA accounts will be charged a $15 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” or “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
30

 
EXPENSE EXAMPLE

 
               
Expenses Paid
 
   
Beginning
   
Ending
   
During Period(1)
 
   
Account Value
   
Account Value
   
May 1, 2017 –
 
   
May 1, 2017
   
October 31, 2017
   
October 31, 2017
 
Investor Class
                 
Actual
 
$
1,000.00
   
$
1,096.70
   
$
7.03
 
Hypothetical (5% return before expenses)
 
$
1,000.00
   
$
1,018.50
   
$
6.77
 
                         
Institutional Class
                       
Actual
 
$
1,000.00
   
$
1,099.10
   
$
5.08
 
Hypothetical (5% return before expenses)
 
$
1,000.00
   
$
1,020.37
   
$
4.89
 
 
(1)
Expenses are equal to the Fund’s annualized expense ratio of 1.33% for Investor Class shares or 0.96% for Institutional Class shares, as applicable, multiplied by the average account value over the period, multiplied by 184/365 days (to reflect one-half year period).
 
 
 
 
 

 

HENNESSY FUNDS
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How to Obtain a Copy of the Fund’s
Proxy Voting Policy and Proxy Voting Records
 
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/proxy-voting/policy.fs; 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 without charge on both the Hennessy Funds’ website at hennessyfunds.com/proxy-voting/vote.fs 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 a 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 made 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 fiscal year 2017, certain dividends paid by the Fund may be subject to a maximum tax rate of 23.8%, 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 0.00%.
 
For corporate shareholders, the percent of ordinary income distributions that qualified for the corporate dividends received deduction for fiscal year 2017 was 0.00%.
 
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 request an individual copy of a prospectus or financial report at any time.  If you would like to receive separate mailings, please call U.S. Bancorp Fund Services, LLC 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

32


PROXY VOTING — PRIVACY POLICY

 
Privacy Policy
 
We collect the following non-public personal information about you:
 
 
information we receive from you on or in applications or other forms, correspondence, or conversations, including, but not limited to, your name, address, phone number, social security number, assets, income, and date of birth; and
 
 
information about your transactions with us, our affiliates, or others, including, but not limited to, your account number and balance, payment history, parties to transactions, cost basis information, and other financial information.
 
We do not disclose any non-public personal information about our current or former shareholders to non-affiliated third parties, except as permitted by law.  For example, we are permitted by law to disclose all of the information we collect, as described above, to our Transfer Agent to process your transactions.  Furthermore, we restrict access to your non-public personal information to those persons who require such information to provide products or services to you.  We maintain physical, electronic, and procedural safeguards that comply with federal standards to guard your non-public personal information.
 
In the event that you hold shares of the Fund through a financial intermediary, including, but not limited to, a broker-dealer, bank, or trust company, the privacy policy of your financial intermediary would govern how your non-public personal information will be shared with non-affiliated third parties.
 








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 Boulevard, 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 Drive, 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
777 East Wisconsin Avenue
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.





 
ANNUAL REPORT

OCTOBER 31, 2017

 

 

HENNESSY CORNERSTONE
LARGE GROWTH FUND
 
Investor Class  HFLGX
Institutional Class  HILGX


 
 
 
 
 

hennessyfunds.com  |  1-800-966-4354






 

 



(This Page Intentionally Left Blank.)
 












CONTENTS

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
Report of Independent Registered Public Accounting Firm
   
26
Trustees and Officers of the Fund
   
27
Expense Example
   
30
Proxy Voting Policy and Proxy Voting Records
   
32
Quarterly Schedule of Investments
   
32
Federal Tax Distribution Information
   
32
Householding
   
32
Privacy Policy
   
33



HENNESSY FUNDS
1-800-966-4354
 
 

December 2017
 
Dear Hennessy Funds Shareholder:

Over the past year, global equity markets have made strong advances, fueled by continued, broad-based economic growth in most countries and regions, and in spite of a somewhat unsettling geopolitical backdrop.
 
U.S. stocks performed well in the first year of the new administration in Washington, and, ignoring the debate and the bluster, investors have continued to focus on what concerns them the most – tax reform, deregulation, and the hope of an increase in infrastructure spending. As we move into the final weeks of the calendar year, with the major indices reaching new highs, I find myself envisioning the Dow Jones Industrial Average building momentum toward 30,000.
 
Over the past 12 months, the U.S. economy has continued to grow at a steady rate of almost 2.5% on an annualized basis, as measured by GDP. Companies have added over 170,000 jobs per month on average over the past year, and the current unemployment rate of 4.1% is the lowest in 17 years. Consumer confidence is high and still rising, and corporate profits are at all-time highs. The Federal Reserve has been increasing interest rates, but at a gradual pace. The bond market has also continued to support the equity market and equity market valuations. Since December of last year, long bond yields have stayed within a narrow band, with the 10-year U.S. Treasury yield hovering in the 2.0% to 2.5% range, and remain low compared to historical averages. In my opinion, long bond yields have stayed low despite three increases in the Federal Funds rate over the last 12 months in part due to persistent low inflation.
 
Meanwhile, the prospective price-to-earnings multiples for the Dow Jones Industrial Average and S&P 500 Index are just above long-term averages at 19.5x and 19.9x, respectively. I believe these levels of stock valuation, while higher than a year ago, are still very reasonable. At the peak of the technology/dot-com bubble, U.S. equities sold at much higher multiples across the board than they do today, and bond yields were also much higher. In June of 1999, the Dow Jones Industrial Average sold at 28x earnings and the 10-year bond yield was close to 6%. Today, the Dow is selling at under 20x earnings and is offering a 2.2% dividend yield, on par with the yield of the 10-year government bond at 2.4%.
 
Equity markets in the U.S. have been rising for almost nine years, and financial media reports have speculated that this bull run will come to end, but why? I see no substantial reasons or indicators that a major correction is on the horizon. I remain confident that this bull market has room to run. Overall, investment fundamentals are strong. Corporate earnings are growing at a healthy rate, and companies are generating excess cash flow. Cash continues to build on corporate balance sheets, with $5.2 trillion in cash and short term investments among the S&P 500 Index companies as of October 31, 2017. If our government leaders can pass a meaningful tax reform bill and continue efforts toward regulatory relief, it could be icing on the cake for equities.
 
There have been, and will likely continue to be, downturns throughout this extended bull market. Since 2010, there have been 18 downturns in the market, 14 of which were between 5% and 10% and four of which were corrections of between 10% and 20%. Yet the market has bounced back following each pullback and then has moved higher. A correction is not the end of the bull market. What might signal that we are at the end of this bull market? Euphoria. And I still see no signs of euphoria in this market. In the past,
 
 
 
HENNESSYFUNDS.COM
 
2

LETTER TO SHAREHOLDERS
 
I have likened the current bull market to that of 1982-2000, and I am confident in the strength of the market today and believe the economy will continue its slow, but steady, growth into the coming year.
 
Thank you for your continued confidence and investment in our funds. If you have any questions or would like 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 Index are unmanaged indices commonly used to measure the performance of U.S. stocks. One cannot invest directly in an index.
 
Price to earnings is calculated by dividing a company’s market price per share by its earnings per share.  Dividend yield is calculated as the annual dividends paid by a company divided by the price of a share of its stock. Cash flow provides 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)
 
CHANGE IN VALUE OF $10,000 INVESTMENT
 

 
This graph illustrates the performance of an initial investment of $10,000 made in the Fund on its inception date and assumes the reinvestment of dividends.
 
AVERAGE ANNUAL TOTAL RETURN FOR PERIODS ENDED OCTOBER 31, 2017
 
     
Since
 
One
Five
Inception
 
Year
Years
(3/20/09)
Hennessy Cornerstone Large Growth Fund –
     
  Investor Class (HFLGX)
15.70%
12.66%
16.37%
Hennessy Cornerstone Large Growth Fund –
     
  Institutional Class (HILGX)
16.00%
12.90%
16.66%
Russell 1000® Index
23.67%
15.18%
17.69%
S&P 500 Index
23.63%
15.18%
17.52%
 
Expense ratios:  1.26% (Investor Class); 1.02% (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.  The performance table does not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares.  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 Russell 1000® Index is commonly used to measure the performance of large capitalization U.S. stocks.  The S&P 500 Index is an unmanaged index commonly used to measure the performance of U.S. stocks.  One cannot invest directly in an index.
 
Frank Russell Company (“Russell”) is the source and owner of the trademarks, service marks, and copyrights related to the Russell Indexes.  Russell® is a trademark of Frank Russell Company.  Neither Russell nor its licensors accept any liability for any errors or omissions in the Russell Indexes or Russell ratings or underlying data and no party may rely on any Russell Indexes or Russell ratings or underlying data contained in this communication.  No further distribution of Russell data is permitted without Russell’s express written consent.  Russell does not promote, sponsor, or endorse the content of this communication.
 
 
 
HENNESSYFUNDS.COM
4

PERFORMANCE OVERVIEW
 
The expense ratios presented are from the most recent prospectus.  The expense ratios for the current reporting period are available in the Financial Highlights section of this report.
 
PERFORMANCE NARRATIVE
 
Portfolio Managers Neil J. Hennessy, Brian E. Peery, and Ryan C. Kelley
 
Performance:
 
For the 12-month period ended October 31, 2017, the Investor Class of the Hennessy Cornerstone Large Growth Fund returned 15.70%, underperforming both the Russell 1000® Index and the S&P 500 Index, which returned 23.67% and 23.63% for the same period, respectively.
 
On a sector basis, the Fund’s overweight position in the Industrials sector aided overall performance, as did its underweight positions in the Energy and Consumer Staples sectors. However, these positive contributions were offset by the Fund’s overweight position in the Retailing industry group, including Foot Locker, Inc. and Nordstrom, Inc., which hurt the Fund’s relative performance. Many retailers are struggling with slow growth in demand and increased competition from internet shopping. Industrial stocks in the portfolio, which include Rockwell Collins, Inc., Cummins, Inc., and Deere & Company, aided the portfolio’s overall performance. The Fund continues to hold the stocks mentioned with the exception of Rockwell Collins, Inc.
 
Portfolio Strategy:
 
The Fund’s investment strategy is based on identifying large and well-established companies that trade at below-average price-to-cash flow ratios. The Fund also seeks to invest only in what it deems to be higher-quality businesses, and thus, focuses on companies with high returns on total capital.
 
Investment Commentary:
 
We continue to believe that there are good investment opportunities among large-cap stocks. While we believe higher interest rates may lead to an even stronger U.S. Dollar and difficulties for exporters, large-cap companies with more domestically focused businesses are benefiting from steady economic growth at home, low inflation, and low energy prices. Consumer debt levels are reasonable, wage growth is finally starting to accelerate, and revenue growth for larger companies has resumed. Overall, we believe current economic conditions provide a good environment for large-cap, growth-orientated stocks. We remain pleased with the positioning of the portfolio. Relative to the Fund’s benchmarks, the portfolio remains overweight in both the Consumer Discretionary and Industrial sectors, and we think that these areas of the market offer great potential over the next 12 months.
 

Opinions expressed are those of the Portfolio Managers as of the date written and are subject to change, are not guaranteed, and should not be considered investment advice or an indication of trading intent.
 
The Russell 1000® Index is commonly used to measure the performance of large-capitalization U.S. stocks. The S&P 500 Index is an unmanaged index commonly used to measure the performance of U.S. stocks. One cannot invest directly in an index.
 
The Fund may invest in medium-capitalization companies, which may have more limited liquidity and greater price volatility than large-capitalization companies. The Fund’s formula-based strategy may cause the Fund to buy or sell securities at times when it may not be advantageous. Please see the Fund’s prospectus for a more complete discussion of these and other risks.
 

HENNESSY FUNDS
1-800-966-4354
 
 
5

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.
 
Price-to-cash flow ratio is a stock valuation measure calculated by dividing a company’s cash flow per share into its current stock price. Return on capital is a ratio measuring the profitability of a firm expressed as a percentage of funds acquired from investors and lenders.
 
 
 
 
 
 
 
 
HENNESSYFUNDS.COM

6

PERFORMANCE OVERVIEW/SCHEDULE OF INVESTMENTS

Financial Statements
 
Schedule of Investments as of October 31, 2017

 
HENNESSY CORNERSTONE LARGE GROWTH FUND
(% of Net Assets)
 
 
 
TOP TEN HOLDINGS (EXCLUDING CASH/CASH EQUIVALENTS)
 
% NET ASSETS 
AbbVie, Inc.
   
2.90
%
VF Corp.
   
2.76
%
HP, Inc.
   
2.70
%
T. Rowe Price Group, Inc.
   
2.67
%
Varian Medical Systems, Inc.
   
2.56
%
Ameriprise Financial, Inc.
   
2.50
%
Apple, Inc.
   
2.50
%
Best Buy Co., Inc.
   
2.48
%
Lear Corp.
   
2.45
%
KLA-Tencor Corp.
   
2.44
%
 
 
 
 
 
 

 
 
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, as amended, the Fund uses more specific industry classifications.
 

HENNESSY FUNDS
1-800-966-4354
 
 

7

COMMON STOCKS – 97.41%
 
Number
         
% of
 
 
 
of Shares
   
Value
   
Net Assets
 
Consumer Discretionary – 33.99%
                 
AutoZone, Inc. (a)
   
2,700
   
$
1,591,650
     
1.53
%
Best Buy Co., Inc.
   
46,100
     
2,580,678
     
2.48
%
CBS Corp., Class B
   
31,800
     
1,784,616
     
1.72
%
Darden Restaurants, Inc.
   
27,500
     
2,262,425
     
2.18
%
Dollar General Corp.
   
26,900
     
2,174,596
     
2.09
%
Foot Locker, Inc.
   
29,000
     
872,320
     
0.84
%
Harley-Davidson, Inc.
   
35,600
     
1,685,304
     
1.62
%
L Brands, Inc.
   
34,500
     
1,484,880
     
1.43
%
Lear Corp.
   
14,500
     
2,546,055
     
2.45
%
Nordstrom, Inc.
   
45,400
     
1,800,110
     
1.73
%
Omnicom Group, Inc.
   
23,800
     
1,599,122
     
1.54
%
Tapestry, Inc.
   
54,000
     
2,211,300
     
2.13
%
Target Corp.
   
31,200
     
1,842,048
     
1.77
%
The Gap, Inc.
   
86,700
     
2,253,333
     
2.17
%
The Interpublic Group of Companies, Inc.
   
87,700
     
1,688,225
     
1.63
%
The Walt Disney Co.
   
18,500
     
1,809,485
     
1.74
%
VF Corp.
   
41,200
     
2,869,580
     
2.76
%
Yum! Brands, Inc.
   
30,400
     
2,263,280
     
2.18
%
 
           
35,319,007
     
33.99
%
 
                       
Consumer Staples – 1.23%
                       
The Kroger Co.
   
61,600
     
1,275,120
     
1.23
%
 
                       
Financials – 5.17%
                       
Ameriprise Financial, Inc.
   
16,600
     
2,598,564
     
2.50
%
T. Rowe Price Group, Inc.
   
29,900
     
2,777,710
     
2.67
%
 
           
5,376,274
     
5.17
%
 
                       
Health Care – 16.76%
                       
AbbVie, Inc.
   
33,400
     
3,014,350
     
2.90
%
AmerisourceBergen Corp.
   
22,200
     
1,708,290
     
1.64
%
Biogen, Inc. (a)
   
7,500
     
2,337,450
     
2.25
%
Cardinal Health, Inc.
   
26,000
     
1,609,400
     
1.55
%
Gilead Sciences, Inc.
   
30,300
     
2,271,288
     
2.18
%
HCA Holdings, Inc. (a)
   
24,400
     
1,845,860
     
1.78
%
McKesson Corp.
   
14,300
     
1,971,684
     
1.90
%
Varian Medical Systems, Inc. (a)
   
25,500
     
2,656,845
     
2.56
%
 
           
17,415,167
     
16.76
%
 
 
The accompanying notes are an integral part of these financial statements.
 
 
HENNESSYFUNDS.COM

8

SCHEDULE OF INVESTMENTS
 
COMMON STOCKS
 
Number
         
% of
 
 
 
of Shares
   
Value
   
Net Assets
 
Industrials – 22.39%
                 
Alaska Air Group, Inc.
   
20,800
   
$
1,373,424
     
1.32
%
American Airlines Group, Inc.
   
44,900
     
2,102,218
     
2.02
%
Cummins, Inc.
   
13,900
     
2,458,632
     
2.37
%
Deere & Co.
   
18,700
     
2,484,856
     
2.39
%
Delta Air Lines, Inc.
   
42,000
     
2,101,260
     
2.02
%
J.B. Hunt Transport Services, Inc.
   
20,600
     
2,191,634
     
2.11
%
Lockheed Martin Corp.
   
7,900
     
2,434,464
     
2.34
%
Southwest Airlines Co.
   
38,200
     
2,057,452
     
1.98
%
Union Pacific Corp.
   
18,800
     
2,176,852
     
2.10
%
United Continental Holdings, Inc. (a)
   
28,200
     
1,649,136
     
1.59
%
United Parcel Service, Inc., Class B
   
19,000
     
2,233,070
     
2.15
%
 
           
23,262,998
     
22.39
%
                         
Information Technology – 13.71%
                       
Apple, Inc.
   
15,350
     
2,594,764
     
2.50
%
HP, Inc.
   
130,400
     
2,810,120
     
2.70
%
International Business Machines Corp.
   
11,500
     
1,771,690
     
1.71
%
KLA-Tencor Corp.
   
23,300
     
2,537,137
     
2.44
%
Skyworks Solutions, Inc.
   
22,100
     
2,516,306
     
2.42
%
The Western Union Co.
   
101,500
     
2,015,790
     
1.94
%
 
           
14,245,807
     
13.71
%
                         
Materials – 2.24%
                       
Air Products and Chemicals, Inc.
   
14,600
     
2,327,678
     
2.24
%
                         
Telecommunication Services – 1.92%
                       
Verizon Communications, Inc.
   
41,800
     
2,000,966
     
1.92
%
 
                       
Total Common Stocks
                       
  (Cost $90,475,967)
           
101,223,017
     
97.41
%
 
 
 
The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS
1-800-966-4354
 
 
9

SHORT-TERM INVESTMENTS – 2.97%
 
Number
         
% of
 
 
 
of Shares
   
Value
   
Net Assets
 
Money Market Funds – 2.97%
                 
Fidelity Government Portfolio, Institutional Class, 0.92% (b)
   
3,085,041
   
$
3,085,041
     
2.97
%
 
                       
Total Short-Term Investments
                       
  (Cost $3,085,041)
           
3,085,041
     
2.97
%
 
                       
Total Investments
                       
  (Cost $93,561,008) – 100.38%
           
104,308,058
     
100.38
%
Liabilities in Excess of Other Assets – (0.38)%
           
(393,640
)
   
(0.38
)%
TOTAL NET ASSETS – 100.00%
         
$
103,914,418
     
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 October 31, 2017.

Summary of Fair Value Exposure at October 31, 2017
 
The following is a summary of the inputs used to value the Fund’s net assets as of October 31, 2017 (See Note 3 in the accompanying notes to the financial statements):
 
Common Stocks
 
Level 1
   
Level 2
   
Level 3
   
Total
 
Consumer Discretionary
 
$
35,319,007
   
$
   
$
   
$
35,319,007
 
Consumer Staples
   
1,275,120
     
     
     
1,275,120
 
Financials
   
5,376,274
     
     
     
5,376,274
 
Health Care
   
17,415,167
     
     
     
17,415,167
 
Industrials
   
23,262,998
     
     
     
23,262,998
 
Information Technology
   
14,245,807
     
     
     
14,245,807
 
Materials
   
2,327,678
     
     
     
2,327,678
 
Telecommunication Services
   
2,000,966
     
     
     
2,000,966
 
Total Common Stocks
 
$
101,223,017
   
$
   
$
   
$
101,223,017
 
Short-Term Investments
                               
Money Market Funds
 
$
3,085,041
   
$
   
$
   
$
3,085,041
 
Total Short-Term Investments
 
$
3,085,041
   
$
   
$
   
$
3,085,041
 
Total Investments
 
$
104,308,058
   
$
   
$
   
$
104,308,058
 
 
Transfers between levels are recognized at the end of the reporting period. During the year ended October 31, 2017, the Fund recognized no transfers between levels.
 
 
 
The accompanying notes are an integral part of these financial statements.
 
 
HENNESSYFUNDS.COM

10

SCHEDULE OF INVESTMENTS/STATEMENT OF ASSETS AND LIABILITIES

Financial Statements
 
Statement of Assets and Liabilities as of October 31, 2017
 
ASSETS:
     
Investments in securities, at value (cost $93,561,008)
 
$
104,308,058
 
Dividends and interest receivable
   
91,286
 
Receivable for fund shares sold
   
21,060
 
Prepaid expenses and other assets
   
15,069
 
Total Assets
   
104,435,473
 
 
       
LIABILITIES:
       
Payable for fund shares redeemed
   
225,007
 
Payable to advisor
   
66,719
 
Payable to administrator
   
17,014
 
Payable to auditor
   
21,316
 
Accrued distribution fees
   
159,056
 
Accrued service fees
   
7,940
 
Accrued trustees fees
   
5,578
 
Accrued expenses and other payables
   
18,425
 
Total Liabilities
   
521,055
 
NET ASSETS
 
$
103,914,418
 
 
       
NET ASSETS CONSIST OF:
       
Capital stock
 
$
86,592,347
 
Accumulated net investment income
   
1,052,238
 
Accumulated net realized gain on investments
   
5,522,783
 
Unrealized net appreciation on investments
   
10,747,050
 
Total Net Assets
 
$
103,914,418
 
 
       
NET ASSETS
       
Investor Class:
       
Shares authorized (no par value)
 
Unlimited
 
Net assets applicable to outstanding Investor Class shares
 
$
91,740,027
 
Shares issued and outstanding
   
7,805,612
 
Net asset value, offering price and redemption price per share
 
$
11.75
 
 
       
Institutional Class:
       
Shares authorized (no par value)
 
Unlimited
 
Net assets applicable to outstanding Institutional Class shares
 
$
12,174,391
 
Shares issued and outstanding
   
1,025,714
 
Net asset value, offering price and redemption price per share
 
$
11.87
 
 
 
 
The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS
1-800-966-4354
 
 

11

Financial Statements
 
Statement of Operations for the year ended October 31, 2017
 
INVESTMENT INCOME:
     
Dividend income
 
$
2,329,687
 
Interest income
   
26,691
 
Total investment income
   
2,356,378
 
         
EXPENSES:
       
Investment advisory fees (See Note 5)
   
793,062
 
Distribution fees – Investor Class (See Note 5)
   
141,583
 
Administration, fund accounting, custody and transfer agent fees (See Note 5)
   
102,360
 
Service fees – Investor Class (See Note 5)
   
94,389
 
Sub-transfer agent expenses – Investor Class (See Note 5)
   
43,629
 
Sub-transfer agent expenses – Institutional Class (See Note 5)
   
5,915
 
Federal and state registration fees
   
33,949
 
Compliance expense (See Note 5)
   
28,705
 
Audit fees
   
21,276
 
Trustees’ fees and expenses
   
16,402
 
Reports to shareholders
   
12,433
 
Legal fees
   
616
 
Interest expense (See Note 7)
   
287
 
Other expenses
   
9,534
 
Total expenses
   
1,304,140
 
NET INVESTMENT INCOME
 
$
1,052,238
 
         
REALIZED AND UNREALIZED GAINS:
       
Net realized gain on investments
 
$
10,781,271
 
Net change in unrealized appreciation on investments
   
3,606,256
 
Net gain on investments
   
14,387,527
 
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS
 
$
15,439,765
 
 
 
 
The accompanying notes are an integral part of these financial statements.
 
 
HENNESSYFUNDS.COM

12


STATEMENT OF OPERATIONS/STATEMENTS OF CHANGES IN NET ASSETS

Financial Statements
 
Statements of Changes in Net Assets
 
 
 
Year Ended
   
Year Ended
 
 
 
October 31, 2017
   
October 31, 2016
 
OPERATIONS:
           
Net investment income
 
$
1,052,238
   
$
1,258,574
 
Net realized gain (loss) on investments
   
10,781,271
     
(4,660,170
)
Net change in unrealized appreciation on investments
   
3,606,256
     
5,641,171
 
Net increase in net assets resulting from operations
   
15,439,765
     
2,239,575
 
                 
DISTRIBUTIONS TO SHAREHOLDERS FROM:
               
Net investment income
               
Investor Class
   
(1,086,070
)
   
(1,432,337
)
Institutional Class
   
(172,457
)
   
(220,462
)
Net realized gains
               
Investor Class
   
     
(19,800,250
)
Institutional Class
   
     
(2,853,456
)
Total distributions
   
(1,258,527
)
   
(24,306,505
)
                 
CAPITAL SHARE TRANSACTIONS:
               
Proceeds from shares subscribed – Investor Class
   
6,295,964
     
3,720,536
 
Proceeds from shares subscribed – Institutional Class
   
772,639
     
414,799
 
Dividends reinvested – Investor Class
   
1,010,431
     
20,149,648
 
Dividends reinvested – Institutional Class
   
169,405
     
2,974,276
 
Cost of shares redeemed – Investor Class
   
(15,757,878
)
   
(15,493,334
)
Cost of shares redeemed – Institutional Class
   
(2,723,788
)
   
(2,192,433
)
Net increase (decrease) in net assets derived
               
  from capital share transactions
   
(10,233,227
)
   
9,573,492
 
TOTAL INCREASE (DECREASE) IN NET ASSETS
   
3,948,011
     
(12,493,438
)
                 
NET ASSETS:
               
Beginning of year
   
99,966,407
     
112,459,845
 
End of year
 
$
103,914,418
   
$
99,966,407
 
Undistributed net investment income, end of year
 
$
1,052,238
   
$
1,258,527
 
                 
CHANGES IN SHARES OUTSTANDING:
               
Shares sold – Investor Class
   
565,507
     
366,149
 
Shares sold – Institutional Class
   
68,027
     
40,906
 
Shares issued to holders as reinvestment
               
  of dividends – Investor Class
   
92,025
     
2,044,705
 
Shares issued to holders as reinvestment
               
  of dividends – Institutional Class
   
15,303
     
299,398
 
Shares redeemed – Investor Class
   
(1,394,127
)
   
(1,461,302
)
Shares redeemed – Institutional Class
   
(238,017
)
   
(214,449
)
Net increase (decrease) in shares outstanding
   
(891,282
)
   
1,075,407
 
 
 
The accompanying notes are an integral part of these financial statements.

HENNESSY FUNDS
1-800-966-4354
 
 

13


Financial Statements
 
Financial Highlights
 
For an Investor Class share outstanding throughout each year

 
 
PER SHARE DATA:
Net asset value, beginning of year
 
Income from investment operations:
Net investment income
Net realized and unrealized gains on investments
Total from investment operations
 
Less distributions:
Dividends from net investment income
Dividends from net realized gains
Total distributions
Net asset value, end of year

TOTAL RETURN

SUPPLEMENTAL DATA AND RATIOS:
Net assets, end of year (millions)
Ratio of expenses to average net assets
Ratio of net investment income to average net assets
Portfolio turnover rate(1)
 
 
 
 
 
(1)
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


FINANCIAL HIGHLIGHTS — INVESTOR CLASS
 
 
 

 
Year Ended October 31,
 
2017
   
2016
   
2015
   
2014
   
2013
 
                           
$
10.27
   
$
12.99
   
$
15.16
   
$
13.56
   
$
10.77
 
                                     
                                     
 
0.11
     
0.09
     
0.17
     
0.15
     
0.14
 
 
1.49
     
0.08
     
0.04
     
2.28
     
2.77
 
 
1.60
     
0.17
     
0.21
     
2.43
     
2.91
 
                                     
                                     
 
(0.12
)
   
(0.16
)
   
(0.14
)
   
(0.15
)
   
(0.10
)
 
     
(2.73
)
   
(2.24
)
   
(0.68
)
   
(0.02
)
 
(0.12
)
   
(2.89
)
   
(2.38
)
   
(0.83
)
   
(0.12
)
$
11.75
   
$
10.27
   
$
12.99
   
$
15.16
   
$
13.56
 
                                     
 
15.70
%
   
2.63
%
   
1.11
%
   
18.73
%
   
27.32
%
                                     
                                     
$
91.74
   
$
87.73
   
$
98.64
   
$
105.51
   
$
88.77
 
 
1.25
%
   
1.25
%
   
1.09
%
   
1.15
%
   
1.19
%
 
0.95
%
   
1.22
%
   
1.37
%
   
1.12
%
   
1.10
%
 
65
%
   
53
%
   
79
%
   
57
%
   
73
%

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

HENNESSY FUNDS
1-800-966-4354
 
 
15


Financial Statements
 
Financial Highlights
 
For an Institutional Class share outstanding throughout each year

 
 
PER SHARE DATA:
Net asset value, beginning of year

Income from investment operations:
Net investment income
Net realized and unrealized gains on investments
Total from investment operations

Less distributions:
Dividends from net investment income
Dividends from net realized gains
Total distributions
Net asset value, end of year

TOTAL RETURN

SUPPLEMENTAL DATA AND RATIOS:
Net assets, end of year (millions)
Ratio of expenses to average net assets:
Before expense reimbursement
After expense reimbursement
Ratio of net investment income to average net assets:
Before expense reimbursement
After expense reimbursement
Portfolio turnover rate(1)
 
 
 
 
 
 
(1)
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


FINANCIAL HIGHLIGHTS — INSTITUTIONAL CLASS
 
 

 
 
Year Ended October 31,
 
2017
   
2016
   
2015
   
2014
   
2013
 
                           
$
10.37
   
$
13.10
   
$
15.30
   
$
13.68
   
$
10.85
 
                                     
                                     
 
0.13
     
0.13
     
0.20
     
0.17
     
0.09
 
 
1.52
     
0.07
     
0.02
     
2.30
     
2.88
 
 
1.65
     
0.20
     
0.22
     
2.47
     
2.97
 
                                     
                                     
 
(0.15
)
   
(0.17
)
   
(0.16
)
   
(0.17
)
   
(0.12
)
 
     
(2.76
)
   
(2.26
)
   
(0.68
)
   
(0.02
)
 
(0.15
)
   
(2.93
)
   
(2.42
)
   
(0.85
)
   
(0.14
)
$
11.87
   
$
10.37
   
$
13.10
   
$
15.30
   
$
13.68
 
                                     
 
16.00
%
   
2.92
%
   
1.19
%
   
18.96
%
   
27.63
%
                                     
                                     
$
12.17
   
$
12.24
   
$
13.82
   
$
14.88
   
$
16.19
 
                                     
 
1.00
%
   
1.01
%
   
0.99
%
   
1.06
%
   
1.10
%
 
1.00
%
   
1.01
%
   
0.99
%
   
0.98
%
   
0.98
%
                                     
 
1.20
%
   
1.47
%
   
1.47
%
   
1.21
%
   
1.38
%
 
1.20
%
   
1.47
%
   
1.47
%
   
1.30
%
   
1.50
%
 
65
%
   
53
%
   
79
%
   
57
%
   
73
%

 
 
 
 

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

HENNESSY FUNDS
1-800-966-4354
 
 

17

Financial Statements
 
Notes to the Financial Statements October 31, 2017
 
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.  Each class of shares differs principally in its respective 12b-1 distribution and service, shareholder servicing, and sub-transfer agent expenses.  There are no sales charges.  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 an individual class.
 
As an investment company, the Fund follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (“FASB”) Accounting Standard Codification Topic 946 “Financial Services—Investment Companies.”
 
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 conform to 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 – No provision for federal income taxes or excise taxes has been made because 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/loss and realized gains/losses for federal income tax purposes may differ from those reported in 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.  The Fund recognizes interest and penalties related to income tax benefits, if any, in the Statement of Operations as an income tax expense.  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.  The Fund may utilize equalization accounting for tax purposes and designate earnings and profits, including net realized gains distributed to shareholders on redemption of shares, as part of the dividends paid deduction for income tax purposes.
 
 
Due to inherent differences in the recognition of income, expenses, and realized gains/losses under GAAP and federal income tax regulations, permanent differences between book and tax basis for reporting for fiscal year 2017 have been identified and appropriately reclassified in the Statement of Assets and Liabilities.  The adjustments are as follows:
 
 
Accumulated
Accumulated
   
 
Net Investment
Net Realized
   
 
         Income       
Gain on Investments
Capital Stock
 
 
$  —
$(570,865)
$570,865
 

 
 
HENNESSYFUNDS.COM
18

NOTES TO THE FINANCIAL STATEMENTS
 
c).
Accounting for Uncertainty in Income Taxes – The Fund has accounting policies regarding recognition and measurement of tax positions taken or expected to be taken on a tax return.  The tax returns of the Fund for the prior three fiscal years are open for examination.  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.
   
d).
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/losses on investments are allocated to each class of shares based on such class’s net assets.
   
e).
Distributions to Shareholders – Dividends from net investment income for the Fund, if any, are declared and paid annually, usually in December.  Distributions of net realized capital gains, if any, are declared and paid annually, usually in December.
   
f).
Security Transactions – Investment and shareholder transactions are recorded on the trade date.  The Fund determines the realized gain/loss from an investment transaction 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.
   
g).
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.
   
h).
Share Valuation – The net asset value (“NAV”) per share of the Fund is calculated by dividing (i) 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 (ii) 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 NAV per share.
 
3).  SECURITIES VALUATION
 
The Fund follows 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 of changes in valuation techniques and related inputs during the period.  These inputs are summarized in the three broad levels listed below:
 
 
Level 1 –
Unadjusted, quoted prices in active markets for identical instruments that the Fund has the ability to access at the date of measurement.
     
 
Level 2 –
Other significant observable inputs (including, but not limited to, quoted prices in active markets for similar instruments, quoted prices in markets that are not active for identical or similar instruments, and model-derived


HENNESSY FUNDS
1-800-966-4354
 
 
19

   
valuations in which all significant inputs and significant value drivers are observable in active markets, such as interest rates, prepayment speeds, credit risk curves, default rates, and similar data).
     
 
Level 3 –
Significant unobservable inputs (including the Fund’s own assumptions about what market participants would use to price the asset or liability based on the best available information) when observable inputs are unavailable.
 
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, exchange-traded funds, closed-end mutual funds, partnerships, rights, and real estate investment trusts, that are traded on a securities exchange for which a last-quoted sales price is readily available will generally 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 generally 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 generally 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.
   
 
Registered Investment Companies – Investments in registered investment companies (e.g., mutual funds) are generally priced at the ending NAV provided by the applicable registered investment company’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 generally 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 observable market data, such as reported sales of similar securities, broker quotes, yields, bids, offers, and reference data.  Certain securities are valued primarily 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 with an original term to maturity of 60 days or less are valued at amortized cost, which approximates fair market value.  If the original term to maturity of a short-term debt investment exceeded 60 days, then the values as of the 61st day prior to maturity are amortized.  Amortized cost is not used if its use would be inappropriate due to credit or other impairments of the issuer, in which case the security’s fair value would be determined, as described below.  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
 
 
 
HENNESSYFUNDS.COM
20

NOTES TO THE FINANCIAL STATEMENTS
 
given consideration in determining a fair value of a security, such as the trading volume of a security and markets, the values of other similar securities, and news events with direct bearing on a security or markets.  Fair value pricing results in an estimated price for a security that reflects the amount the Fund might reasonably expect to receive in a current sale.  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.
 
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 “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 to determine 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 October 31, 2017, are included in the Schedule of Investments.
 
4).  INVESTMENT TRANSACTIONS
 
Purchases and sales of investment securities (excluding government and short-term investments) for the Fund during fiscal year 2017 were $66,642,568 and $78,804,879, respectively.
 
There were no purchases or sales/maturities of long-term U.S. government securities for the Fund during fiscal year 2017.
 
The Fund is permitted to purchase or sell securities from or to another fund in the Hennessy Funds family of funds (the “Hennessy Funds”) under specified conditions outlined in procedures adopted by the Board.  The procedures have been designed to ensure that any purchase or sale of securities by the Fund from or to another Hennessy Fund complies with Rule 17a-7 of the Investment Company Act of 1940, as amended.  For fiscal year 2017, the Fund did not engage in purchases or sales of securities pursuant to Rule 17a-7 of the Investment Company Act of 1940, as amended.
 
5).  INVESTMENT MANAGEMENT FEE AND OTHER TRANSACTIONS WITH AFFILIATES
 
The Advisor provides the Fund with investment management services under an Investment Advisory Agreement.  The Advisor provides all investment advice, office space, and facilities, as well as 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 an annual rate of 0.74%.  The net investment advisory fees expensed by the Fund during fiscal year 2017 are included in the Statement of Operations.
 
In the past, the Advisor had contractually agreed to waive its fees and absorb expenses to the extent that the total annual operating expenses exceeded 0.98% of the Fund’s net assets for Institutional Class shares of the Fund (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).  The expense limitation agreement was terminated by the Board as of February 28, 2015.
 
For a period of three years after the year in which the Advisor waived or reimbursed expenses, the Advisor may seek reimbursement from the Fund to the extent that total annual fund operating expenses are less than the expense limitation that was in effect at the time the Advisor waived or reimbursed expenses.  As of October 31, 2017, cumulative
 

HENNESSY FUNDS
1-800-966-4354
 
 
21

expenses subject to potential recovery under the aforementioned conditions were $238 for Institutional Class shares, which will expire on October 31, 2018.
 
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.  The shareholder service fees expensed by the Fund during fiscal year 2017 are included in the Statement of Operations.
 
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.  Even though the authorized rate is up to 0.25%, the Fund is currently only using up to 0.15% of its average daily net assets attributable to Investor Class shares for such purpose.  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, shareholder account servicing, the printing and mailing of prospectuses to other than current shareholders, the printing and mailing of sales literature, and compensation for sales and marketing activities or to financial institutions and others, such as dealers and distributors.  The distribution fees expensed by the Fund during fiscal year 2017 are included in the Statement of Operations.
 
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.  The sub-transfer agent fees expensed by the Fund during fiscal year 2017 are included in the Statement of Operations.
 
U.S. Bancorp Fund Services, LLC (“USBFS”) provides the Fund with administrative, fund accounting, and transfer agent services and necessary office equipment.  As administrator, USBFS is responsible for activities such as (i) preparing various federal and state regulatory filings, reports, and returns for the Fund, (ii) preparing reports and materials to be supplied to the Board, (iii) monitoring the activities of the Fund’s custodian, transfer agent, and accountants, and (iv) coordinating the preparation and payment of the Fund’s expenses and reviewing the Fund’s expense accruals.  U.S. Bank, N.A., an affiliate of USBFS, serves as the Fund’s custodian.  The servicing agreements between the Trust, USBFS, and U.S. Bank N.A. contain a fee schedule that is inclusive of administrative, fund accounting, custody, and transfer agent fees.  The administrative, fund accounting, custody, and transfer agent fees expensed by the Fund during fiscal year 2017 are included in the Statement of Operations.
 
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.
 
The officers of the Fund are affiliated with the Advisor.  Such officers, with the exception of the Chief Compliance Officer and the Senior Compliance Officer, receive no compensation from the Fund for serving in their respective roles.  The Fund, along with the other Hennessy Funds, makes reimbursement payments, on an equal basis, to the Advisor for a portion of the salary and benefits associated with the office of the Chief Compliance Officer and for all of the salary and benefits associated with the office of the
 
 
 
HENNESSYFUNDS.COM
22

NOTES TO THE FINANCIAL STATEMENTS
 
Senior Compliance Officer.  The compliance fees expensed by the Fund during fiscal year 2017 are included in the Statement of Operations.
 
6).  GUARANTEES AND INDEMNIFICATIONS
 
Under the Hennessy Funds’ organizational documents, their officers and trustees are indemnified by the Hennessy Funds against certain liabilities arising out of the performance of their duties to the Hennessy Funds.  Additionally, in the normal course of business, the Hennessy Funds enter into contracts with service providers that contain general indemnification clauses.  The Fund’s maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Fund that have not yet occurred.  Currently, the Fund expects the risk of loss to be remote.
 
7).  LINE OF CREDIT
 
The Fund has an uncommitted line of credit with the other 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 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 and are secured by all of the Fund’s assets (as to its own borrowings only).  During fiscal year 2017, the Fund had an outstanding average daily balance and a weighted average interest rate of $7,085 and 3.97%, respectively.  The interest expensed by the Fund during fiscal year 2017 is included in the Statement of Operations.  The maximum amount outstanding for the Fund during the period was $589,000.  At October 31, 2017, the Fund did not have any borrowings outstanding under the line of credit.
 
8).  FEDERAL TAX INFORMATION
 
As of October 31, 2017, the components of accumulated earnings (losses) for income tax purposes were as follows:
 
 
 
Investments
 
Cost of investments for tax purposes
 
$
93,561,008
 
Gross tax unrealized appreciation
 
$
17,983,371
 
Gross tax unrealized depreciation
   
(7,236,321
)
Net tax unrealized appreciation
 
$
10,747,050
 
Undistributed ordinary income
 
$
1,275,496
 
Undistributed long-term capital gains
   
5,299,525
 
Total distributable earnings
 
$
6,575,021
 
Other accumulated gain
 
$
 
Total accumulated gain
 
$
17,322,071
 
 
At October 31, 2017, the Fund had no tax basis capital losses to offset future capital gains.
 
During fiscal year 2017, the capital losses utilized for the Fund were $4,683,932.
 
Capital losses sustained in fiscal year 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 loss incurred during those taxable years will be required to be utilized prior to the losses incurred in taxable years prior to 2012.  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.
 

HENNESSY FUNDS
1-800-966-4354
 
 
23

At October 31, 2017, the Fund did not defer, on a tax basis, any late-year ordinary losses.  Late-year ordinary losses are net ordinary losses incurred after December 31, 2016, but within the taxable year, that are deemed to arise on the first day of the Fund’s next taxable year.
 
During fiscal years 2017 and 2016, the tax character of distributions paid by the Fund was as follows:
 
 
 
Year Ended
   
Year Ended
 
 
 
October 31, 2017
   
October 31, 2016
 
Ordinary income(1)
 
$
1,258,527
   
$
1,652,846
 
Long-term capital gain
   
     
22,653,659
 
 
 
$
1,258,527
   
$
24,306,505
 
 
(1)  Ordinary income includes short-term gain/loss.
 
9).  CHANGE IN AUDITOR DISCLOSURE
 
On September 11, 2017, the Trust, by action of the Audit Committee of the Board and on behalf of the Fund, the Hennessy Cornerstone Growth Fund, the Hennessy Cornerstone Mid Cap 30 Fund, the Hennessy Cornerstone Value Fund, the Hennessy Total Return Fund, the Hennessy Balanced Fund, the Hennessy Japan Fund, and the Hennessy Japan Small Cap Fund (collectively, the “Applicable Funds”), dismissed KPMG LLP (“KPMG”) and engaged Tait, Weller & Baker LLP (“Tait Weller”) to serve as the independent registered public accounting firm to audit the financial statements of all series of the Trust for fiscal year 2017.  Tait Weller previously served as the independent registered public accounting firm for the series of the Trust that are not one of the Applicable Funds.
 
KPMG’s reports on the financial statements for the Applicable Funds for each of fiscal years 2015 and 2016 contained no adverse opinion or disclaimer of opinion, nor were they qualified or modified as to uncertainty, audit scope, or accounting principles.  During fiscal years 2015 and 2016 and the interim period of November 1, 2016, through September 11, 2017 (the “Interim Period”), there were no (i) disagreements with KPMG on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which disagreements, if not resolved to the satisfaction of KPMG, would have caused it to make reference to the subject matter of the disagreements in connection with its reports on the Applicable Funds’ financial statements for such years, nor (ii) “reportable events” of the kind described in Item 304(a)(1)(v) of Regulation S-K under the Securities Exchange Act of 1934, as amended.
 
During fiscal years 2015 and 2016 and the Interim Period, neither the Applicable Funds nor anyone on behalf of the Applicable Funds has consulted Tait Weller on items that concerned (a) the application of accounting principles to a specified transaction, either completed or proposed, or the type of audit opinion that might be rendered on an Applicable Fund’s financial statements, or (b) the subject of a disagreement (as defined in paragraph (a)(1)(iv) of Item 304 of Regulation S-K and related instructions) or reportable events (as described in paragraph (a)(1)(v) of Item 304 of Regulation S-K).  The selection of Tait Weller does not reflect any disagreements or dissatisfaction by the Applicable Funds, the Board, or the Audit Committee with the performance of KPMG.
 
 
 
HENNESSYFUNDS.COM
24


 
NOTES TO THE FINANCIAL STATEMENTS
 
10).  EVENTS SUBSEQUENT TO YEAR END
 
Management has evaluated the Fund’s related events and transactions that occurred subsequent to October 31, 2017, through the date of issuance of the Fund’s financial statements.  Other than as disclosed below, management has determined that there were no subsequent events requiring recognition or disclosure in the financial statements.
 
On December 7, 2017, capital gains were declared and paid to shareholders of record on December 6, 2017, as follows:
 
 
Long-term
Short-term
Investor Class
$0.40932
$0.01724
Institutional Class
$0.41414
$0.01747
 
On November 16, 2017, shareholders of the Rainier Large Cap Equity Fund approved an Agreement and Plan of Reorganization between the Trust, on behalf of the Fund, and Rainier Investment Management Mutual Funds, a Delaware statutory trust, on behalf of the Rainier Large Cap Equity Fund.  The Agreement and Plan of Reorganization provided for the transfer of all of the assets of the Rainier Large Cap Equity Fund to the Fund and the assumption of the liabilities (other than any excluded liabilities) of the Rainier Large Cap Equity Fund by the Fund.  The Rainier Large Cap Equity Fund and the Fund have substantially similar investment objectives.  The reorganization was effective as of December 1, 2017.
 
 
 
 
 

HENNESSY FUNDS
1-800-966-4354
 
 

25

Report of Independent Registered Public
Accounting Firm

To the Board of Trustees of Hennessy Funds Trust
and the Shareholders of the Hennessy Cornerstone Large Growth Fund
Novato, CA
 
We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of the Hennessy Cornerstone Large Growth Fund (the “Fund”), a series of Hennessy Funds Trust as of October 31, 2017, and the related statement of operations, the statement of changes in net assets, and the financial highlights for the year then ended. The statement of changes in net assets for the year ended October 31, 2016 and the financial highlights for each of the four years in the period ended October 31, 2016 have been audited by other auditors, whose report dated December 22, 2016 expressed unqualified opinions on such financial statements and financial highlights. These financial statements and financial highlights are the responsibility of the Fund’s management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audit.
 
We conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board (United States).  Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement.  The Fund is not required to have, nor were we engaged to perform, an audit of the Fund’s internal control over financial reporting. Our audit included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purposes of expressing an opinion on the effectiveness of the Fund’s internal control over financial reporting. Accordingly, we express no such opinion.  An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements.  Our procedures included confirmation of securities owned as of October 31, 2017, by correspondence with the custodian.  An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation.  We believe that our audit provides a reasonable basis for our opinion.
 
In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of the Hennessy Cornerstone Large Growth Fund as of October 31, 2017, the results of its operations, the changes in its net assets, and the financial highlights for the year then ended, in conformity with accounting principles generally accepted in the United States of America.
 
TAIT, WELLER & BAKER LLP
 
Philadelphia, Pennsylvania
December 22, 2017
 
 
 
 
HENNESSYFUNDS.COM

26

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM/TRUSTEES AND OFFICERS

Trustees and Officers of the Fund (Unaudited)

The business and affairs of the Funds are managed under the direction of the Board of Trustees of the Trust, and the Board of Trustees elects the Officers of the Trust.  Beginning in March 2015, the Board of Trustees has from time to time appointed advisers to the Board of Trustees (“Advisers”), with the intention of having qualified individuals serve in an advisory capacity in order to garner experience in the mutual fund and asset management industry and be considered as potential Trustees in the future.  There are currently three Advisers to the Board of Trustees: Brian Alexander, Doug Franklin, and Claire Knoles.  As Advisers, Mr. Alexander, Mr. Franklin, and Ms. Knoles attend meetings of the Board and act as non-voting participants.  Information pertaining to the Trustees, Advisers, and the Officers of the Trust is set forth below.  The Trustees and Officers serve until their successors are duly elected and qualified or until their earlier death, resignation, or removal.  Each of the Trustees oversees 14 Hennessy Funds.  Unless otherwise indicated, the address of all persons listed below is 7250 Redwood Boulevard, Suite 200, Novato, CA 94945.  The Fund’s Statement of Additional Information includes more information about the persons listed below and is available, without charge, upon request by calling 1-800-966-4354.
 
     
Other
     
Directorships
     
Held Outside
Name, (Year of Birth),
   
of Fund
and Position Held
Start Date
Principal Occupation(s)
Complex During
with the Trust               
of Service
During Past Five Years
Past Five Years(1)
 
Disinterested Trustees and Advisers 
       
J. Dennis DeSousa
January 1996
Mr. DeSousa is a real estate investor.
None.
(1936)
     
Trustee
     
       
Robert T. Doyle
January 1996
Mr. Doyle has been the Sheriff of
None.
(1947)
 
Marin County, California since 1996.
 
Trustee
     
       
Gerald P. Richardson
May 2004
Mr. Richardson is an independent
None.
(1945)
 
consultant in the securities industry.
 
Trustee
     
       
Brian Alexander
March 2015
Mr. Alexander has been employed
None.
(1981)
 
by Sutter Health Novato Community
 
Adviser to the Board
 
Hospital since 2012, first as an
 
   
Assistant Administrator and then,
 
   
beginning in 2013, as the Chief
 
   
Administrative Officer.  From 2011
 
   
through 2012, Mr. Alexander was
 
   
employed by Sutter Health West Bay
 
   
Region as the Regional Director of
 
   
Strategic Decision Support.
 
 

 

HENNESSY FUNDS
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27

     
Other
     
Directorships
     
Held Outside
Name, (Year of Birth),
   
of Fund
and Position Held
Start Date
Principal Occupation(s)
Complex During
with the Trust               
of Service
During Past Five Years
Past Five Years(1)
       
Doug Franklin
March 2016
Mr. Franklin is a retired insurance
None.
(1964)
 
industry executive.  From 1987
 
Adviser to the Board
 
through 2015, he was employed
 
   
by Allianz-Fireman’s Fund Insurance
 
   
Company in various positions,
 
   
including Chief Actuary and
 
   
Chief Risk Officer.
 
       
Claire Knoles
December 2015
Ms. Knoles is a founder of Kiosk and
None.
(1974)
 
has served as its Chief Operating
 
Adviser to the Board
 
Officer since 2004.  Kiosk is a full
 
   
service marketing agency with
 
   
offices in the San Francisco Bay
 
   
Area, Toronto, and Liverpool, UK.
 
       
Interested Trustee(2)
     
       
Neil J. Hennessy
January 1996 as
Mr. Hennessy has been employed by
Hennessy
(1956)
a Trustee and
Hennessy Advisors, Inc. since 1989
Advisors, Inc.
Trustee, Chairman of
June 2008 as
and currently serves as its President,
 
the Board, Chief
an Officer
Chairman and Chief Executive Officer.
 
Investment Officer,
     
Portfolio Manager,
     
and President
     
 
 
Name, (Year of Birth),
   
and Position Held
Start Date
Principal Occupation(s)
with the Trust              
of Service
During Past Five Years
     
Officers
   
     
Teresa M. Nilsen
January 1996
Ms. Nilsen has been employed by Hennessy Advisors, Inc.
(1966)
 
since 1989 and currently serves as its Executive Vice President,
Executive Vice President
 
Chief Operations Officer, Chief Financial Officer, and Secretary.
and Treasurer
   
     
Daniel B. Steadman
March 2000
Mr. Steadman has been employed by Hennessy Advisors, Inc.
(1956)
 
since 2000 and currently serves as its Executive Vice President
Executive Vice President
 
and Chief Compliance Officer.
and Secretary
   
     
Brian Carlson
December 2013
Mr. Carlson has been employed by Hennessy Advisors, Inc.
(1972)
 
since December 2013.  Mr. Carlson was previously a co-founder
Senior Vice President and
 
and principal of Trivium Consultants, LLC from February 2011
Head of Distribution
 
through November 2013.
     
Jennifer Cheskiewicz
June 2013
Ms. Cheskiewicz has been employed by Hennessy Advisors, Inc.
(1977)
 
as its General Counsel since June 2013.  She previously served
Senior Vice President and
 
as in-house counsel to Carlson Capital, L.P., an SEC-registered
Chief Compliance Officer
 
investment advisor to several private funds, from
   
February 2010 to May 2013.

 
 
HENNESSYFUNDS.COM
28

TRUSTEES AND OFFICERS OF THE FUND
 
Name, (Year of Birth),
   
and Position Held
Start Date
Principal Occupation(s)
with the Trust              
of Service
During Past Five Years
     
David Ellison
October 2012
Mr. Ellison has been employed by Hennessy Advisors, Inc. since
(1958)(3)
 
October 2012.  He has served as a Portfolio Manager of the
Senior Vice President
 
Hennessy Small Cap Financial Fund and the Hennessy Large
and Portfolio Manager
 
Cap Financial Fund since inception. Mr. Ellison also served as a
   
Portfolio Manager of the Hennessy Technology Fund from its
   
inception until February 2017. Mr. Ellison served as Director,
   
CIO and President of FBR Fund Advisers, Inc. from
   
December 1999 to October 2012.
     
Ryan Kelley
March 2013
Mr. Kelley has been employed by Hennessy Advisors, Inc. since
(1972)(4)
 
October 2012.  He has served as a Portfolio Manager of the
Vice President and
 
Hennessy Gas Utility Fund, the Hennessy Small Cap Financial
Portfolio Manager
 
Fund, and the Hennessy Large Cap Financial Fund since
   
October 2014.  He served as Co-Portfolio Manager of the same
   
funds from March 2013 through September 2014, and as a
   
Portfolio Analyst for the Hennessy Funds from October 2012
   
through October 2014.  Mr. Kelley has also served as a Portfolio
   
Manager of the Hennessy Cornerstone Growth Fund, the
   
Hennessy Cornerstone Mid Cap 30 Fund, the Hennessy
   
Cornerstone Large Growth Fund, and the Hennessy
   
Cornerstone Value Fund and as a Co-Portfolio Manager of the
   
Hennessy Technology Fund since February 2017. Mr. Kelley
   
served as Portfolio Manager of FBR Fund Advisers, Inc. from
   
January 2008 to October 2012.
     
Brian Peery
March 2003 as
Mr. Peery has been employed by Hennessy Advisors, Inc. since
(1969)
an Officer and
2002.  He has served as a Portfolio Manager of the Hennessy
Senior Vice President
February 2011
Cornerstone Growth Fund, the Hennessy Cornerstone Mid Cap
and Portfolio Manager
as a Co-Portfolio
30 Fund, the Hennessy Cornerstone Large Growth Fund, the
 
Manager or
Hennessy Cornerstone Value Fund, the Hennessy Total Return
 
Portfolio Manager
Fund, and the Hennessy Balanced Fund since October 2014. 
   
He served as Co-Portfolio Manager of the same funds from
   
February 2011 through September 2014.  Mr. Peery has also
   
served as a Portfolio Manager of the Hennessy Gas Utility Fund
   
since February 2015 and as Lead Portfolio Manager of the
   
Hennessy Technology Fund since February 2017.
     
Daniel P. Hennessy
December 2016
Mr. Daniel Hennessy has been employed by Hennessy Advisors,
(1990)
 
Inc. since 2015. He has served as an Associate Analyst of the
Assistant Vice President
 
Hennessy Technology Fund since February 2017. He previously
and Associate Analyst
 
served as a Mutual Fund Specialist at U.S. Bancorp Fund
   
Services, LLC from November 2014 to July 2015.  Prior to that,
   
he attended the University of San Diego, where he earned a
   
degree in Political Science.
_______________
 
(1)
Messrs. DeSousa, Doyle, Hennessy, and Richardson previously served on the Board of Directors of Hennessy Mutual Funds, Inc. (“HMFI”), The Hennessy Funds, Inc. (“HFI”), and Hennessy SPARX Funds Trust (“HSFT”).  Pursuant to an internal reorganization effective as of February 28, 2014, the series of HFMI, HFI, and HSFT were reorganized into corresponding series of Hennessy Funds Trust that mirrored them.  Subsequent to the reorganization, HFMI, HFI, and HSFT were dissolved.
(2)
Mr. Hennessy is considered an “interested person,” as defined in the Investment Company Act of 1940, as amended, because he is an officer of the Hennessy Funds.
(3)
The address of this officer is 101 Federal Street, Suite 1900, Boston, MA 02110.
(4)
The address of this officer is 1340 Environ Way, Chapel Hill, NC 27517.
 

HENNESSY FUNDS
1-800-966-4354
 
 

29

Expense Example (Unaudited)
October 31, 2017

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 May 1, 2017, through October 31, 2017.
 
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 fee is charged by the Fund’s transfer agent.  IRA accounts will be charged a $15 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” or “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
30

EXPENSE EXAMPLE
 
     
Expenses Paid
 
Beginning
Ending
During Period(1)
 
Account Value
Account Value
May 1, 2017 –
 
    May 1, 2017   
October 31, 2017
October 31, 2017
Investor Class
     
Actual
$1,000.00
$1,035.20
$6.41
Hypothetical (5% return before expenses)
$1,000.00
$1,018.90
$6.36
       
Institutional Class
     
Actual
$1,000.00
$1,036.70
$5.13
Hypothetical (5% return before expenses)
$1,000.00
$1,020.16
$5.09
 
(1)
Expenses are equal to the Fund’s annualized expense ratio of 1.25% for Investor Class shares or 1.00% for Institutional Class shares, as applicable, multiplied by the average account value over the period, multiplied by 184/365 days (to reflect one-half year period).

 
 
 
 
 
 

 
HENNESSY FUNDS
1-800-966-4354
 
 

31

How to Obtain a Copy of the Fund’s
Proxy Voting Policy and Proxy Voting Records
 
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/proxy-voting/policy.fs; 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 without charge on both the Hennessy Funds’ website at hennessyfunds.com/proxy-voting/vote.fs 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 a 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 made 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 fiscal year 2017, certain dividends paid by the Fund may be subject to a maximum tax rate of 23.8%, 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 that qualified for the corporate dividends received deduction for fiscal year 2017 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 request an individual copy of a prospectus or financial report at any time.  If you would like to receive separate mailings, please call U.S. Bancorp Fund Services, LLC 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

32

PROXY VOTING — PRIVACY POLICY
 
Privacy Policy
 
We collect the following non-public personal information about you:
 
 
information we receive from you on or in applications or other forms, correspondence, or conversations, including, but not limited to, your name, address, phone number, social security number, assets, income, and date of birth; and
     
 
information about your transactions with us, our affiliates, or others, including, but not limited to, your account number and balance, payment history, parties to transactions, cost basis information, and other financial information.
 
We do not disclose any non-public personal information about our current or former shareholders to non-affiliated third parties, except as permitted by law.  For example, we are permitted by law to disclose all of the information we collect, as described above, to our Transfer Agent to process your transactions.  Furthermore, we restrict access to your non-public personal information to those persons who require such information to provide products or services to you.  We maintain physical, electronic, and procedural safeguards that comply with federal standards to guard your non-public personal information.
 
In the event that you hold shares of the Fund through a financial intermediary, including, but not limited to, a broker-dealer, bank, or trust company, the privacy policy of your financial intermediary would govern how your non-public personal information will be shared with non-affiliated third parties.
 
 
 
 
 

 
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 Boulevard, 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 Drive, 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
777 East Wisconsin Avenue
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.






ANNUAL REPORT

OCTOBER 31, 2017

 

 
HENNESSY CORNERSTONE
VALUE FUND
 
Investor Class  HFCVX
Institutional Class  HICVX

 
 
 

 


hennessyfunds.com  |  1-800-966-4354
 



 

 






(This Page Intentionally Left Blank.)
 











CONTENTS

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
Report of Independent Registered Public Accounting Firm
   
26
Trustees and Officers of the Fund
   
27
Expense Example
   
30
Proxy Voting Policy and Proxy Voting Records
   
32
Quarterly Schedule of Investments
   
32
Federal Tax Distribution Information
   
32
Householding
   
32
Privacy Policy
   
33

 
 
 
 
 
 
HENNESSY FUNDS
1-800-966-4354
 
 

December 2017
 
Dear Hennessy Funds Shareholder:

Over the past year, global equity markets have made strong advances, fueled by continued, broad-based economic growth in most countries and regions, and in spite of a somewhat unsettling geopolitical backdrop.
 
U.S. stocks performed well in the first year of the new administration in Washington, and, ignoring the debate and the bluster, investors have continued to focus on what concerns them the most – tax reform, deregulation, and the hope of an increase in infrastructure spending. As we move into the final weeks of the calendar year, with the major indices reaching new highs, I find myself envisioning the Dow Jones Industrial Average building momentum toward 30,000.
 
Over the past 12 months, the U.S. economy has continued to grow at a steady rate of almost 2.5% on an annualized basis, as measured by GDP. Companies have added over 170,000 jobs per month on average over the past year, and the current unemployment rate of 4.1% is the lowest in 17 years. Consumer confidence is high and still rising, and corporate profits are at all-time highs. The Federal Reserve has been increasing interest rates, but at a gradual pace. The bond market has also continued to support the equity market and equity market valuations. Since December of last year, long bond yields have stayed within a narrow band, with the 10-year U.S. Treasury yield hovering in the 2.0% to 2.5% range, and remain low compared to historical averages. In my opinion, long bond yields have stayed low despite three increases in the Federal Funds rate over the last 12 months in part due to persistent low inflation.
 
Meanwhile, the prospective price-to-earnings multiples for the Dow Jones Industrial Average and S&P 500 Index are just above long-term averages at 19.5x and 19.9x, respectively. I believe these levels of stock valuation, while higher than a year ago, are still very reasonable. At the peak of the technology/dot-com bubble, U.S. equities sold at much higher multiples across the board than they do today, and bond yields were also much higher. In June of 1999, the Dow Jones Industrial Average sold at 28x earnings and the 10-year bond yield was close to 6%. Today, the Dow is selling at under 20x earnings and is offering a 2.2% dividend yield, on par with the yield of the 10-year government bond at 2.4%.
 
Equity markets in the U.S. have been rising for almost nine years, and financial media reports have speculated that this bull run will come to end, but why? I see no substantial reasons or indicators that a major correction is on the horizon. I remain confident that this bull market has room to run. Overall, investment fundamentals are strong. Corporate earnings are growing at a healthy rate, and companies are generating excess cash flow. Cash continues to build on corporate balance sheets, with $5.2 trillion in cash and short term investments among the S&P 500 Index companies as of October 31, 2017. If our government leaders can pass a meaningful tax reform bill and continue efforts toward regulatory relief, it could be icing on the cake for equities.
 
There have been, and will likely continue to be, downturns throughout this extended bull market. Since 2010, there have been 18 downturns in the market, 14 of which were between 5% and 10% and four of which were corrections of between 10% and 20%. Yet the market has bounced back following each pullback and then has moved higher. A correction is not the end of the bull market. What might signal that we are at the end of this bull market? Euphoria. And I still see no signs of euphoria in this market. In the past,
 
 
 
HENNESSYFUNDS.COM
2

LETTER TO SHAREHOLDERS
 
I have likened the current bull market to that of 1982-2000, and I am confident in the strength of the market today and believe the economy will continue its slow, but steady, growth into the coming year.
 
Thank you for your continued confidence and investment in our funds. If you have any questions or would like 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 Index are unmanaged indices commonly used to measure the performance of U.S. stocks. One cannot invest directly in an index.
 
Price to earnings is calculated by dividing a company’s market price per share by its earnings per share.  Dividend yield is calculated as the annual dividends paid by a company divided by the price of a share of its stock. Cash flow provides 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)
 
CHANGE IN VALUE OF $10,000 INVESTMENT
 
 
 
This graph illustrates the performance of an initial investment of $10,000 made in the Fund ten years ago and assumes the reinvestment of dividends.
 
AVERAGE ANNUAL TOTAL RETURN FOR PERIODS ENDED OCTOBER 31, 2017
 
 
One
Five
Ten
 
Year
Years
Years
Hennessy Cornerstone Value Fund –
     
  Investor Class (HFCVX)
19.63%
11.58%
5.39%
Hennessy Cornerstone Value Fund –
     
  Institutional Class (HICVX)(1)
19.95%
11.80%
5.64%
Russell 1000® Value Index
17.78%
13.48%
5.99%
S&P 500 Index
23.63%
15.18%
7.51%
 
Expense ratios:  1.22% (Investor Class); 0.95% (Institutional Class)
 
(1)
The inception date of Institutional Class shares is March 3, 2008.  Performance shown prior to the inception of Institutional Class shares reflects the performance of Investor Class shares and includes expenses that are not applicable to, and are higher than, those of Institutional Class shares.
 
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.  The performance table does not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares.  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 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.  One cannot invest directly in an index.
 
Frank Russell Company (“Russell”) is the source and owner of the trademarks, service marks, and copyrights related to the Russell Indexes.  Russell® is a trademark of Frank Russell Company.  Neither Russell nor its licensors accept any liability for any errors or omissions in the Russell Indexes or Russell ratings or underlying data and no party may rely on any Russell Indexes or Russell ratings or underlying data contained in this communication.  No further distribution of Russell data is permitted without Russell’s
 
 
 
HENNESSYFUNDS.COM
4

PERFORMANCE OVERVIEW
 
express written consent.  Russell does not promote, sponsor, or endorse the content of this communication.
 
The expense ratios presented are from the most recent prospectus.  The expense ratios for the current reporting period are available in the Financial Highlights section of this report.
 
PERFORMANCE NARRATIVE
 
Portfolio Managers Neil J. Hennessy, Brian E. Peery, and Ryan C. Kelley
 
Performance:
 
For the 12-month period ended October 31, 2017, the Investor Class of the Hennessy Cornerstone Value Fund returned 19.63%, outperforming the Russell 1000® Value Index, which returned 17.78%, but underperforming the S&P 500 Index, which returned 23.63%, for the same period.
 
The Fund outperformed its primary benchmark, the Russell 1000® Value Index, as a result of stock selection. Specifically, three Energy-sector stocks, Royal Dutch Shell, BP PLC, and Valero Energy Corp., all performed well as oil prices started increasing in the later part of the year. However, the Fund’s investments in the Information Technology sector, principally Qualcomm, Inc. and International Business Systems Corp., hurt overall performance. Sector allocation as a whole detracted from performance. The Fund’s overweight position in Materials and underweight positions in Health Care and Utilities each contributed positively to sector-related performance. Offsetting these gains was the Fund’s overweight position in the Telecommunications Services sector. The Fund continues to hold the stocks mentioned with the exception of Qualcomm, Inc. and BP PLC.
 
Portfolio Strategy:
 
The Fund’s investment strategy is to identify large, widely-held stocks with strong operating cash flow. The Fund then selects the stocks it believes are best able to maintain a relatively high dividend yield. Limiting the Fund’s portfolio to 50 stocks produces a relatively concentrated portfolio, where individual stock performance can influence the performance of the portfolio as a whole. We believe the Fund is an attractive vehicle which seeks to provide both income and capital appreciation while investing in large, well-funded, well-managed companies with attractive dividend yields.
 
Investment Commentary:
 
The overall performance of large, dividend-paying stocks this year has been impressive, and these stocks have outperformed most other segments of the market. While there is some concern that after such a long period of outperformance valuations may becoming stretched, we are still finding that some of what we believe to be the highest quality companies in the U.S. are trading at attractive valuations. Going into next year, we think large-cap Industrial, Materials, Energy, and Consumer stocks should continue to perform well, and we believe the Fund is well-positioned for the current environment.


Opinions expressed are those of the Portfolio Managers as of the date written and are subject to change, are not guaranteed, and should not be considered investment advice or an indication of trading intent.
 
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 is an unmanaged index commonly used to measure the performance of U.S. stocks. One cannot invest directly in an index.
 
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
 
 
HENNESSY FUNDS
1-800-966-4354
 
5

may involve political, economic, and currency risks, greater volatility and differences in accounting methods. The Fund’s formula-based strategy may cause the Fund to buy or sell securities at times when it may not be advantageous. Please see the Fund’s prospectus for a more complete discussion of these and other risks.
 
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.
 
Operating cash flow is a measure of the amount of cash generated by a company’s normal business operations. Dividend yield is calculated as the annual dividends paid by a company divided by the price of a share of their stock.
 
 
 
 
 
 
 
 
HENNESSYFUNDS.COM

6

PERFORMANCE OVERVIEW/SCHEDULE OF INVESTMENTS

Financial Statements
 
Schedule of Investments as of October 31, 2017

 
HENNESSY CORNERSTONE VALUE FUND
(% of Net Assets)
 
 
 
TOP TEN HOLDINGS (EXCLUDING CASH/CASH EQUIVALENTS)
% NET ASSETS
The Boeing Co.
2.63%
AbbVie, Inc.
2.63%
Caterpillar, Inc.
2.57%
VF Corp.
2.37%
HP, Inc.
2.21%
Royal Dutch Shell PLC – ADR
2.20%
Las Vegas Sands Corp.
2.20%
BP PLC – ADR
2.19%
HSBC Holdings PLC – ADR
2.17%
Valero Energy Corp.
2.14%
 
 
 
 
 
 
 
 
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, as amended, the Fund uses more specific industry classifications.
 
 
HENNESSY FUNDS
1-800-966-4354
 

7

COMMON STOCKS – 97.42%
 
Number
         
% of
 
 
 
of Shares
   
Value
   
Net Assets
 
Consumer Discretionary – 12.04%
                 
Ford Motor Co.
   
418,045
   
$
5,129,412
     
1.78
%
General Motors Co.
   
141,300
     
6,073,074
     
2.11
%
Las Vegas Sands Corp.
   
99,900
     
6,331,662
     
2.20
%
Target Corp.
   
78,400
     
4,628,736
     
1.60
%
Thomson Reuters Corp. (b)
   
122,100
     
5,719,164
     
1.98
%
VF Corp.
   
98,200
     
6,839,630
     
2.37
%
 
           
34,721,678
     
12.04
%
                         
Consumer Staples – 6.83%
                       
Altria Group, Inc.
   
70,000
     
4,495,400
     
1.56
%
General Mills, Inc.
   
84,900
     
4,408,008
     
1.53
%
Philip Morris International, Inc.
   
48,400
     
5,064,576
     
1.75
%
The Coca-Cola Co.
   
124,800
     
5,738,304
     
1.99
%
 
           
19,706,288
     
6.83
%
                         
Energy – 20.26%
                       
BP PLC – ADR (b)
   
155,600
     
6,328,252
     
2.19
%
Chevron Corp.
   
47,375
     
5,490,289
     
1.90
%
Exxon Mobil Corp.
   
64,310
     
5,360,239
     
1.86
%
Occidental Petroleum Corp.
   
80,360
     
5,188,845
     
1.80
%
Phillips 66
   
66,800
     
6,084,144
     
2.11
%
Royal Dutch Shell PLC – ADR (b)
   
100,800
     
6,353,424
     
2.20
%
Statoil ASA – ADR (b)
   
299,400
     
6,080,814
     
2.11
%
Suncor Energy, Inc. (b)
   
165,500
     
5,620,380
     
1.95
%
Total S.A. – ADR (b)
   
103,700
     
5,778,164
     
2.00
%
Valero Energy Corp.
   
78,115
     
6,162,492
     
2.14
%
 
           
58,447,043
     
20.26
%
                         
Financials – 13.77%
                       
Bank of Montreal (b)
   
68,200
     
5,224,802
     
1.81
%
Bank of Nova Scotia (b)
   
85,000
     
5,484,200
     
1.90
%
Brighthouse Financial, Inc. (a)
   
9,027
     
561,299
     
0.19
%
HSBC Holdings PLC – ADR (b)
   
128,200
     
6,252,314
     
2.17
%
Manulife Financial Corp. (b)
   
286,400
     
5,756,640
     
2.00
%
MetLife, Inc.
   
99,300
     
5,320,494
     
1.84
%
Royal Bank of Canada (b)
   
70,700
     
5,525,205
     
1.92
%
Toronto-Dominion Bank (b)
   
98,600
     
5,605,410
     
1.94
%
 
           
39,730,364
     
13.77
%
 
 
The accompanying notes are an integral part of these financial statements.
 
 
HENNESSYFUNDS.COM

8

SCHEDULE OF INVESTMENTS
 
COMMON STOCKS
 
Number
         
% of
 
 
 
of Shares
   
Value
   
Net Assets
 
Health Care – 8.89%
                 
AbbVie, Inc.
   
84,000
   
$
7,581,000
     
2.63
%
AstraZeneca PLC – ADR (b)
   
177,600
     
6,127,200
     
2.12
%
GlaxoSmithKline PLC – ADR (b)
   
125,400
     
4,568,322
     
1.58
%
Pfizer, Inc.
   
152,100
     
5,332,626
     
1.85
%
Teva Pharmaceutical Industries Ltd. – ADR (b)
   
147,300
     
2,032,740
     
0.71
%
 
           
25,641,888
     
8.89
%
                         
Industrials – 12.33%
                       
Caterpillar, Inc.
   
54,600
     
7,414,680
     
2.57
%
Eaton Corp. PLC (b)
   
72,000
     
5,761,440
     
2.00
%
Emerson Electric Co.
   
86,200
     
5,556,452
     
1.92
%
General Electric Co.
   
172,634
     
3,480,301
     
1.21
%
The Boeing Co.
   
29,400
     
7,584,612
     
2.63
%
United Parcel Service, Inc., Class B
   
49,100
     
5,770,723
     
2.00
%
 
           
35,568,208
     
12.33
%
                         
Information Technology – 7.15%
                       
Cisco Systems, Inc.
   
151,910
     
5,187,727
     
1.80
%
HP, Inc.
   
295,300
     
6,363,715
     
2.21
%
International Business Machines Corp.
   
28,700
     
4,421,522
     
1.53
%
QUALCOMM, Inc.
   
91,100
     
4,647,011
     
1.61
%
 
           
20,619,975
     
7.15
%
                         
Materials – 6.07%
                       
International Paper Co.
   
99,100
     
5,675,457
     
1.97
%
LyondellBasell Industries NV (b)
   
56,400
     
5,839,092
     
2.02
%
Rio Tinto PLC – ADR (b)
   
125,000
     
5,991,250
     
2.08
%
 
           
17,505,799
     
6.07
%
                         
Telecommunication Services – 10.08%
                       
AT&T, Inc.
   
123,060
     
4,140,969
     
1.44
%
BCE, Inc. (b)
   
117,400
     
5,419,184
     
1.88
%
CenturyLink, Inc.
   
212,100
     
4,027,779
     
1.40
%
China Mobile Ltd. – ADR (b)
   
92,800
     
4,681,760
     
1.62
%
Verizon Communications, Inc.
   
103,000
     
4,930,610
     
1.71
%
Vodafone Group PLC – ADR (b)
   
202,600
     
5,871,348
     
2.03
%
 
           
29,071,650
     
10.08
%
Total Common Stocks
                       
  (Cost $242,598,043)
           
281,012,893
     
97.42
%
 
 
The accompanying notes are an integral part of these financial statements.
 
HENNESSY FUNDS
1-800-966-4354
 

9

SHORT-TERM INVESTMENTS – 2.70%
 
Number
         
% of
 
 
 
of Shares
   
Value
   
Net Assets
 
Money Market Funds – 2.70%
                 
Fidelity Government Portfolio, Institutional Class, 0.92% (c)
   
7,803,499
   
$
7,803,499
     
2.70
%
 
                       
Total Short-Term Investments
                       
  (Cost $7,803,499)
           
7,803,499
     
2.70
%
 
                       
Total Investments
                       
  (Cost $250,401,542) – 100.12%
           
288,816,392
     
100.12
%
Liabilities in Excess of Other Assets – (0.12)%
           
(349,640
)
   
(0.12
)%
TOTAL NET ASSETS – 100.00%
         
$
288,466,752
     
100.00
%

Percentages are stated as a percent of net assets.

ADR – American Depositary Receipt
(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 October 31, 2017.

Summary of Fair Value Exposure at October 31, 2017
 
The following is a summary of the inputs used to value the Fund’s net assets as of October 31, 2017 (See Note 3 in the accompanying notes to the financial statements):
 
Common Stocks
 
Level 1
   
Level 2
   
Level 3
   
Total
 
Consumer Discretionary
 
$
34,721,678
   
$
   
$
   
$
34,721,678
 
Consumer Staples
   
19,706,288
     
     
     
19,706,288
 
Energy
   
58,447,043
     
     
     
58,447,043
 
Financials
   
39,730,364
     
     
     
39,730,364
 
Health Care
   
25,641,888
     
     
     
25,641,888
 
Industrials
   
35,568,208
     
     
     
35,568,208
 
Information Technology
   
20,619,975
     
     
     
20,619,975
 
Materials
   
17,505,799
     
     
     
17,505,799
 
Telecommunication Services
   
29,071,650
     
     
     
29,071,650
 
Total Common Stocks
 
$
281,012,893
   
$
   
$
   
$
281,012,893
 
Short-Term Investments
                               
Money Market Funds
 
$
7,803,499
   
$
   
$
   
$
7,803,499
 
Total Short-Term Investments
 
$
7,803,499
   
$
   
$
   
$
7,803,499
 
Total Investments
 
$
288,816,392
   
$
   
$
   
$
288,816,392
 
 
Transfers between levels are recognized at the end of the reporting period. During the year ended October 31, 2017, the Fund recognized no transfers between levels.
 
 
 
The accompanying notes are an integral part of these financial statements.
 
 
HENNESSYFUNDS.COM


10

SCHEDULE OF INVESTMENTS/STATEMENT OF ASSETS AND LIABILITIES

Financial Statements
 
Statement of Assets and Liabilities as of October 31, 2017
 
ASSETS:
     
Investments in securities, at value (cost $250,401,542)
 
$
288,816,392
 
Dividends and interest receivable
   
539,142
 
Receivable for fund shares sold
   
46,591
 
Prepaid expenses and other assets
   
23,944
 
Total Assets
   
289,426,069
 
         
LIABILITIES:
       
Payable for fund shares redeemed
   
199,108
 
Payable to advisor
   
182,699
 
Payable to administrator
   
46,482
 
Payable to auditor
   
21,316
 
Accrued distribution fees
   
433,383
 
Accrued service fees
   
24,060
 
Accrued trustees fees
   
5,571
 
Accrued expenses and other payables
   
46,698
 
Total Liabilities
   
959,317
 
NET ASSETS
 
$
288,466,752
 
         
NET ASSETS CONSIST OF:
       
Capital stock
 
$
211,771,511
 
Accumulated net investment income
   
4,980,270
 
Accumulated net realized gain on investments
   
33,297,188
 
Unrealized net appreciation on investments
   
38,417,783
 
Total Net Assets
 
$
288,466,752
 
         
NET ASSETS
       
Investor Class:
       
Shares authorized (no par value)
 
Unlimited
 
Net assets applicable to outstanding Investor Class shares
 
$
281,069,453
 
Shares issued and outstanding
   
13,086,652
 
Net asset value, offering price and redemption price per share
 
$
21.48
 
         
Institutional Class:
       
Shares authorized (no par value)
 
Unlimited
 
Net assets applicable to outstanding Institutional Class shares
 
$
7,397,299
 
Shares issued and outstanding
   
343,773
 
Net asset value, offering price and redemption price per share
 
$
21.52
 
 
 
The accompanying notes are an integral part of these financial statements.
 
HENNESSY FUNDS
1-800-966-4354
 

11

Financial Statements
 
Statement of Operations for the year ended October 31, 2017
 
INVESTMENT INCOME:
     
Dividend income(1)
 
$
8,269,169
 
Interest income
   
46,776
 
Total investment income
   
8,315,945
 
         
EXPENSES:
       
Investment advisory fees (See Note 5)
   
1,722,795
 
Distribution fees – Investor Class (See Note 5)
   
341,600
 
Service fees – Investor Class (See Note 5)
   
227,734
 
Administration, fund accounting, custody and transfer agent fees (See Note 5)
   
221,845
 
Sub-transfer agent expenses – Investor Class (See Note 5)
   
159,413
 
Sub-transfer agent expenses – Institutional Class (See Note 5)
   
3,843
 
Federal and state registration fees
   
33,960
 
Compliance expense (See Note 5)
   
26,787
 
Reports to shareholders
   
24,105
 
Audit fees
   
22,080
 
Trustees’ fees and expenses
   
16,955
 
Legal fees
   
500
 
Other expenses
   
15,860
 
Total expenses
   
2,817,477
 
NET INVESTMENT INCOME
 
$
5,498,468
 
         
REALIZED AND UNREALIZED GAINS (LOSSES):
       
Net realized gain on investments
 
$
40,317,512
 
Net change in unrealized appreciation on investments
   
(11,111,810
)
Net gain on investments
   
29,205,702
 
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS
 
$
34,704,170
 
 
(1)
Net of foreign taxes withheld and issuance fees of $359,395.

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

12


STATEMENT OF OPERATIONS/STATEMENTS OF CHANGES IN NET ASSETS

Financial Statements
 
Statements of Changes in Net Assets
 
   
Year Ended
   
Year Ended
 
   
October 31, 2017
   
October 31, 2016
 
OPERATIONS:
           
Net investment income
 
$
5,498,468
   
$
2,958,133
 
Net realized gain on investments
   
40,317,512
     
1,221,525
 
Net change in unrealized appreciation on investments
   
(11,111,810
)
   
3,724,830
 
Net increase in net assets resulting from operations
   
34,704,170
     
7,904,488
 
                 
DISTRIBUTIONS TO SHAREHOLDERS FROM:
               
Net investment income – Investor Class
   
(2,916,316
)
   
(3,068,445
)
Net investment income – Institutional Class
   
(52,044
)
   
(41,663
)
Total distributions
   
(2,968,360
)
   
(3,110,108
)
                 
CAPITAL SHARE TRANSACTIONS:
               
Proceeds from shares issued in the Reorganization –
               
   Investor Class (See Note 10)
   
141,680,285
     
 
Proceeds from shares issued in the Reorganization –
               
  Institutional Class (See Note 10)
   
3,258,094
     
 
Proceeds from shares subscribed – Investor Class
   
2,341,233
     
1,543,678
 
Proceeds from shares subscribed – Institutional Class
   
2,547,752
     
427,866
 
Dividends reinvested – Investor Class
   
2,640,562
     
2,748,595
 
Dividends reinvested – Institutional Class
   
33,704
     
26,592
 
Cost of shares redeemed – Investor Class
   
(23,154,846
)
   
(12,330,203
)
Cost of shares redeemed – Institutional Class
   
(1,029,188
)
   
(410,243
)
Net increase (decrease) in net assets derived
               
  from capital share transactions
   
128,317,596
     
(7,993,715
)
TOTAL INCREASE (DECREASE) IN NET ASSETS
   
160,053,406
     
(3,199,335
)
                 
NET ASSETS:
               
Beginning of year
   
128,413,346
     
131,612,681
 
End of year
 
$
288,466,752
   
$
128,413,346
 
Undistributed net investment income, end of year
 
$
4,980,270
   
$
2,433,078
 
                 
CHANGES IN SHARES OUTSTANDING:
               
Shares issued in the Reorganization – Investor Class
   
7,092,199
     
 
Shares issued in the Reorganization – Institutional Class
   
163,058
     
 
Shares sold – Investor Class
   
118,558
     
88,366
 
Shares sold – Institutional Class
   
127,648
     
24,407
 
Shares issued to holders as reinvestment
               
  of dividends – Investor Class
   
138,105
     
162,543
 
Shares issued to holders as reinvestment
               
  of dividends – Institutional Class
   
1,763
     
1,573
 
Shares redeemed – Investor Class
   
(1,154,302
)
   
(701,433
)
Shares redeemed – Institutional Class
   
(50,925
)
   
(22,974
)
Net increase (decrease) in shares outstanding
   
6,436,104
     
(447,518
)
 
 
The accompanying notes are an integral part of these financial statements.
 
HENNESSY FUNDS
1-800-966-4354
 

13

Financial Statements
 
Financial Highlights
 
For an Investor Class share outstanding throughout each year

 
 
PER SHARE DATA:
Net asset value, beginning of year

Income from investment operations:
Net investment income
Net realized and unrealized gains (losses) on investments
Total from investment operations

Less distributions:
Dividends from net investment income
Total distributions
Net asset value, end of year
 
TOTAL RETURN

SUPPLEMENTAL DATA AND RATIOS:
Net assets, end of year (millions)
Ratio of expenses to average net assets
Ratio of net investment income to average net assets
Portfolio turnover rate(1)
 
 
 
 
 
(1)
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

FINANCIAL HIGHLIGHTS — INVESTOR CLASS
 
 
 
 
 
Year Ended October 31,
 
2017
   
2016
   
2015
   
2014
   
2013
 
                           
$
18.36
   
$
17.69
   
$
18.41
   
$
16.90
   
$
14.02
 
                                     
                                     
 
0.45
     
0.43
     
0.44
     
0.39
     
0.42
 
 
3.10
     
0.67
     
(0.75
)
   
1.55
     
2.84
 
 
3.55
     
1.10
     
(0.31
)
   
1.94
     
3.26
 
                                     
                                     
 
(0.43
)
   
(0.43
)
   
(0.41
)
   
(0.43
)
   
(0.38
)
 
(0.43
)
   
(0.43
)
   
(0.41
)
   
(0.43
)
   
(0.38
)
$
21.48
   
$
18.36
   
$
17.69
   
$
18.41
   
$
16.90
 
                                     
 
19.63
%
   
6.41
%
   
(1.77
)%
   
11.69
%
   
23.84
%
                                     
                                     
$
281.07
   
$
126.53
   
$
129.86
   
$
145.04
   
$
138.94
 
 
1.22
%
   
1.25
%
   
1.10
%
   
1.17
%
   
1.22
%
 
2.36
%
   
2.33
%
   
2.32
%
   
2.18
%
   
2.60
%
 
72
%
   
36
%
   
46
%
   
34
%
   
41
%
 
 
 
 
 
The accompanying notes are an integral part of these financial statements.
 
HENNESSY FUNDS
1-800-966-4354
 

15

Financial Statements
 
Financial Highlights
 
For an Institutional Class share outstanding throughout each year
 
 
 
PER SHARE DATA:
Net asset value, beginning of year

Income from investment operations:
Net investment income
Net realized and unrealized gains (losses) on investments
Total from investment operations

Less distributions:
Dividends from net investment income
Total distributions
Net asset value, end of year

TOTAL RETURN

SUPPLEMENTAL DATA AND RATIOS:
Net assets, end of year (millions)
Ratio of expenses to average net assets:
Before expense reimbursement
After expense reimbursement
Ratio of net investment income to average net assets:
Before expense reimbursement
After expense reimbursement
Portfolio turnover rate(1)
 
 
 
 
 
(1)
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


FINANCIAL HIGHLIGHTS — INSTITUTIONAL CLASS
 
 
 
 
 
Year Ended October 31,
 
2017
   
2016
   
2015
   
2014
   
2013
 
                           
$
18.40
   
$
17.67
   
$
18.41
   
$
16.92
   
$
14.04
 
                                     
                                     
 
0.43
     
0.48
     
0.53
     
0.59
     
0.50
 
 
3.18
     
0.67
     
(0.83
)
   
1.37
     
2.80
 
 
3.61
     
1.15
     
(0.30
)
   
1.96
     
3.30
 
                                     
                                     
 
(0.49
)
   
(0.42
)
   
(0.44
)
   
(0.47
)
   
(0.42
)
 
(0.49
)
   
(0.42
)
   
(0.44
)
   
(0.47
)
   
(0.42
)
$
21.52
   
$
18.40
   
$
17.67
   
$
18.41
   
$
16.92
 
                                     
 
19.95
%
   
6.72
%
   
(1.72
)%
   
11.82
%
   
24.13
%
                                     
                                     
$
7.40
   
$
1.88
   
$
1.75
   
$
10.65
   
$
4.09
 
                                     
 
0.97
%
   
0.95
%
   
1.00
%
   
1.03
%
   
1.10
%
 
0.97
%
   
0.95
%
   
1.00
%
   
0.98
%
   
0.98
%
                                     
 
2.60
%
   
2.63
%
   
2.43
%
   
2.30
%
   
2.64
%
 
2.60
%
   
2.63
%
   
2.43
%
   
2.35
%
   
2.76
%
 
72
%
   
36
%
   
46
%
   
34
%
   
41
%

 
 
 
 

 
The accompanying notes are an integral part of these financial statements.
 
HENNESSY FUNDS
1-800-966-4354
 

17

Financial Statements
 
Notes to the Financial Statements October 31, 2017
 
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 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.  Each class of shares differs principally in its respective 12b-1 distribution and service, shareholder servicing, and sub-transfer agent expenses.  There are no sales charges.  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 an individual class.
 
As an investment company, the Fund follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (“FASB”) Accounting Standard Codification Topic 946 “Financial Services—Investment Companies.”
 
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 conform to 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 – No provision for federal income taxes or excise taxes has been made because 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/loss and realized gains/losses for federal income tax purposes may differ from those reported in 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.  The Fund recognizes interest and penalties related to income tax benefits, if any, in the Statement of Operations as an income tax expense.  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.  The Fund may utilize equalization accounting for tax purposes and designate earnings and profits, including net realized gains distributed to shareholders on redemption of shares, as part of the dividends paid deduction for income tax purposes.
 
 
Due to inherent differences in the recognition of income, expenses, and realized gains/losses under GAAP and federal income tax regulations, permanent differences between book and tax basis for reporting for fiscal year 2017 have been identified and appropriately reclassified in the Statement of Assets and Liabilities.  The adjustments are as follows:

 
Accumulated
Accumulated
   
 
Net Investment
Net Realized
   
 
        Income       
Gain on Investments
Capital Stock
 
 
$17,084
$(2,243,636)
$2,226,552
 

 
 
HENNESSYFUNDS.COM
18

NOTES TO THE FINANCIAL STATEMENTS
 
c).
Accounting for Uncertainty in Income Taxes – The Fund has accounting policies regarding recognition and measurement of tax positions taken or expected to be taken on a tax return.  The tax returns of the Fund for the prior three fiscal years are open for examination.  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.
   
d).
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/losses on investments are allocated to each class of shares based on such class’s net assets.
 
e).
Distributions to Shareholders – Dividends from net investment income for the Fund, if any, are declared and paid annually, usually in December.  Distributions of net realized capital gains, if any, are declared and paid annually, usually in December.
   
f).
Security Transactions – Investment and shareholder transactions are recorded on the trade date.  The Fund determines the realized gain/loss from an investment transaction 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.
   
g).
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.
   
h).
Share Valuation – The net asset value (“NAV”) per share of the Fund is calculated by dividing (i) 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 (ii) 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 NAV per share.
 
3).  SECURITIES VALUATION
 
The Fund follows 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 of changes in valuation techniques and related inputs during the period.  These inputs are summarized in the three broad levels listed below:
 
 
Level 1 –
Unadjusted, quoted prices in active markets for identical instruments that the Fund has the ability to access at the date of measurement.
     
 
Level 2 –
Other significant observable inputs (including, but not limited to, quoted prices in active markets for similar instruments, quoted prices in markets that are not active for identical or similar instruments, and model-derived

 
HENNESSY FUNDS
1-800-966-4354
 
19

   
valuations in which all significant inputs and significant value drivers are observable in active markets, such as interest rates, prepayment speeds, credit risk curves, default rates, and similar data).
     
 
Level 3 –
Significant unobservable inputs (including the Fund’s own assumptions about what market participants would use to price the asset or liability based on the best available information) when observable inputs are unavailable.
 
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, partnerships, rights, and real estate investment trusts, that are traded on a securities exchange for which a last-quoted sales price is readily available will generally 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 generally 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 generally 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.  Securities traded on foreign exchanges generally are not valued at the same time the Fund calculates its NAV because most foreign markets close well before such time.  The earlier close of most foreign markets gives rise to the possibility that significant events, including broad market moves, may have occurred in the interim.  In certain circumstances, it may be determined that a security needs to be fair valued because it appears that the value of the security might have been materially affected by events occurring after the close of the market in which the security is principally traded, but before the time the Fund calculates its NAV, such as by a development that affects an entire market or region (e.g., weather-related events) or a potentially global development (e.g., a terrorist attack that may be expected to have an effect on investor expectations worldwide).
   
 
Registered Investment Companies – Investments in registered investment companies (e.g., mutual funds) are generally priced at the ending NAV provided by the applicable registered investment company’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 generally 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 observable market data, such as reported sales of similar securities, broker quotes, yields, bids, offers, and reference data.  Certain securities are valued primarily 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 with an original term to maturity of 60 days or less are valued at amortized cost, which approximates fair market value.  If the original term to maturity of a short-term debt investment exceeded 60 days, then the values as of the 61st day prior to maturity are

 
 
HENNESSYFUNDS.COM
20

 
NOTES TO THE FINANCIAL STATEMENTS
 
 
amortized.  Amortized cost is not used if its use would be inappropriate due to credit or other impairments of the issuer, in which case the security’s fair value would be determined, as described below.  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, such as the trading volume of a security and markets, the values of other similar securities, and news events with direct bearing on a security or markets.  Fair value pricing results in an estimated price for a security that reflects the amount the Fund might reasonably expect to receive in a current sale.  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.
 
The fair valuation 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’ values as determined by the Board or its designee instead of being determined by the market.  Using a fair value pricing methodology to price a foreign security may result in a value that is different from the foreign security’s most recent closing price and from the prices used by other investment companies to calculate their NAVs and are generally classified in Level 2 of 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 “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 to determine 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 October 31, 2017, are included in the Schedule of Investments.
 
4).  INVESTMENT TRANSACTIONS
 
Purchases and sales of investment securities (excluding government and short-term investments) for the Fund during fiscal year 2017 were $164,644,482 and $179,963,161, respectively.
 
There were no purchases or sales/maturities of long-term U.S. government securities for the Fund during fiscal year 2017.
 
The Fund is permitted to purchase or sell securities from or to another fund in the Hennessy Funds family of funds (the “Hennessy Funds”) under specified conditions outlined in procedures adopted by the Board.  The procedures have been designed to ensure that any purchase or sale of securities by the Fund from or to another Hennessy
 
 
HENNESSY FUNDS
1-800-966-4354
 
21

Fund complies with Rule 17a-7 of the Investment Company Act of 1940, as amended.  For fiscal year 2017, the Fund did not engage in purchases or sales of securities pursuant to Rule 17a-7 of the Investment Company Act of 1940, as amended.
 
5).  INVESTMENT MANAGEMENT FEE AND OTHER TRANSACTIONS WITH AFFILIATES
 
The Advisor provides the Fund with investment management services under an Investment Advisory Agreement.  The Advisor provides all investment advice, office space, and facilities, as well as 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 an annual rate of 0.74%.  The net investment advisory fees expensed by the Fund during fiscal year 2017 are included in the Statement of Operations.
 
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.  The shareholder service fees expensed by the Fund during fiscal year 2017 are included in the Statement of Operations.
 
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.  Even though the authorized rate is up to 0.25%, the Fund is currently only using up to 0.15% of its average daily net assets attributable to Investor Class shares for such purpose.  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, shareholder account servicing, the printing and mailing of prospectuses to other than current shareholders, the printing and mailing of sales literature, and compensation for sales and marketing activities or to financial institutions and others, such as dealers and distributors.  The distribution fees expensed by the Fund during fiscal year 2017 are included in the Statement of Operations.
 
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.  The sub-transfer agent fees expensed by the Fund during fiscal year 2017 are included in the Statement of Operations.
 
U.S. Bancorp Fund Services, LLC (“USBFS”) provides the Fund with administrative, fund accounting, and transfer agent services and necessary office equipment.  As administrator, USBFS is responsible for activities such as (i) preparing various federal and state regulatory filings, reports, and returns for the Fund, (ii) preparing reports and materials to be supplied to the Board, (iii) monitoring the activities of the Fund’s custodian, transfer agent, and accountants, and (iv) coordinating the preparation and payment of the Fund’s expenses and reviewing the Fund’s expense accruals.  U.S. Bank, N.A., an affiliate of USBFS, serves as the Fund’s custodian.  The servicing agreements between the Trust, USBFS, and U.S. Bank N.A. contain a fee schedule that is inclusive of administrative, fund accounting, custody, and transfer agent fees.  The administrative, fund accounting, custody, and transfer agent fees expensed by the Fund during fiscal year 2017 are included in the Statement of Operations.
 
 
 
HENNESSYFUNDS.COM
22

NOTES TO THE FINANCIAL STATEMENTS
 
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.
 
The officers of the Fund are affiliated with the Advisor.  Such officers, with the exception of the Chief Compliance Officer and the Senior Compliance Officer, receive no compensation from the Fund for serving in their respective roles.  The Fund, along with the other Hennessy Funds, makes reimbursement payments, on an equal basis, to the Advisor for a portion of the salary and benefits associated with the office of the Chief Compliance Officer and for all of the salary and benefits associated with the office of the Senior Compliance Officer.  The compliance fees expensed by the Fund during fiscal year 2017 are included in the Statement of Operations.
 
6).  GUARANTEES AND INDEMNIFICATIONS
 
Under the Hennessy Funds’ organizational documents, their officers and trustees are indemnified by the Hennessy Funds against certain liabilities arising out of the performance of their duties to the Hennessy Funds.  Additionally, in the normal course of business, the Hennessy Funds enter into contracts with service providers that contain general indemnification clauses.  The Fund’s maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Fund that have not yet occurred.  Currently, the Fund expects the risk of loss to be remote.
 
7).  LINE OF CREDIT
 
The Fund has an uncommitted line of credit with the other 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 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 and are secured by all of the Fund’s assets (as to its own borrowings only).  During fiscal year 2017, the Fund did not have any borrowings outstanding under the line of credit.
 
8).  FEDERAL TAX INFORMATION
 
As of October 31, 2017, the components of accumulated earnings (losses) for income tax purposes were as follows:
 
 
 
Investments
 
Cost of investments for tax purposes
 
$
250,803,731
 
Gross tax unrealized appreciation
 
$
47,828,641
 
Gross tax unrealized depreciation
   
(9,815,980
)
Net tax unrealized appreciation
 
$
38,012,661
 
Undistributed ordinary income
 
$
7,619,693
 
Undistributed long-term capital gains
   
31,059,954
 
Total distributable earnings
 
$
38,679,647
 
Other accumulated gain
 
$
2,933
 
Total accumulated gain
 
$
76,695,241
 
 
The difference between book-basis unrealized appreciation/depreciation (as shown in the Statement of Assets and Liabilities) and tax-basis unrealized appreciation/depreciation (as shown above) is attributable primarily to wash sales.
 
At October 31, 2017, the Fund had no tax basis capital losses to offset future capital gains.
 
During fiscal year 2017, the capital losses utilized for the Fund were $2,900,273.
 
 
HENNESSY FUNDS
1-800-966-4354
 
23

Capital losses sustained in fiscal year 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 loss incurred during those taxable years will be required to be utilized prior to the losses incurred in taxable years prior to 2012.  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, 2017, the Fund did not defer, on a tax basis, any late-year ordinary losses.  Late-year ordinary losses are net ordinary losses incurred after December 31, 2016, but within the taxable year, that are deemed to arise on the first day of the Fund’s next taxable year.
 
During fiscal years 2017 and 2016, the tax character of distributions paid by the Fund was as follows:

 
 
Year Ended
   
Year Ended
 
 
 
October 31, 2017
   
October 31, 2016
 
Ordinary income(1)
 
$
2,968,360
   
$
3,110,108
 
Long-term capital gain
   
     
 
 
 
$
2,968,360
   
$
3,110,108
 
 
(1)  Ordinary income includes short-term gain/loss.
 
9).  CHANGE IN AUDITOR DISCLOSURE
 
On September 11, 2017, the Trust, by action of the Audit Committee of the Board and on behalf of the Fund, the Hennessy Cornerstone Growth Fund, the Hennessy Cornerstone Mid Cap 30 Fund, the Hennessy Cornerstone Large Growth Fund, the Hennessy Total Return Fund, the Hennessy Balanced Fund, the Hennessy Japan Fund, and the Hennessy Japan Small Cap Fund (collectively, the “Applicable Funds”), dismissed KPMG LLP (“KPMG”) and engaged Tait, Weller & Baker LLP (“Tait Weller”) to serve as the independent registered public accounting firm to audit the financial statements of all series of the Trust for fiscal year 2017.  Tait Weller previously served as the independent registered public accounting firm for the series of the Trust that are not one of the Applicable Funds.
 
KPMG’s reports on the financial statements of the Applicable Fund’s for each of fiscal years 2015 and 2016 contained no adverse opinion or disclaimer of opinion, nor were they qualified or modified as to uncertainty, audit scope, or accounting principles.  During fiscal years 2015 and 2016 and the interim period of November 1, 2016, through September 11, 2017 (the “Interim Period”), there were no (i) disagreements with KPMG on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which disagreements, if not resolved to the satisfaction of KPMG, would have caused it to make reference to the subject matter of the disagreements in connection with its reports on the Applicable Funds’ financial statements for such years, nor (ii) “reportable events” of the kind described in Item 304(a)(1)(v) of Regulation S-K under the Securities Exchange Act of 1934, as amended.
 
During fiscal years 2015 and 2016 and the Interim Period, neither the Applicable Funds nor anyone on behalf of the Applicable Funds has consulted Tait Weller on items that concerned (a) the application of accounting principles to a specified transaction, either completed or proposed, or the type of audit opinion that might be rendered on an Applicable Fund’s financial statements, or (b) the subject of a disagreement (as defined in paragraph (a)(1)(iv) of Item 304 of Regulation S-K and related instructions) or reportable events (as described in paragraph (a)(1)(v) of Item 304 of Regulation S-K).  The selection
 
 
 
HENNESSYFUNDS.COM
24

NOTES TO THE FINANCIAL STATEMENTS
 
of Tait Weller does not reflect any disagreements or dissatisfaction by the Applicable Funds, the Board, or the Audit Committee with the performance of KPMG.
 
10).  AGREEMENT AND PLAN OF REORGANIZATION
 
On December 27, 2016, the Board of the Trust approved and declared advisable the reorganization of the Hennessy Large Value Fund (the “Large Value Fund”) into the Fund.  The purpose of the reorganization was to combine two funds within the Trust with similar investment objectives and strategies.  The reorganization provided for the transfer of assets of the Large Value Fund to the Fund and the assumption of the liabilities of the Large Value Fund by the Fund.  Following the reorganization, the Fund held the assets of the Large Value Fund until the Fund rebalanced its portfolio in the winter, pursuant to its customary procedures.  The reorganization was effective as of the close of business on February 27, 2017.  The following tables illustrate the specifics of the Fund’s reorganization:
 
 
Shares Issued
     
 
to Shareholders
Cornerstone
   
Large Value Fund
of Large Value
Value Fund
Combined
Tax Status
       Net Assets      
          Fund         
Net Assets
Net Assets
of Transfer
$144,938,380(1)
7,255,257
$138,339,221
$283,277,601
Non-taxable
 
(1)
Includes accumulated realized losses and unrealized appreciation in the amounts of $(1,561,193) and $34,112,735, respectively.
 
Assuming the reorganization had been completed on November 1, 2016, the beginning of the annual reporting period of the Fund, the pro forma results of operation (unaudited) for fiscal year 2017 would have been as follows:
 
Net investment income
 
$
6,090,397
 
Net realized gain on investments
 
$
41,027,748
 
Net change in unrealized appreciation on investments
 
$
5,413,160
 
Net increase in net assets resulting from operations
 
$
52,531,305
 
 
Because the Fund has been managed as a single integrated portfolio since the reorganization was completed, it is not practicable to separate the amounts of revenue and earnings of the Large Value Fund and the Fund that have been included in the Fund’s Statement of Operations since February 27, 2017.
 
11).  EVENTS SUBSEQUENT TO YEAR END
 
Management has evaluated the Fund’s related events and transactions that occurred subsequent to October 31, 2017, through the date of issuance of the Fund’s financial statements.  Other than as disclosed below, management has determined that there were no subsequent events requiring recognition or disclosure in the financial statements.
 
On December 7, 2017, capital gains were declared and paid to shareholders of record on December 6, 2017, as follows:
 
 
 
Long-term
   
Short-term
 
Investor Class
 
$
2.33230
   
$
0.19820
 
Institutional Class
 
$
2.33695
   
$
0.19859
 
 
 
HENNESSY FUNDS
1-800-966-4354
 

25

Report of Independent Registered Public
Accounting Firm

To the Board of Trustees of Hennessy Funds Trust
and the Shareholders of the Hennessy Cornerstone Value Fund
Novato, CA
 
We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of the Hennessy Cornerstone Value Fund (the “Fund”), a series of Hennessy Funds Trust as of October 31, 2017, and the related statement of operations, the statement of changes in net assets, and the financial highlights for the year then ended. The statement of changes in net assets for the year ended October 31, 2016 and the financial highlights for each of the four years in the period ended October 31, 2016 have been audited by other auditors, whose report dated December 22, 2016 expressed unqualified opinions on such financial statements and financial highlights. These financial statements and financial highlights are the responsibility of the Fund’s management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audit.
 
We conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board (United States).  Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement.  The Fund is not required to have, nor were we engaged to perform, an audit of the Fund’s internal control over financial reporting. Our audit included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purposes of expressing an opinion on the effectiveness of the Fund’s internal control over financial reporting. Accordingly, we express no such opinion.  An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements.  Our procedures included confirmation of securities owned as of October 31, 2017, by correspondence with the custodian.  An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation.  We believe that our audit provides a reasonable basis for our opinion.
 
In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of the Hennessy Cornerstone Value Fund as of October 31, 2017, the results of its operations, the changes in its net assets, and the financial highlights for the year then ended, in conformity with accounting principles generally accepted in the United States of America.
 
TAIT, WELLER & BAKER LLP
 
Philadelphia, Pennsylvania
December 22, 2017
 
 
 
 
 
HENNESSYFUNDS.COM


26

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM/TRUSTEES AND OFFICERS

Trustees and Officers of the Fund (Unaudited)

The business and affairs of the Funds are managed under the direction of the Board of Trustees of the Trust, and the Board of Trustees elects the Officers of the Trust.  Beginning in March 2015, the Board of Trustees has from time to time appointed advisers to the Board of Trustees (“Advisers”), with the intention of having qualified individuals serve in an advisory capacity in order to garner experience in the mutual fund and asset management industry and be considered as potential Trustees in the future.  There are currently three Advisers to the Board of Trustees: Brian Alexander, Doug Franklin, and Claire Knoles.  As Advisers, Mr. Alexander, Mr. Franklin, and Ms. Knoles attend meetings of the Board and act as non-voting participants.  Information pertaining to the Trustees, Advisers, and the Officers of the Trust is set forth below.  The Trustees and Officers serve until their successors are duly elected and qualified or until their earlier death, resignation, or removal.  Each of the Trustees oversees 14 Hennessy Funds.  Unless otherwise indicated, the address of all persons listed below is 7250 Redwood Boulevard, Suite 200, Novato, CA 94945.  The Fund’s Statement of Additional Information includes more information about the persons listed below and is available, without charge, upon request by calling 1-800-966-4354.
 
     
Other
     
Directorships
     
Held Outside
Name, (Year of Birth),
   
of Fund
and Position Held
Start Date
Principal Occupation(s)
Complex During
with the Trust               
of Service
During Past Five Years
Past Five Years(1)
       
Disinterested Trustees and Advisers 
       
J. Dennis DeSousa
January 1996
Mr. DeSousa is a real estate investor.
None.
(1936)
     
Trustee
     
       
Robert T. Doyle
January 1996
Mr. Doyle has been the Sheriff of
None.
(1947)
 
Marin County, California since 1996.
 
Trustee
     
       
Gerald P. Richardson
May 2004
Mr. Richardson is an independent
None.
(1945)
 
consultant in the securities industry.
 
Trustee
     
       
Brian Alexander
March 2015
Mr. Alexander has been employed
None.
(1981)
 
by Sutter Health Novato Community
 
Adviser to the Board
 
Hospital since 2012, first as an
 
   
Assistant Administrator and then,
 
   
beginning in 2013, as the Chief
 
   
Administrative Officer.  From 2011
 
   
through 2012, Mr. Alexander was
 
   
employed by Sutter Health West Bay
 
   
Region as the Regional Director of
 
   
Strategic Decision Support.
 

 
HENNESSY FUNDS
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27


 
     
Other
     
Directorships
     
Held Outside
Name, (Year of Birth),
   
of Fund
and Position Held
Start Date
Principal Occupation(s)
Complex During
with the Trust               
of Service
During Past Five Years
Past Five Years(1)
       
Doug Franklin
March 2016
Mr. Franklin is a retired insurance
None.
(1964)
 
industry executive.  From 1987
 
Adviser to the Board
 
through 2015, he was employed
 
   
by Allianz-Fireman’s Fund Insurance
 
   
Company in various positions,
 
   
including Chief Actuary and
 
   
Chief Risk Officer.
 
       
Claire Knoles
December 2015
Ms. Knoles is a founder of Kiosk and
None.
(1974)
 
has served as its Chief Operating
 
Adviser to the Board
 
Officer since 2004.  Kiosk is a full
 
   
service marketing agency with
 
   
offices in the San Francisco Bay
 
   
Area, Toronto, and Liverpool, UK.
 
       
Interested Trustee(2)
     
       
Neil J. Hennessy
January 1996 as
Mr. Hennessy has been employed by
Hennessy
(1956)
a Trustee and
Hennessy Advisors, Inc. since 1989
Advisors, Inc.
Trustee, Chairman of
June 2008 as
and currently serves as its President,
 
the Board, Chief
an Officer
Chairman and Chief Executive Officer.
 
Investment Officer,
     
Portfolio Manager,
     
and President
     

 
Name, (Year of Birth),
   
and Position Held
Start Date
Principal Occupation(s)
with the Trust              
of Service
During Past Five Years
     
Officers
   
     
Teresa M. Nilsen
January 1996
Ms. Nilsen has been employed by Hennessy Advisors, Inc.
(1966)
 
since 1989 and currently serves as its Executive Vice President,
Executive Vice President
 
Chief Operations Officer, Chief Financial Officer, and Secretary.
and Treasurer
   
     
Daniel B. Steadman
March 2000
Mr. Steadman has been employed by Hennessy Advisors, Inc.
(1956)
 
since 2000 and currently serves as its Executive Vice President
Executive Vice President
 
and Chief Compliance Officer.
and Secretary
   
     
Brian Carlson
December 2013
Mr. Carlson has been employed by Hennessy Advisors, Inc.
(1972)
 
since December 2013.  Mr. Carlson was previously a co-founder
Senior Vice President and
 
and principal of Trivium Consultants, LLC from February 2011
Head of Distribution
 
through November 2013.
     
Jennifer Cheskiewicz
June 2013
Ms. Cheskiewicz has been employed by Hennessy Advisors, Inc.
(1977)
 
as its General Counsel since June 2013.  She previously served
Senior Vice President and
 
as in-house counsel to Carlson Capital, L.P., an SEC-registered
Chief Compliance Officer
 
investment advisor to several private funds, from
   
February 2010 to May 2013.

 
 
HENNESSYFUNDS.COM
28

TRUSTEES AND OFFICERS OF THE FUND
 
Name, (Year of Birth),
   
and Position Held
Start Date
Principal Occupation(s)
with the Trust              
of Service
During Past Five Years
     
David Ellison
October 2012
Mr. Ellison has been employed by Hennessy Advisors, Inc. since
(1958)(3)
 
October 2012.  He has served as a Portfolio Manager of the
Senior Vice President
 
Hennessy Small Cap Financial Fund and the Hennessy Large
and Portfolio Manager
 
Cap Financial Fund since inception. Mr. Ellison also served as a
   
Portfolio Manager of the Hennessy Technology Fund from its
   
inception until February 2017. Mr. Ellison served as Director,
   
CIO and President of FBR Fund Advisers, Inc. from
   
December 1999 to October 2012.
     
Ryan Kelley
March 2013
Mr. Kelley has been employed by Hennessy Advisors, Inc. since
(1972)(4)
 
October 2012.  He has served as a Portfolio Manager of the
Vice President and
 
Hennessy Gas Utility Fund, the Hennessy Small Cap Financial
Portfolio Manager
 
Fund, and the Hennessy Large Cap Financial Fund since
   
October 2014.  He served as Co-Portfolio Manager of the same
   
funds from March 2013 through September 2014, and as a
   
Portfolio Analyst for the Hennessy Funds from October 2012
   
through October 2014.  Mr. Kelley has also served as a Portfolio
   
Manager of the Hennessy Cornerstone Growth Fund, the
   
Hennessy Cornerstone Mid Cap 30 Fund, the Hennessy
   
Cornerstone Large Growth Fund, and the Hennessy
   
Cornerstone Value Fund and as a Co-Portfolio Manager of the
   
Hennessy Technology Fund since February 2017. Mr. Kelley
   
served as Portfolio Manager of FBR Fund Advisers, Inc. from
   
January 2008 to October 2012.
     
Brian Peery
March 2003 as
Mr. Peery has been employed by Hennessy Advisors, Inc. since
(1969)
an Officer and
2002.  He has served as a Portfolio Manager of the Hennessy
Senior Vice President
February 2011
Cornerstone Growth Fund, the Hennessy Cornerstone Mid Cap
and Portfolio Manager
as a Co-Portfolio
30 Fund, the Hennessy Cornerstone Large Growth Fund, the
 
Manager or
Hennessy Cornerstone Value Fund, the Hennessy Total Return
 
Portfolio Manager
Fund, and the Hennessy Balanced Fund since October 2014. 
   
He served as Co-Portfolio Manager of the same funds from
   
February 2011 through September 2014.  Mr. Peery has also
   
served as a Portfolio Manager of the Hennessy Gas Utility Fund
   
since February 2015 and as Lead Portfolio Manager of the
   
Hennessy Technology Fund since February 2017.
     
Daniel P. Hennessy
December 2016
Mr. Daniel Hennessy has been employed by Hennessy Advisors,
(1990)
 
Inc. since 2015. He has served as an Associate Analyst of the
Assistant Vice President
 
Hennessy Technology Fund since February 2017. He previously
and Associate Analyst
 
served as a Mutual Fund Specialist at U.S. Bancorp Fund
   
Services, LLC from November 2014 to July 2015.  Prior to that,
   
he attended the University of San Diego, where he earned a
   
degree in Political Science.
 

(1)
Messrs. DeSousa, Doyle, Hennessy, and Richardson previously served on the Board of Directors of Hennessy Mutual Funds, Inc. (“HMFI”), The Hennessy Funds, Inc. (“HFI”), and Hennessy SPARX Funds Trust (“HSFT”).  Pursuant to an internal reorganization effective as of February 28, 2014, the series of HFMI, HFI, and HSFT were reorganized into corresponding series of Hennessy Funds Trust that mirrored them.  Subsequent to the reorganization, HFMI, HFI, and HSFT were dissolved.
(2)
Mr. Hennessy is considered an “interested person,” as defined in the Investment Company Act of 1940, as amended, because he is an officer of the Hennessy Funds.
(3)
The address of this officer is 101 Federal Street, Suite 1900, Boston, MA 02110.
(4)
The address of this officer is 1340 Environ Way, Chapel Hill, NC 27517.
 
 
HENNESSY FUNDS
1-800-966-4354
 

29


Expense Example (Unaudited)
October 31, 2017

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 May 1, 2017, through October 31, 2017.
 
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 fee is charged by the Fund’s transfer agent.  IRA accounts will be charged a $15 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” or “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
30

EXPENSE EXAMPLE
 
     
Expenses Paid
 
Beginning
Ending
During Period(1)
 
Account Value
Account Value
May 1, 2017 –
 
   May 1, 2017   
October 31, 2017
October 31, 2017
Investor Class
     
Actual
$1,000.00
$1,088.10
$6.37
Hypothetical (5% return before expenses)
$1,000.00
$1,019.11
$6.16
       
Institutional Class
     
Actual
$1,000.00
$1,089.60
$5.16
Hypothetical (5% return before expenses)
$1,000.00
$1,020.27
$4.99
 
(1)
Expenses are equal to the Fund’s annualized expense ratio of 1.21% for Investor Class shares or 0.98% for Institutional Class shares, as applicable, multiplied by the average account value over the period, multiplied by 184/365 days (to reflect one-half year period).
 
 
 
 
 
 
 
HENNESSY FUNDS
1-800-966-4354
 

31

How to Obtain a Copy of the Fund’s
Proxy Voting Policy and Proxy Voting Records
 
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/proxy-voting/policy.fs; 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 without charge on both the Hennessy Funds’ website at hennessyfunds.com/proxy-voting/vote.fs 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 a 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 made 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 fiscal year 2017, certain dividends paid by the Fund may be subject to a maximum tax rate of 23.8%, 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 that qualified for the corporate dividends received deduction for fiscal year 2017 was 94.30%.
 
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 request an individual copy of a prospectus or financial report at any time.  If you would like to receive separate mailings, please call U.S. Bancorp Fund Services, LLC 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

32

PROXY VOTING — PRIVACY POLICY
 
Privacy Policy
 
We collect the following non-public personal information about you:
 
 
information we receive from you on or in applications or other forms, correspondence, or conversations, including, but not limited to, your name, address, phone number, social security number, assets, income, and date of birth; and
     
 
information about your transactions with us, our affiliates, or others, including, but not limited to, your account number and balance, payment history, parties to transactions, cost basis information, and other financial information.
 
We do not disclose any non-public personal information about our current or former shareholders to non-affiliated third parties, except as permitted by law.  For example, we are permitted by law to disclose all of the information we collect, as described above, to our Transfer Agent to process your transactions.  Furthermore, we restrict access to your non-public personal information to those persons who require such information to provide products or services to you.  We maintain physical, electronic, and procedural safeguards that comply with federal standards to guard your non-public personal information.
 
In the event that you hold shares of the Fund through a financial intermediary, including, but not limited to, a broker-dealer, bank, or trust company, the privacy policy of your financial intermediary would govern how your non-public personal information will be shared with non-affiliated third parties.
 
 
 
 
 
 
 
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 Boulevard, 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 Drive, 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
777 East Wisconsin Avenue
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.






 

ANNUAL REPORT

OCTOBER 31, 2017





HENNESSY TOTAL RETURN FUND
Investor Class  HDOGX

 
 
 

 


hennessyfunds.com  |  1-800-966-4354
 







 

 


(This Page Intentionally Left Blank.)
 












CONTENTS

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
Report of Independent Registered Public Accounting Firm
   
25
Trustees and Officers of the Fund
   
26
Expense Example
   
30
Proxy Voting Policy and Proxy Voting Records
   
32
Quarterly Schedule of Investments
   
32
Federal Tax Distribution Information
   
32
Householding
   
32
Privacy Policy
   
33
 
 
 
 
 

HENNESSY FUNDS
1-800-966-4354
 
 

December 2017
 
Dear Hennessy Funds Shareholder:

Over the past year, global equity markets have made strong advances, fueled by continued, broad-based economic growth in most countries and regions, and in spite of a somewhat unsettling geopolitical backdrop.
 
U.S. stocks performed well in the first year of the new administration in Washington, and, ignoring the debate and the bluster, investors have continued to focus on what concerns them the most – tax reform, deregulation, and the hope of an increase in infrastructure spending. As we move into the final weeks of the calendar year, with the major indices reaching new highs, I find myself envisioning the Dow Jones Industrial Average building momentum toward 30,000.
 
Over the past 12 months, the U.S. economy has continued to grow at a steady rate of almost 2.5% on an annualized basis, as measured by GDP. Companies have added over 170,000 jobs per month on average over the past year, and the current unemployment rate of 4.1% is the lowest in 17 years. Consumer confidence is high and still rising, and corporate profits are at all-time highs. The Federal Reserve has been increasing interest rates, but at a gradual pace. The bond market has also continued to support the equity market and equity market valuations. Since December of last year, long bond yields have stayed within a narrow band, with the 10-year U.S. Treasury yield hovering in the 2.0% to 2.5% range, and remain low compared to historical averages. In my opinion, long bond yields have stayed low despite three increases in the Federal Funds rate over the last 12 months in part due to persistent low inflation.
 
Meanwhile, the prospective price-to-earnings multiples for the Dow Jones Industrial Average and S&P 500 Index are just above long-term averages at 19.5x and 19.9x, respectively. I believe these levels of stock valuation, while higher than a year ago, are still very reasonable. At the peak of the technology/dot-com bubble, U.S. equities sold at much higher multiples across the board than they do today, and bond yields were also much higher. In June of 1999, the Dow Jones Industrial Average sold at 28x earnings and the 10-year bond yield was close to 6%. Today, the Dow is selling at under 20x earnings and is offering a 2.2% dividend yield, on par with the yield of the 10-year government bond at 2.4%.
 
Equity markets in the U.S. have been rising for almost nine years, and financial media reports have speculated that this bull run will come to end, but why? I see no substantial reasons or indicators that a major correction is on the horizon. I remain confident that this bull market has room to run. Overall, investment fundamentals are strong. Corporate earnings are growing at a healthy rate, and companies are generating excess cash flow. Cash continues to build on corporate balance sheets, with $5.2 trillion in cash and short term investments among the S&P 500 Index companies as of October 31, 2017. If our government leaders can pass a meaningful tax reform bill and continue efforts toward regulatory relief, it could be icing on the cake for equities.
 
There have been, and will likely continue to be, downturns throughout this extended bull market. Since 2010, there have been 18 downturns in the market, 14 of which were between 5% and 10% and four of which were corrections of between 10% and 20%. Yet the market has bounced back following each pullback and then has moved higher. A correction is not the end of the bull market. What might signal that we are at the end of this bull market? Euphoria. And I still see no signs of euphoria in this market. In the past,
 
 
 
HENNESSYFUNDS.COM
 
2

LETTER TO SHAREHOLDERS
 
I have likened the current bull market to that of 1982-2000, and I am confident in the strength of the market today and believe the economy will continue its slow, but steady, growth into the coming year.
 
Thank you for your continued confidence and investment in our funds. If you have any questions or would like 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 Index are unmanaged indices commonly used to measure the performance of U.S. stocks. One cannot invest directly in an index.
 
Price to earnings is calculated by dividing a company’s market price per share by its earnings per share.  Dividend yield is calculated as the annual dividends paid by a company divided by the price of a share of its stock. Cash flow provides 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)
 
 
CHANGE IN VALUE OF $10,000 INVESTMENT
 
 
 
This graph illustrates the performance of an initial investment of $10,000 made in the Fund ten years ago and assumes the reinvestment of dividends.
 
AVERAGE ANNUAL TOTAL RETURN FOR PERIODS ENDED OCTOBER 31, 2017
 
 
One
Five
Ten
 
Year
Years
Years
Hennessy Total Return Fund (HDOGX)
12.56%
  8.83%
4.44%
75/25 Blended DJIA/Treasury Index
23.54%
11.32%
6.38%
Dow Jones Industrial Average
32.07%
15.12%
8.15%
 
Expense ratio:  1.45%
 
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.  The performance table does not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares.  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 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 ICE BofAML U.S. 3-Month Treasury Bill Index.  The Dow Jones Industrial Average is an unmanaged index commonly used to measure the performance of U.S. stocks.  The ICE BofAML U.S. 3-Month Treasury Bill Index is an unmanaged index of Treasury securities maturing in 90 days.  One cannot invest directly in an index.
 
The expense ratio presented is from the most recent prospectus.  The expense ratio for the current reporting period is available in the Financial Highlights section of this report.
 
PERFORMANCE NARRATIVE
 
Portfolio Managers Neil J. Hennessy and Brian E. Peery
 
Performance:
 
For the 12-month period ended October 31, 2017, the Hennessy Total Return Fund returned 12.56%, underperforming both the 75/25 Blended DJIA/Treasury Index* and the Dow Jones Industrial Average, which returned 23.54% and 32.07% for the same period, respectively.
 
 
 
HENNESSYFUNDS.COM
4

PERFORMANCE OVERVIEW
 
The Fund underperformed its primary benchmark, the 75/25 Blended DJIA/Treasury Index, as a result of both sector allocation and stock selection. Some of the largest contributors to the Fund’s relative underperformance were the notable absences of Apple and Microsoft from the portfolio, as both stocks performed well over the period. Additionally the Fund’s overweight position in Cisco Systems Inc. hurt performance. An overweight position in the Consumer Discretionary sector helped performance, but its contribution was offset by overweight positions in Energy and Telecommunication Services, which hurt the Fund’s relative performance.
 
Portfolio Strategy:
 
The Fund invests approximately 75% of its assets in the “Dogs of the Dow,” the 10 highest dividend-yielding Dow stocks, and 25% of its assets in U.S. Treasuries. As a result of this “blended” strategy, the Fund may be expected to underperform equities in periods when markets rise and outperform in periods when markets fall. The Fund is designed to allow investors to gain exposure to the equity market while maintaining a percentage of their investment in fixed income securities. We believe the Fund is well positioned for the more conservative investor, as the equity portion of the portfolio is invested in what we would deem to be high-quality companies, each with a historically high dividend yield, and the balance of the Fund is invested in low-risk, short-duration U.S. Treasuries.
 
Investment Commentary:
 
We believe the balance between risk and reward afforded by the Fund’s stock selection and asset allocation policies provides conservative investors with a compelling way to participate in the market longer term while maintaining a lower risk profile. With investments in all but three of the market sectors, we believe the Fund is well diversified. We believe the Fund’s holdings, stocks that offer higher dividend yields and trade on lower valuations than the DJIA as a whole, will continue to participate in a rising market. Should the market experience a correction, we would expect our more defensive holding to perform well relative to the market. The relatively short duration of the 25% weighting of U.S. Treasuries in the portfolio (all less than one year) may allow us the ability to roll into higher-yielding Treasuries in the event yields 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 ICE BofA Merrill Lynch U.S. 3-Month Treasury Bill Index.
 
Opinions expressed are those of the Portfolio Managers as of the date written and are subject to change, are not guaranteed, and should not be considered investment advice or an indication of trading intent.
 
The Dow Jones Industrial Average is an unmanaged index commonly used to measure the performance of U.S. stocks. The ICE BofA Merrill Lynch U.S. 3-Month Treasury Bill Index is an unmanaged index of Treasury securities maturing in three months. One cannot invest directly in an index.
 
The Fund is non-diversified, meaning it may concentrate its assets in fewer individual holdings than a diversified fund, making it more exposed to individual stock volatility than a diversified fund. The Fund’s formula-based strategy may cause the Fund to buy or sell securities at times when it may not be advantageous. Please see the Fund’s prospectus for a more complete discussion of these and other risks.
 
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.
 
Duration is a measure of the sensitivity of the price (the value of principal) of a fixed-income investment to a change in interest rates and is expressed as a number of years. Dividend yield is calculated as the annual dividends paid by a company divided by its market price per share.
 

HENNESSY FUNDS
1-800-966-4354
 

5

Financial Statements
 
Schedule of Investments as of October 31, 2017
 
HENNESSY TOTAL RETURN FUND
(% of Net Assets)
 
 
 
TOP TEN HOLDINGS
 
% NET ASSETS 
U.S. Treasury Bill, 0.995%, 11/16/2017
   
23.14
%
U.S. Treasury Bill, 1.045%, 12/21/2017
   
23.12
%
U.S. Treasury Bill, 1.090%, 01/18/2018
   
23.10
%
Cisco Systems, Inc.
   
7.01
%
Pfizer, Inc.
   
6.79
%
Chevron Corp.
   
6.75
%
The Coca-Cola Co.
   
6.67
%
International Business Machines Corp.
   
6.64
%
Exxon Mobil Corp.
   
6.63
%
Verizon Communications, Inc.
   
6.53
%
 
 
 
 
 
 
 
 
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, as amended, the Fund uses more specific industry classifications.
 
 
 
HENNESSYFUNDS.COM

6

SCHEDULE OF INVESTMENTS

COMMON STOCKS – 68.65%
 
Number
         
% of
 
 
 
of Shares
   
Value
   
Net Assets
 
Consumer Discretionary – 1.24%
                 
McDonald’s Corp.
   
5,800
   
$
968,078
     
1.24
%
                         
Consumer Staples – 13.13%
                       
The Coca-Cola Co.
   
112,800
     
5,186,544
     
6.67
%
The Procter & Gamble Co.
   
58,200
     
5,024,988
     
6.46
%
 
           
10,211,532
     
13.13
%
                         
Energy – 13.38%
                       
Chevron Corp.
   
45,300
     
5,249,817
     
6.75
%
Exxon Mobil Corp.
   
61,800
     
5,151,030
     
6.63
%
 
           
10,400,847
     
13.38
%
                         
Health Care – 8.61%
                       
Merck & Co., Inc.
   
25,700
     
1,415,813
     
1.82
%
Pfizer, Inc.
   
150,500
     
5,276,530
     
6.79
%
 
           
6,692,343
     
8.61
%
                         
Industrials – 8.85%
                       
Caterpillar, Inc.
   
17,200
     
2,335,760
     
3.00
%
General Electric Co.
   
154,000
     
3,104,640
     
3.99
%
The Boeing Co.
   
5,600
     
1,444,688
     
1.86
%
 
           
6,885,088
     
8.85
%
                         
Information Technology – 16.91%
                       
Cisco Systems, Inc.
   
159,700
     
5,453,755
     
7.01
%
Intel Corp.
   
55,700
     
2,533,793
     
3.26
%
International Business Machines Corp.
   
33,500
     
5,161,010
     
6.64
%
 
           
13,148,558
     
16.91
%
                         
Telecommunication Services – 6.53%
                       
Verizon Communications, Inc.
   
106,000
     
5,074,220
     
6.53
%
 
                       
Total Common Stocks
                       
  (Cost $48,634,762)
           
53,380,666
     
68.65
%
 

 

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

HENNESSY FUNDS
1-800-966-4354
 

7

 

SHORT-TERM INVESTMENTS – 73.18%
 
Number of Shares/
         
% of
 
 
 
Par Amount
   
Value
   
Net Assets
 
Money Market Funds – 3.82%
                 
Fidelity Government Portfolio, Institutional Class, 0.92% (a)
   
2,971,734
   
$
2,971,734
     
3.82
%
                         
U.S. Treasury Bills (c) – 69.36%
                       
0.995%, 11/16/2017 (b)
   
18,000,000
     
17,992,688
     
23.14
%
1.045%, 12/21/2017 (b)
   
18,000,000
     
17,975,000
     
23.12
%
1.090%, 01/18/2017 (b)
   
18,000,000
     
17,957,882
     
23.10
%
 
           
53,925,570
     
69.36
%
Total Short-Term Investments
                       
  (Cost $56,898,374)
           
56,897,304
     
73.18
%
 
                       
Total Investments
                       
  (Cost $105,533,136) – 141.83%
           
110,277,970
     
141.83
%
Liabilities in Excess of Other Assets – (41.83)%
           
(32,525,070
)
   
(41.83
)%
TOTAL NET ASSETS – 100.00%
         
$
77,752,900
     
100.00
%

Percentages are stated as a percent of net assets.

(a)
The rate listed is the fund’s 7-day yield as of October 31, 2017.
(b)
The rate listed is discount rate at issue.
(c)
Collateral or partial collateral for securities sold subject to repurchase.








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

8


SCHEDULE OF INVESTMENTS

Summary of Fair Value Exposure at October 31, 2017
 
The following is a summary of the inputs used to value the Fund’s net assets as of October 31, 2017 (See Note 3 in the accompanying notes to the financial statements):
 
Common Stocks
 
Level 1
   
Level 2
   
Level 3
   
Total
 
Consumer Discretionary
 
$
968,078
   
$
   
$
   
$
968,078
 
Consumer Staples
   
10,211,532
     
     
     
10,211,532
 
Energy
   
10,400,847
     
     
     
10,400,847
 
Health Care
   
6,692,343
     
     
     
6,692,343
 
Industrials
   
6,885,088
     
     
     
6,885,088
 
Information Technology
   
13,148,558
     
     
     
13,148,558
 
Telecommunication Services
   
5,074,220
     
     
     
5,074,220
 
Total Common Stocks
 
$
53,380,666
   
$
   
$
   
$
53,380,666
 
Short-Term Investments
                               
Money Market Funds
 
$
2,971,734
   
$
   
$
   
$
2,971,734
 
U.S. Treasury Bills
   
     
53,925,570
     
     
53,925,570
 
Total Short-Term Investments
 
$
2,971,734
   
$
53,925,570
   
$
   
$
56,897,304
 
Total Investments
 
$
56,352,400
   
$
53,925,570
   
$
   
$
110,277,970
 
 
Transfers between levels are recognized at the end of the reporting period. During the year ended October 31, 2017, the Fund recognized no transfers between levels.
 
Schedule of Reverse Repurchase Agreements
 
         
Principal
Maturity
 
Maturity
 
 
Face Value
 
Counterparty
Rate
Trade Date
Date
 
Amount
 
 
$
10,794,000
 
Jefferies LLC
1.250%
8/18/17
11/16/17
 
$
10,827,731
 
   
10,794,000
 
Jefferies LLC
1.250%
9/22/17
12/21/17
   
10,827,731
 
   
10,794,000
 
Jefferies LLC
1.350%
10/20/17
1/18/18
   
10,830,430
 
 
$
32,382,000
              
$
32,485,892
 
 
As of October 31, 2017, the fair value of securities held as collateral for reverse repurchase agreements was $35,950,380 as noted on the Schedule of Investments.
 
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 October 31, 2017, was $32,382,000.  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 $32,485,892.
 








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 October 31, 2017
 
ASSETS:
     
Investments in securities, at value (cost $105,533,136)
 
$
110,277,970
 
Dividends and interest receivable
   
119,094
 
Receivable for fund shares sold
   
5,730
 
Prepaid expenses and other assets
   
12,975
 
Total Assets
   
110,415,769
 
         
LIABILITIES:
       
Payable for fund shares redeemed
   
79,181
 
Payable to advisor
   
40,232
 
Payable to administrator
   
13,129
 
Payable to auditor
   
21,305
 
Accrued distribution fees
   
62,536
 
Accrued service fees
   
6,705
 
Reverse repurchase agreements
   
32,382,000
 
Accrued interest payable
   
38,862
 
Accrued trustees fees
   
5,572
 
Accrued expenses and other payables
   
13,347
 
Total Liabilities
   
32,662,869
 
NET ASSETS
 
$
77,752,900
 
         
NET ASSETS CONSIST OF:
       
Capital stock
 
$
65,079,509
 
Accumulated net investment income
   
112,796
 
Accumulated net realized gain on investments
   
7,815,761
 
Unrealized net appreciation on investments
   
4,744,834
 
Total Net Assets
 
$
77,752,900
 
         
NET ASSETS
       
Investor Class:
       
Shares authorized (no par value)
 
Unlimited
 
Net assets applicable to outstanding Investor Class shares
 
$
77,752,900
 
Shares issued and outstanding
   
5,304,372
 
Net asset value, offering price and redemption price per share
 
$
14.66
 
 
 

 

The accompanying notes are an integral part of these financial statements.
 
 
HENNESSYFUNDS.COM
10


STATEMENT OF ASSETS AND LIABILITIES/STATEMENT OF OPERATIONS

Financial Statements
 
Statement of Operations for the year ended October 31, 2017
 
INVESTMENT INCOME:
     
Dividend income
 
$
2,123,733
 
Interest income
   
411,344
 
Total investment income
   
2,535,077
 
         
EXPENSES:
       
Investment advisory fees (See Note 5)
   
516,270
 
Interest expense (See Notes 7 and 9)
   
356,629
 
Distribution fees – Investor Class (See Note 5)
   
129,067
 
Service fees – Investor Class (See Note 5)
   
86,045
 
Sub-transfer agent expenses – Investor Class (See Note 5)
   
84,544
 
Administration, fund accounting, custody and transfer agent fees (See Note 5)
   
82,221
 
Compliance expense (See Note 5)
   
28,705
 
Audit fees
   
21,300
 
Trustees’ fees and expenses
   
16,348
 
Reports to shareholders
   
13,717
 
Federal and state registration fees
   
5,119
 
Other expenses
   
7,763
 
Total expenses
   
1,347,728
 
NET INVESTMENT INCOME
 
$
1,187,349
 
         
REALIZED AND UNREALIZED GAINS:
       
Net realized gain on investments
 
$
8,689,833
 
Net change in unrealized appreciation on investments
   
49,360
 
Net gain on investments
   
8,739,193
 
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS
 
$
9,926,542
 
 
 
 

 

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

HENNESSY FUNDS
1-800-966-4354
 

11


Financial Satements
 
Statements of Changes in Net Assets
 
   
Year Ended
   
Year Ended
 
   
October 31, 2017
   
October 31, 2016
 
OPERATIONS:
           
Net investment income
 
$
1,187,349
   
$
917,219
 
Net realized gain on investments
   
8,689,833
     
4,429,880
 
Net change in unrealized appreciation
               
  (depreciation) on investments
   
49,360
     
(36,877
)
Net increase in net assets resulting from operations
   
9,926,542
     
5,310,222
 
                 
DISTRIBUTIONS TO SHAREHOLDERS FROM:
               
Net investment income – Investor Class
   
(1,171,215
)
   
(921,292
)
Net realized gains – Investor Class
   
(4,428,807
)
   
(5,932,910
)
Total distributions
   
(5,600,022
)
   
(6,854,202
)
                 
CAPITAL SHARE TRANSACTIONS:
               
Proceeds from shares subscribed – Investor Class
   
17,437,144
     
25,999,315
 
Dividends reinvested – Investor Class
   
5,335,208
     
6,430,792
 
Cost of shares redeemed – Investor Class
   
(33,215,945
)
   
(16,432,231
)
Net increase (decrease) in net assets derived
               
  from capital share transactions
   
(10,443,593
)
   
15,997,876
 
TOTAL INCREASE (DECREASE) IN NET ASSETS
   
(6,117,073
)
   
14,453,896
 
                 
NET ASSETS:
               
Beginning of year
   
83,869,973
     
69,416,077
 
End of year
 
$
77,752,900
   
$
83,869,973
 
Undistributed net investment income, end of year
 
$
112,796
   
$
96,662
 
                 
CHANGES IN SHARES OUTSTANDING:
               
Shares sold – Investor Class
   
1,237,906
     
1,870,317
 
Shares issued to holders as reinvestment
               
  of dividends – Investor Class
   
387,386
     
498,039
 
Shares redeemed – Investor Class
   
(2,382,169
)
   
(1,198,857
)
Net increase (decrease) in shares outstanding
   
(756,877
)
   
1,169,499
 

 

 
The accompanying notes are an integral part of these financial statements.
 
 
HENNESSYFUNDS.COM
12


STATEMENTS OF CHANGES IN NET ASSETS/STATEMENT OF CASH FLOWS

Financial Statements
 
Statement of Cash Flows for the year ended October 31, 2017
 
Cash flows from operating activities:
     
Net increase in net assets from operations
 
$
9,926,542
 
Adjustments to reconcile net increase in net assets from
       
  operations to net cash provided by operating activities:
       
Payments to purchase securities
   
(21,415,781
)
Proceeds from sale of securities
   
33,423,878
 
Sale of short-term investments, net
   
4,225,309
 
Proceeds from securities litigation
   
7,589
 
Realized gain on investments in securities
   
(8,689,833
)
Net accretion of discount on securities
   
(392,563
)
Change in unrealized appreciation on investments in securities
   
(49,360
)
(Increases) decreases in operating assets:
       
Decrease in dividends and interest receivable
   
37,753
 
Decrease in receivable for securities sold
   
2,553,727
 
Increase in prepaid expenses and other assets
   
(2,748
)
Increases (decreases) in operating liabilities:
       
Decrease in payable to advisor
   
(4,840
)
Decrease in payable to administrator
   
(1,887
)
Decrease in accrued distribution fees
   
(2,150
)
Decrease in accrued service fees
   
(807
)
Increase in accrued interest payable
   
8,325
 
Decrease in accrued audit fees
   
(1,076
)
Increase in accrued trustee fees
   
1,674
 
Decrease in other accrued expenses and payables
   
(24,758
)
Net cash used in operating activities
   
19,598,994
 
         
Cash flows from financing activities:
       
Increase in reverse repurchase agreements
   
(3,598,000
)
Proceeds from shares sold
   
17,482,923
 
Payment on shares redeemed
   
(33,219,103
)
Distributions paid in cash, net of reinvestments
   
(264,814
)
Net cash provided by financing activities
   
(19,598,994
)
Net increase in cash
   
 
         
Cash:
       
Beginning balance
   
 
Ending balance
 
$
 
         
Supplemental information:
       
Non-cash financing activities not included herein consists
       
  of dividend  reinvestment of dividends and distributions
 
$
5,335,208
 
         
Cash paid for interest
 
$
348,304
 


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

HENNESSY FUNDS
1-800-966-4354
 

13


Financial Statements
 
Financial Highlights
 
For an Investor Class share outstanding throughout each year
 
 

PER SHARE DATA:
Net asset value, beginning of year
 
Income from investment operations:
Net investment income
Net realized and unrealized gains (losses) on investments
Total from investment operations
 
Less distributions:
Dividends from net investment income
Dividends from net realized gains
Total distributions
Net asset value, end of year
 
TOTAL RETURN

SUPPLEMENTAL DATA AND RATIOS:
Net assets, end of year (millions)
Gross ratio of expenses, including interest expense, to average net assets
Ratio of net investment income to average net assets
Portfolio turnover rate

 
 
 

 

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

14


FINANCIAL HIGHLIGHTS — INVESTOR CLASS
 
 
 
 

Year Ended October 31,
   
2017
   
2016
   
2015
   
2014
   
2013
   
                             
$
13.84
   
$
14.19
   
$
15.27
   
$
14.30
   
$
12.64
   
                                       
                                       
 
0.20
     
0.16
     
0.20
     
0.20
     
0.16
   
 
1.48
     
0.88
     
(0.02
)
   
0.96
     
1.66
   
 
1.68
     
1.04
     
0.18
     
1.16
     
1.82
   
                                       
                                       
 
(0.20
)
   
(0.16
)
   
(0.20
)
   
(0.19
)
   
(0.16
)
 
 
(0.66
)
   
(1.23
)
   
(1.06
)
   
     
   
 
(0.86
)
   
(1.39
)
   
(1.26
)
   
(0.19
)
   
(0.16
)
 
$
14.66
   
$
13.84
   
$
14.19
   
$
15.27
   
$
14.30
   
                                       
 
12.56
%
   
8.20
%
   
1.22
%
   
8.15
%
   
14.49
%
 
                                       
                                       
$
77.75
   
$
83.87
   
$
69.42
   
$
83.89
   
$
90.24
   
 
1.57
%
   
1.44
%
   
1.28
%
   
1.34
%
   
1.37
%
 
 
1.38
%
   
1.22
%
   
1.40
%
   
1.31
%
   
1.16
%
 
 
36
%
   
44
%
   
27
%
   
23
%
   
31
%
 

 
 
 
 

 

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

HENNESSY FUNDS
1-800-966-4354
 

15


Financial Statements
 
Notes to the Financial Statements October 31, 2017
 
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 investment objective of the Fund is total return, consisting of capital appreciation and current income.  The Fund is a non-diversified fund and offers Investor Class shares.
 
As an investment company, the Fund follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (“FASB”) Accounting Standard Codification Topic 946 “Financial Services—Investment Companies.”
 
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 conform to 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 – No provision for federal income taxes or excise taxes has been made because 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/loss and realized gains/losses for federal income tax purposes may differ from those reported in 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.  The Fund recognizes interest and penalties related to income tax benefits, if any, in the Statement of Operations as an income tax expense.  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.  The Fund may utilize equalization accounting for tax purposes and designate earnings and profits, including net realized gains distributed to shareholders on redemption of shares, as part of the dividends paid deduction for income tax purposes.
 
 
Due to inherent differences in the recognition of income, expenses, and realized gains/losses under GAAP and federal income tax regulations, permanent differences between book and tax basis for reporting for fiscal year 2017 have been identified and appropriately reclassified in the Statement of Assets and Liabilities.  The adjustments are as follows:

 
Accumulated
Accumulated
   
 
Net Investment
Net Realized
   
 
        Income       
Gain on Investments
Capital Stock
 
 
$  —
$(771,317)
$771,317
 
 
c).
Accounting for Uncertainty in Income Taxes – The Fund has accounting policies regarding recognition and measurement of tax positions taken or expected to be taken on a tax return.  The tax returns of the Fund for the prior three fiscal years are

 
 
HENNESSYFUNDS.COM
16


 
NOTES TO THE FINANCIAL STATEMENTS
 
 
open for examination.  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.
 
d).
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.
 
e).
Distributions to Shareholders – Dividends from net investment income for the Fund, if any, are declared and paid at the end of each calendar quarter.  Distributions of net realized capital gains, if any, are declared and paid annually, usually in December.
 
f).
Security Transactions – Investment and shareholder transactions are recorded on the trade date.  The Fund determines the realized gain/loss from an investment transaction 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.
 
g).
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.
 
h).
Share Valuation – The net asset value (“NAV”) per share of the Fund is calculated by dividing (i) 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 (ii) 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 NAV per share.
 
i).
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, provide a substitute for purchasing or selling particular securities, or increase potential income gain.  Derivatives are financial contracts based on an underlying or notional amount, require no initial investment or an initial net investment that is smaller than would normally be required to have a similar response to changes in market factors, and require or permit net settlement.  Derivatives may allow the Fund to increase or decrease the level of risk to which the Fund is exposed more quickly and efficiently than transactions in other types of instruments.  The main reason for utilizing derivative instruments is for hedging purposes.
 
 
The Fund follows the financial accounting reporting rules as required by the Derivatives and Hedging Topic of the FASB 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 fiscal year 2017, the Fund did not hold any derivative instruments.
 
j).
Repurchase and Reverse Repurchase Agreements – The Fund may enter into repurchase agreements and reverse repurchase agreements with member banks or security dealers of the Federal Reserve Board whom the investment advisor deems
 

HENNESSY FUNDS
1-800-966-4354
 
17

 
 
creditworthy.  Transactions involving repurchase agreements and reverse repurchase agreements are treated as collateralized financing transactions and are recorded at their contracted resell or repurchase amounts, which approximates fair value.  Interest on repurchase agreements and reverse repurchase agreements is included in interest receivable and interest payable, respectively.
 
 
In connection with repurchase agreements, securities pledged as collateral 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 to cover the repurchase amount in the event of default of the counterparty.  If the counterparty defaults and the fair 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.
 
 
At October 31, 2017, securities with a fair value of $35,950,380, which are included in investments in securities in the Statement of Assets and Liabilities, were pledged to collateralize reverse repurchase agreements.
 
k).
Offsetting Assets and Liabilities – The Fund follows the 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 (“MRAs”) 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 MRA 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 October 31, 2017, please refer to the table in Note 9.
 
3).  SECURITIES VALUATION
 
The Fund follows 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 of changes in valuation techniques and related inputs during the period.  These inputs are summarized in the three broad levels listed below:
 
 
Level 1 –
Unadjusted, quoted prices in active markets for identical instruments that the Fund has the ability to access at the date of measurement.
     
 
Level 2 –
Other significant observable inputs (including, but not limited to, quoted prices in active markets for similar instruments, quoted prices in markets that are not active for identical or similar instruments, and model-derived valuations in which all significant inputs and significant value drivers are observable in active markets, such as interest rates, prepayment speeds, credit risk curves, default rates, and similar data).
     
 
Level 3 –
Significant unobservable inputs (including the Fund’s own assumptions about what market participants would use to price the asset or liability based on the best available information) when observable inputs are unavailable.

 
 
HENNESSYFUNDS.COM
18

 
NOTES TO THE FINANCIAL STATEMENTS
 
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, exchange-traded funds, closed-end mutual funds, partnerships, rights, and real estate investment trusts, that are traded on a securities exchange for which a last-quoted sales price is readily available will generally 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 generally 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 generally 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.
 
 
Registered Investment Companies – Investments in registered investment companies (e.g., mutual funds) are generally priced at the ending NAV provided by the applicable registered investment company’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 generally 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 observable market data, such as reported sales of similar securities, broker quotes, yields, bids, offers, and reference data.  Certain securities are valued primarily 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 with an original term to maturity of 60 days or less are valued at amortized cost, which approximates fair market value.  If the original term to maturity of a short-term debt investment exceeded 60 days, then the values as of the 61st day prior to maturity are amortized.  Amortized cost is not used if its use would be inappropriate due to credit or other impairments of the issuer, in which case the security’s fair value would be determined, as described below.  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, such as the trading volume of a security and markets, the values of other similar securities, and news events with direct bearing on a security or markets.  Fair value pricing results in an estimated price for a security that reflects the amount the Fund might reasonably expect to receive in a current sale.  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
 
19


 
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 “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 to determine 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 October 31, 2017, are included in the Schedule of Investments.
 
4).  INVESTMENT TRANSACTIONS
 
Purchases and sales of investment securities (excluding government and short-term investments) for the Fund during fiscal year 2017 were $21,415,781 and $33,423,878, respectively.
 
There were no purchases or sales/maturities of long-term U.S. government securities for the Fund during fiscal year 2017.
 
The Fund is permitted to purchase or sell securities from or to another fund in the Hennessy Funds family of funds (the “Hennessy Funds”) under specified conditions outlined in procedures adopted by the Board.  The procedures have been designed to ensure that any purchase or sale of securities by the Fund from or to another Hennessy Fund complies with Rule 17a-7 of the Investment Company Act of 1940, as amended.  For fiscal year 2017, the Fund did not engage in purchases or sales of securities pursuant to Rule 17a-7 of the Investment Company Act of 1940, as amended.
 
5).  INVESTMENT MANAGEMENT FEE AND OTHER TRANSACTIONS WITH AFFILIATES
 
The Advisor provides the Fund with investment management services under an Investment Advisory Agreement.  The Advisor provides all investment advice, office space, and facilities, as well as 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 an annual rate of 0.60%.  The net investment advisory fees expensed by the Fund during fiscal year 2017 are included in the Statement of Operations.
 
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.  The shareholder service fees expensed by the Fund during fiscal year 2017 are included in the Statement of Operations.
 
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.  Even though the authorized rate is up to 0.25%, the Fund is currently only using up to 0.15% of its average daily net assets for such purpose.  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, shareholder account servicing, the printing and mailing of prospectuses to other than current shareholders, the printing and mailing of sales literature, and compensation for sales and marketing activities or to financial institutions and others, such as dealers and distributors.  The
 
 
 
HENNESSYFUNDS.COM
20

NOTES TO THE FINANCIAL STATEMENTS
 
distribution fees expensed by the Fund during fiscal year 2017 are included in the Statement of Operations.
 
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.  The sub-transfer agent fees expensed by the Fund during fiscal year 2017 are included in the Statement of Operations.
 
U.S. Bancorp Fund Services, LLC (“USBFS”) provides the Fund with administrative, fund accounting, and transfer agent services and necessary office equipment.  As administrator, USBFS is responsible for activities such as (i) preparing various federal and state regulatory filings, reports, and returns for the Fund, (ii) preparing reports and materials to be supplied to the Board, (iii) monitoring the activities of the Fund’s custodian, transfer agent, and accountants, and (iv) coordinating the preparation and payment of the Fund’s expenses and reviewing the Fund’s expense accruals.  U.S. Bank, N.A., an affiliate of USBFS, serves as the Fund’s custodian.  The servicing agreements between the Trust, USBFS, and U.S. Bank N.A. contain a fee schedule that is inclusive of administrative, fund accounting, custody, and transfer agent fees.  The administrative, fund accounting, custody, and transfer agent fees expensed by the Fund during fiscal year 2017 are included in the Statement of Operations.
 
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.
 
The officers of the Fund are affiliated with the Advisor.  Such officers, with the exception of the Chief Compliance Officer and the Senior Compliance Officer, receive no compensation from the Fund for serving in their respective roles.  The Fund, along with the other Hennessy Funds, makes reimbursement payments, on an equal basis, to the Advisor for a portion of the salary and benefits associated with the office of the Chief Compliance Officer and for all of the salary and benefits associated with the office of the Senior Compliance Officer.  The compliance fees expensed by the Fund during fiscal year 2017 are included in the Statement of Operations.
 
6).  GUARANTEES AND INDEMNIFICATIONS
 
Under the Hennessy Funds’ organizational documents, their officers and trustees are indemnified by the Hennessy Funds against certain liabilities arising out of the performance of their duties to the Hennessy Funds.  Additionally, in the normal course of business, the Hennessy Funds enter into contracts with service providers that contain general indemnification clauses.  The Fund’s maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Fund that have not yet occurred.  Currently, the Fund expects the risk of loss to be remote.
 
7).  LINE OF CREDIT
 
The Fund has an uncommitted line of credit with the other 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 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
 

HENNESSY FUNDS
1-800-966-4354
 
21

rate and are secured by all of the Fund’s assets (as to its own borrowings only).  During fiscal year 2017, the Fund had an outstanding average daily balance and a weighted average interest rate of $90,414 and 3.97%, respectively.  The interest expensed by the Fund under the line of credit during fiscal year 2017 was $3,480, and is included as a component of interest expense in the Statement of Operations.  The maximum amount outstanding for the Fund during the period was $4,373,000.  At October 31, 2017, the Fund did not have any borrowings outstanding under the line of credit.
 
8).  FEDERAL TAX INFORMATION
 
As of October 31, 2017, the components of accumulated earnings (losses) for income tax purposes were as follows:
 
 
 
Investments
 
Cost of investments for tax purposes
 
$
105,665,206
 
Gross tax unrealized appreciation
 
$
6,050,237
 
Gross tax unrealized depreciation
   
(1,437,473
)
Net tax unrealized appreciation
 
$
4,612,764
 
Undistributed ordinary income
 
$
805,355
 
Undistributed long-term capital gains
   
7,255,272
 
Total distributable earnings
 
$
8,060,627
 
Other accumulated gain
 
$
 
Total accumulated gain
 
$
12,673,391
 
 
The difference between book-basis unrealized appreciation/depreciation (as shown in the Statement of Assets and Liabilities) and tax-basis unrealized appreciation/depreciation (as shown above) is attributable primarily to wash sales.
 
At October 31, 2017, the Fund had no tax basis capital losses to offset future capital gains.
 
At October 31, 2017, the Fund did not defer, on a tax basis, any late-year ordinary losses.  Late-year ordinary losses are net ordinary losses incurred after December 31, 2016, but within the taxable year, that are deemed to arise on the first day of the Fund’s next taxable year.
 
During fiscal years 2017 and 2016, the tax character of distributions paid by the Fund was as follows:
 
 
 
Year Ended
   
Year Ended
 
 
 
October 31, 2017
   
October 31, 2016
 
Ordinary income(1)
 
$
1,216,622
   
$
1,010,164
 
Long-term capital gain
   
4,383,400
     
5,844,038
 
 
 
$
5,600,022
   
$
6,854,202
 
 
(1)  Ordinary income includes short-term gain/loss.
 
9).  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 in the Statement of Assets and Liabilities.  Interest payments made under reverse repurchase agreements were $353,159, and are recorded as a component of interest expense in the Statement of Operations.
 
 
 
HENNESSYFUNDS.COM
22

NOTES TO THE FINANCIAL STATEMENTS
 
For fiscal year 2017, the average daily balance and average interest rate in effect for reverse repurchase agreements were $35,181,540 and 1.003%, respectively.  Below is information about the scheduled maturity date, amount, and interest rate for outstanding reverse repurchase agreements as of October 31, 2017:
 
 
Maturity Date
Amount
Interest Rate
 
 
November 16, 2017
$10,794,000
1.25%
 
 
December 21, 2017
$10,794,000
1.25%
 
 
January 18, 2018
$10,794,000
1.35%
 
 
Outstanding reverse repurchase agreements at October 31, 2017, were equal to 41.65% of the Fund’s net assets.
 
Below is information about instruments and transactions eligible for offset in the Statement of Assets and Liabilities, on both a gross and net basis, 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
$32,382,000
$     —
$32,382,000
$32,382,000
$     —
$     —
 
$32,382,000
$     —
$32,382,000
$32,382,000
$     —
$     —
 
For additional information, please refer to the “Offsetting Assets and Liabilities” section in Note 2.
 
10).  CHANGE IN AUDITOR DISCLOSURE
 
On September 11, 2017, the Trust, by action of the Audit Committee of the Board and on behalf of the Fund, the Hennessy Cornerstone Growth Fund, the Hennessy Cornerstone Mid Cap 30 Fund, the Hennessy Cornerstone Large Growth Fund, the Hennessy Cornerstone Value Fund, the Hennessy Balanced Fund, the Hennessy Japan Fund, and the Hennessy Japan Small Cap Fund (collectively, the “Applicable Funds”), dismissed KPMG LLP (“KPMG”) and engaged Tait, Weller & Baker LLP (“Tait Weller”) to serve as the independent registered public accounting firm to audit the financial statements of all series of the Trust for fiscal year 2017.  Tait Weller previously served as the independent registered public accounting firm for the series of the Trust that are not one of the Applicable Funds.
 
KPMG’s reports on the financial statements for the Applicable Funds for each of fiscal years 2015 and 2016 contained no adverse opinion or disclaimer of opinion, nor were they qualified or modified as to uncertainty, audit scope, or accounting principles.  During fiscal years 2015 and 2016 and the interim period of November 1, 2016, through September 11, 2017 (the “Interim Period”), there were no (i) disagreements with KPMG on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which disagreements, if not resolved to the satisfaction of KPMG, would have caused it to make reference to the subject matter of the disagreements in connection with its reports on the Applicable Fund’s financial statements for such years, nor (ii) “reportable events” of the kind described in Item 304(a)(1)(v) of Regulation S-K under the Securities Exchange Act of 1934, as amended.


HENNESSY FUNDS
1-800-966-4354
 
23


 
During fiscal years 2015 and 2016 and the Interim Period, neither the Applicable Funds nor anyone on behalf of the Applicable Funds has consulted Tait Weller on items that concerned (a) the application of accounting principles to a specified transaction, either completed or proposed, or the type of audit opinion that might be rendered on an Applicable Fund’s financial statements, or (b) the subject of a disagreement (as defined in paragraph (a)(1)(iv) of Item 304 of Regulation S-K and related instructions) or reportable events (as described in paragraph (a)(1)(v) of Item 304 of Regulation S-K).  The selection of Tait Weller does not reflect any disagreements or dissatisfaction by the Applicable Funds, the Board, or the Audit Committee with the performance of KPMG.
 
11).  EVENTS SUBSEQUENT TO YEAR END
 
Management has evaluated the Fund’s related events and transactions that occurred subsequent to October 31, 2017, through the date of issuance of the Fund’s financial statements.  Other than as disclosed below, management has determined that there were no subsequent events requiring recognition or disclosure in the financial statements.
 
On December 7, 2017, capital gains were declared and paid to shareholders of record on December 6, 2017, as follows:

 
Long-term
Short-term
Investor Class
$1.38773
$0.13247


 
 
 
 
 

 

 
 
HENNESSYFUNDS.COM
24


NOTES/REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

Report of Independent Registered Public
Accounting Firm

To the Board of Trustees of Hennessy Funds Trust
and the Shareholders of the Hennessy Total Return Fund
Novato, CA
 
We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of the Hennessy Total Return Fund (the “Fund”), a series of Hennessy Funds Trust as of October 31, 2017, and the related statement of operations, the statement of changes in net assets, the statement of cash flows, and the financial highlights for the year then ended. The statement of changes in net assets for the year ended October 31, 2016 and the financial highlights for each of the four years in the period ended October 31, 2016 have been audited by other auditors, whose report dated December 22, 2016 expressed unqualified opinions on such financial statements and financial highlights. These financial statements and financial highlights are the responsibility of the Fund’s management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audit.
 
We conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board (United States).  Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement.  The Fund is not required to have, nor were we engaged to perform, an audit of the Fund’s internal control over financial reporting. Our audit included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purposes of expressing an opinion on the effectiveness of the Fund’s internal control over financial reporting. Accordingly, we express no such opinion.  An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. Our procedures included confirmation of securities owned as of October 31, 2017, by correspondence with the custodian and broker.  An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation.  We believe that our audit provides a reasonable basis for our opinion.
 
In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of the Hennessy Total Return Fund as of October 31, 2017, the results of its operations and cash flows, the changes in its net assets, and the financial highlights for the year then ended, in conformity with accounting principles generally accepted in the United States of America.
 
 
TAIT, WELLER & BAKER LLP
 
Philadelphia, Pennsylvania
December 22, 2017
 




HENNESSY FUNDS
1-800-966-4354
 

25


Trustees and Officers of the Fund (Unaudited)

The business and affairs of the Funds are managed under the direction of the Board of Trustees of the Trust, and the Board of Trustees elects the Officers of the Trust.  Beginning in March 2015, the Board of Trustees has from time to time appointed advisers to the Board of Trustees (“Advisers”), with the intention of having qualified individuals serve in an advisory capacity in order to garner experience in the mutual fund and asset management industry and be considered as potential Trustees in the future.  There are currently three Advisers to the Board of Trustees: Brian Alexander, Doug Franklin, and Claire Knoles.  As Advisers, Mr. Alexander, Mr. Franklin, and Ms. Knoles attend meetings of the Board and act as non-voting participants.  Information pertaining to the Trustees, Advisers, and the Officers of the Trust is set forth below.  The Trustees and Officers serve until their successors are duly elected and qualified or until their earlier death, resignation, or removal.  Each of the Trustees oversees 14 Hennessy Funds.  Unless otherwise indicated, the address of all persons listed below is 7250 Redwood Boulevard, Suite 200, Novato, CA 94945.  The Fund’s Statement of Additional Information includes more information about the persons listed below and is available, without charge, upon request by calling 1-800-966-4354.
 
     
Other
     
Directorships
     
Held Outside
Name, (Year of Birth),
   
of Fund
and Position Held
Start Date
Principal Occupation(s)
Complex During
with the Trust               
of Service
During Past Five Years
Past Five Years(1)
     
Disinterested Trustees and Advisers
   
       
J. Dennis DeSousa
January 1996
Mr. DeSousa is a real estate investor.
None.
(1936)
     
Trustee
     
       
Robert T. Doyle
January 1996
Mr. Doyle has been the Sheriff of
None.
(1947)
 
Marin County, California since 1996.
 
Trustee
     
       
Gerald P. Richardson
May 2004
Mr. Richardson is an independent
None.
(1945)
 
consultant in the securities industry.
 
Trustee
     
       
Brian Alexander
March 2015
Mr. Alexander has been employed
None.
(1981)
 
by Sutter Health Novato Community
 
Adviser to the Board
 
Hospital since 2012, first as an
 
   
Assistant Administrator and then,
 
   
beginning in 2013, as the Chief
 
   
Administrative Officer.  From 2011
 
   
through 2012, Mr. Alexander was
 
   
employed by Sutter Health West Bay
 
   
Region as the Regional Director of
 
   
Strategic Decision Support.
 

 

 
 
HENNESSYFUNDS.COM
26

TRUSTEES AND OFFICERS OF THE FUND
 
     
Other
     
Directorships
     
Held Outside
Name, (Year of Birth),
   
of Fund
and Position Held
Start Date
Principal Occupation(s)
Complex During
with the Trust              
of Service
During Past Five Years
Past Five Years(1)
       
Doug Franklin
March 2016
Mr. Franklin is a retired insurance
None.
(1964)
 
industry executive.  From 1987
 
Adviser to the Board
 
through 2015, he was employed
 
   
by Allianz-Fireman’s Fund Insurance
 
   
Company in various positions,
 
   
including Chief Actuary and
 
   
Chief Risk Officer.
 
       
Claire Knoles
December 2015
Ms. Knoles is a founder of Kiosk and
None.
(1974)
 
has served as its Chief Operating
 
Adviser to the Board
 
Officer since 2004.  Kiosk is a full
 
   
service marketing agency with
 
   
offices in the San Francisco Bay
 
   
Area, Toronto, and Liverpool, UK.
 
       
Interested Trustee(2)
     
       
Neil J. Hennessy
January 1996 as
Mr. Hennessy has been employed by
Hennessy
(1956)
a Trustee and
Hennessy Advisors, Inc. since 1989
Advisors, Inc.
Trustee, Chairman of
June 2008 as
and currently serves as its President,
 
the Board, Chief
an Officer
Chairman and Chief Executive Officer.
 
Investment Officer,
     
Portfolio Manager,
     
and President
     
 
Name, (Year of Birth),
   
and Position Held
Start Date
Principal Occupation(s)
with the Trust              
of Service
During Past Five Years
     
Officers
   
     
Teresa M. Nilsen
January 1996
Ms. Nilsen has been employed by Hennessy Advisors, Inc.
(1966)
 
since 1989 and currently serves as its Executive Vice President,
Executive Vice President
 
Chief Operations Officer, Chief Financial Officer, and Secretary.
and Treasurer
   
     
Daniel B. Steadman
March 2000
Mr. Steadman has been employed by Hennessy Advisors, Inc.
(1956)
 
since 2000 and currently serves as its Executive Vice President
Executive Vice President
 
and Chief Compliance Officer.
and Secretary
   
     
Brian Carlson
December 2013
Mr. Carlson has been employed by Hennessy Advisors, Inc.
(1972)
 
since December 2013.  Mr. Carlson was previously a co-founder
Senior Vice President and
 
and principal of Trivium Consultants, LLC from February 2011
Head of Distribution
 
through November 2013.
     
Jennifer Cheskiewicz
June 2013
Ms. Cheskiewicz has been employed by Hennessy Advisors, Inc.
(1977)
 
as its General Counsel since June 2013.  She previously served
Senior Vice President and
 
as in-house counsel to Carlson Capital, L.P., an SEC-registered
Chief Compliance Officer
 
investment advisor to several private funds, from
   
February 2010 to May 2013.

 

HENNESSY FUNDS
1-800-966-4354
 
27


 
Name, (Year of Birth),
   
and Position Held
Start Date
Principal Occupation(s)
with the Trust              
of Service
During Past Five Years
     
David Ellison
October 2012
Mr. Ellison has been employed by Hennessy Advisors, Inc. since
(1958)(3)
 
October 2012.  He has served as a Portfolio Manager of the
Senior Vice President
 
Hennessy Small Cap Financial Fund and the Hennessy Large
and Portfolio Manager
 
Cap Financial Fund since inception. Mr. Ellison also served as a
   
Portfolio Manager of the Hennessy Technology Fund from its
   
inception until February 2017. Mr. Ellison served as Director,
   
CIO and President of FBR Fund Advisers, Inc. from
   
December 1999 to October 2012.
     
Ryan Kelley
March 2013
Mr. Kelley has been employed by Hennessy Advisors, Inc. since
(1972)(4)
 
October 2012.  He has served as a Portfolio Manager of the
Vice President and
 
Hennessy Gas Utility Fund, the Hennessy Small Cap Financial
Portfolio Manager
 
Fund, and the Hennessy Large Cap Financial Fund since
   
October 2014.  He served as Co-Portfolio Manager of the same
   
funds from March 2013 through September 2014, and as a
   
Portfolio Analyst for the Hennessy Funds from October 2012
   
through October 2014.  Mr. Kelley has also served as a Portfolio
   
Manager of the Hennessy Cornerstone Growth Fund, the
   
Hennessy Cornerstone Mid Cap 30 Fund, the Hennessy
   
Cornerstone Large Growth Fund, and the Hennessy
   
Cornerstone Value Fund and as a Co-Portfolio Manager of the
   
Hennessy Technology Fund since February 2017. Mr. Kelley
   
served as Portfolio Manager of FBR Fund Advisers, Inc. from
   
January 2008 to October 2012.
     
Brian Peery
March 2003 as
Mr. Peery has been employed by Hennessy Advisors, Inc. since
(1969)
an Officer and
2002.  He has served as a Portfolio Manager of the Hennessy
Senior Vice President
February 2011
Cornerstone Growth Fund, the Hennessy Cornerstone Mid Cap
and Portfolio Manager
as a Co-Portfolio
30 Fund, the Hennessy Cornerstone Large Growth Fund, the
 
Manager or
Hennessy Cornerstone Value Fund, the Hennessy Total Return
 
Portfolio Manager
Fund, and the Hennessy Balanced Fund since October 2014. 
   
He served as Co-Portfolio Manager of the same funds from
   
February 2011 through September 2014.  Mr. Peery has also
   
served as a Portfolio Manager of the Hennessy Gas Utility Fund
   
since February 2015 and as Lead Portfolio Manager of the
   
Hennessy Technology Fund since February 2017.
     
Daniel P. Hennessy
December 2016
Mr. Daniel Hennessy has been employed by Hennessy Advisors,
(1990)
 
Inc. since 2015. He has served as an Associate Analyst of the
Assistant Vice President
 
Hennessy Technology Fund since February 2017. He previously
and Associate Analyst
 
served as a Mutual Fund Specialist at U.S. Bancorp Fund
   
Services, LLC from November 2014 to July 2015.  Prior to that,
   
he attended the University of San Diego, where he earned a
   
degree in Political Science.
_______________
 
(1)
Messrs. DeSousa, Doyle, Hennessy, and Richardson previously served on the Board of Directors of Hennessy Mutual Funds, Inc. (“HMFI”), The Hennessy Funds, Inc. (“HFI”), and Hennessy SPARX Funds Trust (“HSFT”).  Pursuant to an internal reorganization effective as of February 28, 2014, the series of HFMI, HFI, and HSFT were reorganized into corresponding series of Hennessy Funds Trust that mirrored them.  Subsequent to the reorganization, HFMI, HFI, and HSFT were dissolved.
(2)
Mr. Hennessy is considered an “interested person,” as defined in the Investment Company Act of 1940, as amended, because he is an officer of the Hennessy Funds.
(3)
The address of this officer is 101 Federal Street, Suite 1900, Boston, MA 02110.
(4)
The address of this officer is 1340 Environ Way, Chapel Hill, NC 27517.
 

 
 
HENNESSYFUNDS.COM
28


TRUSTEES AND OFFICERS OF THE FUND









(This Page Intentionally Left Blank.)
 










HENNESSY FUNDS
1-800-966-4354
 

29


Expense Example (Unaudited)
October 31, 2017

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 May 1, 2017, through October 31, 2017.
 
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 fee is charged by the Fund’s transfer agent.  IRA accounts will be charged a $15 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 ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return.  The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period.  You may use this information to compare the ongoing costs of investing in the Fund and other funds.  To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.  Please note that the expenses shown in the table are meant to highlight 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.
 

 
 
HENNESSYFUNDS.COM
30

EXPENSE EXAMPLE
 
     
Expenses Paid
 
Beginning
Ending
During Period(1)
 
Account Value
Account Value
May 1, 2017 –
 
    May 1, 2017   
October 31, 2017
October 31, 2017
Investor Class
     
Actual
$1,000.00
$1,060.50
$8.52
Hypothetical (5% return before expenses)
$1,000.00
$1,016.94
$8.34
 
(1)
Expenses are equal to the Fund’s annualized expense ratio of 1.64%, multiplied by the average account value over the period, multiplied by 184/365 days (to reflect one-half year period).





 
 
 

 




HENNESSY FUNDS
1-800-966-4354
 

31


 
How to Obtain a Copy of the Fund’s
Proxy Voting Policy and Proxy Voting Records
 
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/proxy-voting/policy.fs; 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 without charge on both the Hennessy Funds’ website at hennessyfunds.com/proxy-voting/vote.fs 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 a 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 made 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 fiscal year 2017, certain dividends paid by the Fund may be subject to a maximum tax rate of 23.8%, 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 that qualified for the corporate dividends received deduction for fiscal year 2017 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 3.73%.
 
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 request an individual copy of a prospectus or financial report at any time.  If you would like to receive separate mailings, please call U.S. Bancorp Fund Services, LLC 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

32


PROXY VOTING — PRIVACY POLICY
 
Privacy Policy
 
We collect the following non-public personal information about you:
 
 
information we receive from you on or in applications or other forms, correspondence, or conversations, including, but not limited to, your name, address, phone number, social security number, assets, income, and date of birth; and
 
 
information about your transactions with us, our affiliates, or others, including, but not limited to, your account number and balance, payment history, parties to transactions, cost basis information, and other financial information.
 
We do not disclose any non-public personal information about our current or former shareholders to non-affiliated third parties, except as permitted by law.  For example, we are permitted by law to disclose all of the information we collect, as described above, to our Transfer Agent to process your transactions.  Furthermore, we restrict access to your non-public personal information to those persons who require such information to provide products or services to you.  We maintain physical, electronic, and procedural safeguards that comply with federal standards to guard your non-public personal information.
 
In the event that you hold shares of the Fund through a financial intermediary, including, but not limited to, a broker-dealer, bank, or trust company, the privacy policy of your financial intermediary would govern how your non-public personal information will be shared with non-affiliated third parties.
 







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 Boulevard, 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 Drive, 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
777 East Wisconsin Avenue
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.





ANNUAL REPORT

OCTOBER 31, 2017

 

 

HENNESSY EQUITY AND
INCOME FUND
 
Investor Class  HEIFX
Institutional Class  HEIIX

 
 

 




hennessyfunds.com  |  1-800-966-4354







 

 


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CONTENTS

Contents
 
 
Letter to Shareholders
2
Performance Overview
4
Financial Statements
 
Schedule of Investments
8
Statement of Assets and Liabilities
19
Statement of Operations
20
Statements of Changes in Net Assets
21
Financial Highlights
22
Notes to the Financial Statements
26
Report of Independent Registered Public Accounting Firm
33
Trustees and Officers of the Fund
34
Expense Example
38
Proxy Voting Policy and Proxy Voting Records
40
Quarterly Schedule of Investments
40
Federal Tax Distribution Information
40
Householding
40
Privacy Policy
41







HENNESSY FUNDS
1-800-966-4354
 
 


December 2017
 
Dear Hennessy Funds Shareholder:

Over the past year, global equity markets have made strong advances, fueled by continued, broad-based economic growth in most countries and regions, and in spite of a somewhat unsettling geopolitical backdrop.
 
U.S. stocks performed well in the first year of the new administration in Washington, and, ignoring the debate and the bluster, investors have continued to focus on what concerns them the most – tax reform, deregulation, and the hope of an increase in infrastructure spending. As we move into the final weeks of the calendar year, with the major indices reaching new highs, I find myself envisioning the Dow Jones Industrial Average building momentum toward 30,000.
 
Over the past 12 months, the U.S. economy has continued to grow at a steady rate of almost 2.5% on an annualized basis, as measured by GDP. Companies have added over 170,000 jobs per month on average over the past year, and the current unemployment rate of 4.1% is the lowest in 17 years. Consumer confidence is high and still rising, and corporate profits are at all-time highs. The Federal Reserve has been increasing interest rates, but at a gradual pace. The bond market has also continued to support the equity market and equity market valuations. Since December of last year, long bond yields have stayed within a narrow band, with the 10-year U.S. Treasury yield hovering in the 2.0% to 2.5% range, and remain low compared to historical averages. In my opinion, long bond yields have stayed low despite three increases in the Federal Funds rate over the last 12 months in part due to persistent low inflation.
 
Meanwhile, the prospective price-to-earnings multiples for the Dow Jones Industrial Average and S&P 500 Index are just above long-term averages at 19.5x and 19.9x, respectively. I believe these levels of stock valuation, while higher than a year ago, are still very reasonable. At the peak of the technology/dot-com bubble, U.S. equities sold at much higher multiples across the board than they do today, and bond yields were also much higher. In June of 1999, the Dow Jones Industrial Average sold at 28x earnings and the 10-year bond yield was close to 6%. Today, the Dow is selling at under 20x earnings and is offering a 2.2% dividend yield, on par with the yield of the 10-year government bond at 2.4%.
 
Equity markets in the U.S. have been rising for almost nine years, and financial media reports have speculated that this bull run will come to end, but why? I see no substantial reasons or indicators that a major correction is on the horizon. I remain confident that this bull market has room to run. Overall, investment fundamentals are strong. Corporate earnings are growing at a healthy rate, and companies are generating excess cash flow. Cash continues to build on corporate balance sheets, with $5.2 trillion in cash and short term investments among the S&P 500 Index companies as of October 31, 2017. If our government leaders can pass a meaningful tax reform bill and continue efforts toward regulatory relief, it could be icing on the cake for equities.
 
There have been, and will likely continue to be, downturns throughout this extended bull market. Since 2010, there have been 18 downturns in the market, 14 of which were between 5% and 10% and four of which were corrections of between 10% and 20%. Yet the market has bounced back following each pullback and then has moved higher. A correction is not the end of the bull market. What might signal that we are at the end of this bull market? Euphoria. And I still see no signs of euphoria in this market. In the past,
 

 
 
HENNESSYFUNDS.COM
 
2


 
LETTER TO SHAREHOLDERS
 
I have likened the current bull market to that of 1982-2000, and I am confident in the strength of the market today and believe the economy will continue its slow, but steady, growth into the coming year.
 
Thank you for your continued confidence and investment in our funds. If you have any questions or would like 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 Index are unmanaged indices commonly used to measure the performance of U.S. stocks. One cannot invest directly in an index.
 
Price to earnings is calculated by dividing a company’s market price per share by its earnings per share.  Dividend yield is calculated as the annual dividends paid by a company divided by the price of a share of its stock. Cash flow provides 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)
 
 
CHANGE IN VALUE OF $10,000 INVESTMENT
 


This graph illustrates the performance of an initial investment of $10,000 made in the Fund ten years ago and assumes the reinvestment of dividends.
 
AVERAGE ANNUAL TOTAL RETURN FOR PERIODS ENDED OCTOBER 31, 2017
 
 
One
Five
Ten
 
Year
Years
Years
Hennessy Equity and Income Fund –
     
  Investor Class (HEIFX)
14.16%
  7.91%
5.86%
Hennessy Equity and Income Fund –
     
  Institutional Class (HEIIX)
14.60%
  8.27%
6.16%
Blended Balanced Index
13.95%
  9.68%
6.22%
S&P 500 Index
23.63%
15.18%
7.51%
 
Expense ratios:  1.48% (Investor Class); 1.08% (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.  The performance table does not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares.  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 Blended Balanced Index consists of 60% common stocks represented by the S&P 500 Index and 40% bonds represented by the Bloomberg 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 Bloomberg Barclays Capital Intermediate U.S. Government/Credit Index is an unmanaged index commonly used to measure the performance of U.S. bonds.  One cannot invest directly in an index.
 
The expense ratios presented are from the most recent prospectus.  The expense ratios for the current reporting period are available in the Financial Highlights section of this report.
 

 
 
HENNESSYFUNDS.COM
4


 
PERFORMANCE OVERVIEW
 
PERFORMANCE NARRATIVE
 
Portfolio Managers for Equity Allocation: Stephen M. Goddard, CFA (Lead Portfolio Manager), Jonathan T. Moody, CFA, J. Brian Campbell, CFA, and Mark E. DeVaul, CFA, CPA
The London Company of Virginia, LLC (sub-advisor)
 
Portfolio Managers for Fixed Income Allocation: Gary B. Cloud, CFA, and Peter G. Greig, CFA
Financial Counselors, Inc. (sub-advisor)
 
Performance:
 
For the 12-month period ended October 31, 2017, the Investor Class of the Hennessy Equity and Income Fund returned 14.16%, outperforming the Blended Balanced Index*, which returned 13.95%, but underperforming the S&P 500 Index, which returned 23.63%, for the same period.
 
Equities: Sector allocation was the primary factor that contributed to the solid performance of the equity allocation of the portfolio, while stock selection had a neutral impact. At the sector level, an overweight position in Financials and underweight positions in Energy and Real Estate added to relative performance. These positive contributions were partially offset by the negative impact of an underweight position in Information Technology and an overweight position in Consumer Discretionary.
 
On an individual stock level, the top contributors to performance of the equity allocation of the Fund for the 12-month period were Progressive Corporation, CarMax, Inc., Deere & Company, Norfolk Southern Corporation, and Carnival Corporation. The top detractors from performance were O’Reilly Automotive, Inc., Altria Group, Inc., NewMarket Corporation, Edgewell Personal Care Company, and Alleghany Corporation. All of the stocks mentioned are still owned in the portfolio with the exception of Edgewell Personal Care Company.
 
Fixed Income: The overweight position in investment grade corporate credit was the largest positive contributor to performance of the fixed income allocation of the Fund over the 12-month period. Issue selection drove most of this performance. The income and aging from these higher-yielding investment grade securities exceeded the amount represented in the benchmark. The Fund’s slight exposure to preferred stocks and high-yield credit securities, or junk bonds, was another positive factor aiding performance. Effective duration was the largest detractor from overall performance compared to the benchmark. Portfolio convexity and volatility were neutral contributors to overall performance.
 
Portfolio Strategy:
 
The Fund seeks a balanced portfolio of approximately 60% equities and 40% fixed income, with the goal of maintaining broad market exposure with lower volatility. Our bottom-up equity selection strategy seeks companies with strong returns on capital and the flexibility to enhance shareholder value by using their balance sheets. The fixed income allocation of the portfolio focuses on high-quality domestic corporate, agency, and government bonds.
 
Investment Commentary:
 
Equities: The U.S. economy continues to expand at a moderate pace with relatively low inflation. Going forward, we continue to be optimistic about the economy and believe the U.S. consumer will continue to drive moderate growth. A strong labor market with rising wages along with solid housing data should benefit consumers. Meanwhile, the inflation outlook remains subdued with recent reported numbers still coming in under the Federal Reserve’s target level of 2%.
 
We believe the Federal Reserve is likely to raise the federal funds rate again in December and will continue its balance sheet normalization process. We do not expect a

 

HENNESSY FUNDS
1-800-966-4354
 
5

 
large or immediate change in long-term rates as a result of these policy changes, but over time the reversal of quantitative easing could lead to a steepening of the yield curve.
 
A solid economy, low inflation, and relatively low interest rates usually create a positive environment for stocks. Looking ahead, we believe this holds true today, but there are always risks. Potential risks include relatively high valuations for stocks using traditional metrics, geopolitical turmoil, excessive government stimulus, or the Federal Reserve tightening monetary policy too aggressively. We believe the risks and rewards are somewhat balanced as they relate to stocks overall, but we remain cautious and focused on limiting downside in each holding. Fortunately, we are still finding high conviction investment ideas with which to populate the portfolio.
 
The low interest rates and relatively high equity risk premiums present in the current environment enable companies to increase shareholder value by adjusting their capital structures. We expect investors to reward companies that wisely deploy capital by paying higher dividends, making share repurchases at attractive prices, and engaging in M&A transactions. We believe our more conservative portfolio is well positioned for a moderate growth environment that rewards strong capital allocation.
 
Fixed Income: We believe the Federal Reserve is very likely to raise the federal funds rate in December, as the implied probability today is over 95%. What will happen in 2018 and 2019 on the rate front is very uncertain, as the Fed has indicated five or six quarter-point rate hikes over that time horizon and the marketplace has only priced in two or three. Core CPI and Personal Consumption Expenditure (PCE) have undershot Fed targets over the last five years, and we believe they will continue to do so.
 
One major change over the last 12 months has been the shape of the U.S. yield curve. The 10-Year Treasury yield minus the 2-Year Treasury yield has plummeted to around 0.67%, after reaching 1.35% upon the surprise Presidential election. A flatter yield curve generally portends slower economic growth and softer inflation, so the new Fed Chairman will have to navigate this development very carefully. Our view of future inflation and average hourly wage increases suggests that the Fed could make a policy error if it follows through on what we view as an overly aggressive estimated rate path.
 
As we look forward, prospects for economic growth seem steady with an upward bias. Geopolitical risks are clearly present, but the markets seem to be taking developments in their stride. The credit markets are strong, and investors continue to allocate capital to high quality debt issuers, which represent an important portion of the Fund’s fixed income investments. Default rates on investment grade credit and high yield bonds are very low, and we expect they will stay low during 2018. We believe that some level of tax reform or tax cut is likely at the end of 2017 or sometime in 2018 and that the world’s central bankers will continue with their highly accommodative monetary stance. Loose monetary policy should mitigate some of the upward trajectory in short-term rates globally and be supportive of risk assets generally.
_______________
 
*
The Blended Balanced Index consists of 60% common stocks represented by the S&P 500 Index and 40% bonds represented by the Bloomberg Barclays Capital Intermediate U.S. Government/Credit Index.
 
Opinions expressed are those of the Portfolio Managers as of the date written and are subject to change, are not guaranteed, and should not be considered investment advice or an indication of trading intent.
 
The S&P 500 Index is an unmanaged index commonly used to measure the performance of U.S. stocks. The Bloomberg Barclays Capital Intermediate U.S. Government/Credit Index is an unmanaged index commonly used to measure the performance of U.S. bonds. One cannot invest directly in an index.
 

 
 
HENNESSYFUNDS.COM
6


 
PERFORMANCE OVERVIEW
 
Investments in debt securities 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 political, economic and currency risks, greater volatility and differences in accounting methods. The Fund may experience higher fees due to investments in pooled investment vehicles (including ETFs). Please see the Fund’s prospectus for a more complete discussion of these and other risks.
 
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.
 
Convexity is used as a risk-management tool, and helps to measure and manage the amount of market risk to which a portfolio of bonds is exposed. Convexity is a measure of the curvature in the relationship between bond prices and bond yields that demonstrates how the duration of a bond changes as the interest rate changes. For example, negative convexity means that a bond’s price falls more than its duration when market yields rise. Duration is a measure of the sensitivity of the price (the value of principal) of a fixed-income investment to a change in interest rates and is expressed as a number of years. Return on capital is a ratio measuring the profitability of a firm expressed as a percentage of funds acquired from investors and lenders. Yield curve is a line that plots the interest rates, at a set point in time, of bonds having equal credit quality, but differing maturity dates. Investment grade is a rating that indicates that a municipal or corporate bond has a relatively low risk of default.
 






HENNESSY FUNDS
1-800-966-4354
 

7


Financial Statements
 
Schedule of Investments as of October 31, 2017
 
HENNESSY EQUITY AND INCOME FUND
(% of Net Assets)
 


 
 
TOP TEN HOLDINGS (EXCLUDING CASH/CASH EQUIVALENTS)
 
% NET ASSETS
Berkshire Hathaway, Inc., Class B
   
4.56
%
Apple, Inc.
   
3.43
%
Carnival Corp.
   
3.10
%
Dollar Tree, Inc.
   
2.91
%
CarMax, Inc.
   
2.89
%
The Progressive Corp.
   
2.80
%
Visa, Inc., Class A
   
2.75
%
General Dynamics Corp.
   
2.70
%
BlackRock, Inc.
   
2.59
%
Alphabet, Inc., Class C
   
2.37
%

 

 
 
 
 
 
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, as amended, the Fund uses more specific industry classifications.
 
 
 
HENNESSYFUNDS.COM

8


SCHEDULE OF INVESTMENTS

COMMON STOCKS – 61.81%
 
Number
         
% of
 
 
 
of Shares
   
Value
   
Net Assets
 
Consumer Discretionary – 13.35%
                 
CarMax, Inc. (a)
   
102,509
   
$
7,698,426
     
2.89
%
Carnival Corp. (b)
   
124,120
     
8,240,327
     
3.10
%
Dollar Tree, Inc. (a)
   
84,830
     
7,740,737
     
2.91
%
Lowe’s Companies, Inc.
   
47,616
     
3,806,899
     
1.43
%
NIKE, Inc., Class B
   
82,330
     
4,527,327
     
1.70
%
O’Reilly Automotive, Inc. (a)
   
16,600
     
3,501,770
     
1.32
%
 
           
35,515,486
     
13.35
%
                         
Consumer Staples – 3.37%
                       
Altria Group, Inc.
   
89,097
     
5,721,809
     
2.15
%
The Coca-Cola Co.
   
70,581
     
3,245,315
     
1.22
%
 
           
8,967,124
     
3.37
%
                         
Energy – 1.44%
                       
Chevron Corp.
   
33,031
     
3,827,963
     
1.44
%
                         
Financials – 15.26%
                       
Alleghany Corp. (a)
   
9,320
     
5,277,170
     
1.98
%
Bank of America Corp.
   
105,319
     
2,884,687
     
1.08
%
Berkshire Hathaway, Inc., Class B (a)
   
64,859
     
12,124,742
     
4.56
%
BlackRock, Inc.
   
14,608
     
6,877,885
     
2.59
%
The Progressive Corp.
   
153,120
     
7,449,288
     
2.80
%
Wells Fargo & Co.
   
106,803
     
5,995,920
     
2.25
%
 
           
40,609,692
     
15.26
%
                         
Health Care – 5.41%
                       
Alexion Pharmaceuticals, Inc. (a)
   
40,250
     
4,816,315
     
1.81
%
Bristol-Myers Squibb Co.
   
62,553
     
3,857,018
     
1.45
%
Eli Lilly & Co.
   
69,860
     
5,724,328
     
2.15
%
 
           
14,397,661
     
5.41
%
                         
Industrials – 9.99%
                       
Deere & Co.
   
46,110
     
6,127,097
     
2.30
%
FedEx Corp.
   
17,038
     
3,847,351
     
1.45
%
General Dynamics Corp.
   
35,440
     
7,193,611
     
2.70
%
Norfolk Southern Corp.
   
47,480
     
6,239,821
     
2.35
%
Southwest Airlines Co.
   
58,720
     
3,162,659
     
1.19
%
 
           
26,570,539
     
9.99
%
 

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 – 10.11%
                 
Alphabet, Inc., Class C (a)
   
6,200
   
$
6,303,168
     
2.37
%
Apple, Inc.
   
53,930
     
9,116,327
     
3.43
%
Cisco Systems, Inc.
   
122,026
     
4,167,188
     
1.56
%
Visa, Inc., Class A
   
66,516
     
7,315,430
     
2.75
%
 
           
26,902,113
     
10.11
%
                         
Materials – 1.90%
                       
NewMarket Corp.
   
12,630
     
5,056,926
     
1.90
%
                         
Telecommunication Services – 0.98%
                       
Verizon Communications, Inc.
   
54,148
     
2,592,065
     
0.98
%
 
                       
Total Common Stocks
                       
  (Cost $129,113,029)
           
164,439,569
     
61.81
%
 
                       
PREFERRED STOCKS – 1.90%
                       
                         
Consumer Staples – 0.08%
                       
CHS, Inc., Series 4, 7.500%, Perpetual
   
7,380
     
211,437
     
0.08
%
                         
Financials – 1.69%
                       
Aegon N.V., 6.375%, Perpetual (b)
   
4,050
     
104,895
     
0.04
%
Axis Capital Holdings Ltd., Series E, 5.500%, Perpetual (b)
   
2,700
     
68,391
     
0.03
%
Banc of California, Inc., Series E, 7.000%, Perpetual
   
4,065
     
113,942
     
0.04
%
Bank of America Corp.
                       
  Series CC, 6.200%, Perpetual
   
2,440
     
65,392
     
0.02
%
  Series EE, 6.000%, Perpetual
   
3,710
     
98,055
     
0.04
%
BB&T Corp.
                       
  5.625%, Perpetual
   
4,575
     
122,381
     
0.05
%
  Series F, 5.200%, Perpetual
   
4,800
     
121,104
     
0.04
%
Capital One Financial Corp.
                       
  Series H, 6.000%, Perpetual
   
4,675
     
124,495
     
0.05
%
  Series F, 6.200%, Perpetual
   
4,610
     
124,562
     
0.05
%
Citigroup, Inc.
                       
  Series C, 5.800%, Perpetual
   
3,935
     
100,264
     
0.04
%
  Series S, 6.300%, Perpetual
   
3,855
     
104,355
     
0.04
%
Fannie Mae Preferred, Series S, 8.250%, Perpetual (a)
   
10,600
     
72,186
     
0.03
%
Fifth Third Bancorp, Series I, 6.625% to 12/31/2023 then
                       
  3 Month LIBOR USD + 3.710%, Perpetual (f)
   
1,300
     
37,037
     
0.01
%
First Republic Bank
                       
  Series F, 5.700%, Perpetual
   
3,465
     
92,065
     
0.03
%
  Series G, 5.500%, Perpetual
   
3,610
     
92,921
     
0.03
%
 

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

10

 
SCHEDULE OF INVESTMENTS
 
PREFERRED STOCKS
 
Number
         
% of
 
 
 
of Shares
   
Value
   
Net Assets
 
Financials (Continued)
                 
Huntington Bancshares, Inc., Series D, 6.250%, Perpetual
   
6,290
   
$
174,610
     
0.06
%
IBERIABANK Corp., Series B, 6.625% to 08/01/2025 then
                       
  3 Month LIBOR USD + 4.262%, Perpetual (f)
   
1,920
     
53,645
     
0.02
%
ING Groep N.V., 6.125%, Perpetual (b)
   
2,055
     
52,814
     
0.02
%
JPMorgan Chase & Co., Series BB, 6.150%, Perpetual
   
9,030
     
243,991
     
0.09
%
Legg Mason, Inc.
                       
  5.450%, 09/15/2056
   
2,295
     
57,720
     
0.02
%
  6.375%, 03/15/2056
   
2,051
     
54,823
     
0.02
%
Morgan Stanley, Series I, 6.375% to 10/15/2024 then
                       
  3 Month LIBOR USD + 3.708%, Perpetual (f)
   
7,585
     
212,380
     
0.08
%
National General Holdings Corp., Series C, 7.500%, Perpetual
   
2,795
     
70,937
     
0.03
%
Northern Trust Corp., Series C, 5.850%, Perpetual
   
4,775
     
126,681
     
0.05
%
PNC Financial Services Group, Inc., Series Q, 5.375%, Perpetual
   
7,355
     
187,920
     
0.07
%
Regions Financial Corp.
                       
  Series A, 6.375%, Perpetual
   
4,590
     
116,586
     
0.04
%
  Series B, 6.375% to 09/15/2024 then
                       
    3 Month LIBOR USD + 3.536%, Perpetual (f)
   
4,355
     
123,464
     
0.05
%
State Street Corp.
                       
  Series E, 6.000%, Perpetual
   
4,585
     
123,474
     
0.05
%
  Series D, 5.900% to 03/15/2024 then
                       
    3 Month LIBOR USD + 3.108%, Perpetual (f)
   
4,465
     
123,725
     
0.05
%
SunTrust Banks, Inc., Series E, 5.875%, Perpetual
   
5,605
     
143,432
     
0.05
%
TCF Financial Corp., Series C, 5.700%, Perpetual (a)
   
2,220
     
57,054
     
0.02
%
The Allstate Corp., Series E, 6.625%, Perpetual
   
8,935
     
239,726
     
0.09
%
The Charles Schwab Corp.
                       
  Series D, 5.950%, Perpetual
   
4,625
     
126,725
     
0.05
%
  Series C, 6.000%, Perpetual
   
4,575
     
125,401
     
0.05
%
The Goldman Sachs Group, Inc.
                       
  Series N, 6.300%, Perpetual
   
2,755
     
75,239
     
0.03
%
  Series K, 6.375% to 05/10/2024 then
                       
    3 Month LIBOR USD + 3.550%, Perpetual (f)
   
2,715
     
77,975
     
0.03
%
U.S. Bancorp, Series F, 6.500% to 01/15/2022 then
                       
  3 Month LIBOR USD + 4.447%, Perpetual (d)(f)
   
3,240
     
93,247
     
0.03
%
Validus Holdings Ltd., Series A, 5.875%, Perpetual (b)
   
5,700
     
146,376
     
0.05
%
Wells Fargo & Co.
                       
  Series V, 6.000%, Perpetual
   
4,610
     
121,704
     
0.05
%
  Series X, 5.500%, Perpetual
   
5,045
     
128,194
     
0.05
%
 
           
4,499,888
     
1.69
%
                         
Telecommunication Services – 0.05%
                       
AT&T, Inc., 5.350%, 11/01/2066 (a)
   
5,300
     
135,521
     
0.05
%
 

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

HENNESSY FUNDS
1-800-966-4354
 

11

 

PREFERRED STOCKS
 
Number of Shares/
         
% of
 
 
 
Par Amount
   
Value
   
Net Assets
 
Utilities – 0.08%
                 
DTE Energy Co., Series F, 6.000%, 12/15/2076
   
4,115
   
$
112,339
     
0.04
%
The Southern Co., 6.250%, 10/15/2075
   
4,025
     
108,595
     
0.04
%
 
           
220,934
     
0.08
%
Total Preferred Stocks
                       
  (Cost $5,090,083)
           
5,067,780
     
1.90
%
 
                       
REITS – 0.46%
                       
                         
Financials – 0.46%
                       
Apollo Commercial Real Estate Finance, Inc.
   
9,050
     
163,533
     
0.06
%
Chimera Investment Corp.
   
7,950
     
145,485
     
0.05
%
Chimera Investment Corp.
                       
  Series A, 8.000%, Perpetual
   
4,925
     
127,804
     
0.05
%
  Series B, 8.000% to 03/30/2024 then
                       
    3 Month LIBOR USD + 5.791%, Perpetual (f)
   
2,665
     
68,890
     
0.03
%
Monmouth Real Estate Investment Corp., Series C, 6.125%, Perpetual
   
4,505
     
113,481
     
0.04
%
Public Storage, Series B, 5.400%, Perpetual
   
3,275
     
84,626
     
0.03
%
Starwood Property Trust, Inc.
   
6,775
     
145,730
     
0.06
%
Two Harbors Investment Corp.
   
15,150
     
148,470
     
0.06
%
Two Harbors Investment Corp., Series B, 7.625% to 07/27/2027 then
                       
  3 Month LIBOR USD + 5.352%, Perpetual (f)
   
8,105
     
215,269
     
0.08
%
 
           
1,213,288
     
0.46
%
Total REITS
                       
  (Cost $1,151,350)
           
1,213,288
     
0.46
%
 
                       
CORPORATE BONDS – 24.37%
                       
                         
Consumer Staples – 1.27%
                       
Anheuser-Busch InBev Worldwide, Inc., 7.750%, 01/15/2019
   
150,000
     
160,331
     
0.06
%
CVS Health Corp.
                       
  1.900%, 07/20/2018
   
1,300,000
     
1,301,954
     
0.49
%
  2.250%, 12/05/2018
   
500,000
     
501,645
     
0.19
%
  4.125%, 05/15/2021
   
1,000,000
     
1,050,335
     
0.39
%
Wal-Mart Stores, Inc., 5.000%, 10/25/2040
   
300,000
     
366,437
     
0.14
%
 
           
3,380,702
     
1.27
%
                         
Energy – 1.75%
                       
Canadian Natural Resources Ltd., 3.900%, 02/01/2025 (b)
   
1,000,000
     
1,033,944
     
0.39
%
Encana Corp., 3.900%, 11/15/2021 (b)
   
1,600,000
     
1,657,683
     
0.62
%

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

12


SCHEDULE OF INVESTMENTS
 
CORPORATE BONDS
 
Par
         
% of
 
 
 
Amount
   
Value
   
Net Assets
 
Energy (Continued)
                 
Husky Energy, Inc., 4.000%, 04/15/2024 (b)
   
750,000
   
$
782,294
     
0.29
%
National Oilwell Varco, Inc., 2.600%, 12/01/2022
   
1,200,000
     
1,183,797
     
0.45
%
 
           
4,657,718
     
1.75
%
                         
Financials – 13.11%
                       
American International Group, Inc.
                       
  4.125%, 02/15/2024
   
1,000,000
     
1,065,116
     
0.40
%
  4.875%, 06/01/2022
   
1,000,000
     
1,096,067
     
0.41
%
Associates Corporation of North America, 6.950%, 11/01/2018
   
300,000
     
314,646
     
0.12
%
BB&T Corp., 2.300%, 10/15/2018
   
1,000,000
     
1,005,601
     
0.38
%
Boston Properties, Inc., 5.875%, 10/15/2019
   
700,000
     
745,939
     
0.28
%
Capital One Financial Corp., 4.750%, 07/15/2021
   
1,500,000
     
1,618,211
     
0.61
%
Capital One NA, 2.250%, 09/13/2021
   
500,000
     
493,290
     
0.18
%
Comerica, Inc., 2.125%, 05/23/2019
   
500,000
     
500,441
     
0.19
%
Diamond 1 Finance Corp. / Diamond 2 Finance Corp.,
                       
  5.450%, 06/15/2023 (e)
   
1,220,000
     
1,338,390
     
0.50
%
Discover Financial Services, 5.200%, 04/27/2022
   
900,000
     
980,855
     
0.37
%
Fifth Third Bancorp, 2.375%, 04/25/2019
   
1,775,000
     
1,786,155
     
0.67
%
First Niagara Financial Group, Inc., 6.750%, 03/19/2020
   
590,000
     
652,032
     
0.24
%
Ford Motor Co., 7.450%, 07/16/2031
   
1,000,000
     
1,301,914
     
0.49
%
General Electric Capital Corp., 6.000%, 08/07/2019
   
610,000
     
654,333
     
0.24
%
JPMorgan Chase & Co., 2.700%, 05/18/2023
   
1,000,000
     
999,016
     
0.37
%
KeyCorp
                       
  2.300%, 12/13/2018
   
2,600,000
     
2,611,867
     
0.98
%
  5.100%, 03/24/2021
   
950,000
     
1,035,605
     
0.39
%
Lincoln National Corp., 6.250%, 02/15/2020
   
780,000
     
848,900
     
0.32
%
Merrill Lynch & Company, Inc., 6.875%, 04/25/2018
   
955,000
     
978,329
     
0.37
%
MetLife, Inc., Series A, 6.817%, 08/15/2018
   
100,000
     
103,972
     
0.04
%
Morgan Stanley, 5.500%, 07/28/2021
   
2,333,000
     
2,579,824
     
0.97
%
Qwest Capital Funding, Inc., 6.500%, 11/15/2018
   
700,000
     
735,000
     
0.28
%
Raymond James Financial, Inc.
                       
  3.625%, 09/15/2026
   
1,500,000
     
1,517,390
     
0.57
%
  5.625%, 04/01/2024
   
700,000
     
799,920
     
0.30
%
Royal Bank of Canada, 2.200%, 07/27/2018 (b)
   
1,000,000
     
1,004,326
     
0.38
%
Synchrony Financial, 3.750%, 08/15/2021
   
1,200,000
     
1,242,346
     
0.47
%
Synovus Financial Corp., 3.125%, 11/01/2022
   
1,300,000
     
1,301,079
     
0.49
%
The Goldman Sachs Group, Inc.
                       
  5.375%, 03/15/2020
   
1,100,000
     
1,178,028
     
0.44
%
  6.000%, 06/15/2020
   
1,500,000
     
1,641,234
     
0.62
%
 

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
 
Financials (Continued)
                 
The Toronto-Dominion Bank, 2.125%, 07/02/2019 (b)
   
1,500,000
   
$
1,507,378
     
0.57
%
Westpac Banking Corp., 4.875%, 11/19/2019 (b)
   
450,000
     
476,396
     
0.18
%
Willis North America, Inc., 3.600%, 05/15/2024
   
750,000
     
770,298
     
0.29
%
 
           
34,883,898
     
13.11
%
                         
Health Care – 2.99%
                       
Agilent Technologies, Inc., 5.000%, 07/15/2020
   
650,000
     
696,324
     
0.26
%
Amgen, Inc.
                       
  3.450%, 10/01/2020
   
1,000,000
     
1,036,585
     
0.39
%
  3.625%, 05/22/2024
   
1,500,000
     
1,567,273
     
0.59
%
Celgene Corp.
                       
  2.300%, 08/15/2018
   
1,000,000
     
1,004,383
     
0.38
%
  3.625%, 05/15/2024
   
1,600,000
     
1,652,816
     
0.62
%
Express Scripts Holding Co., 3.500%, 06/15/2024
   
700,000
     
709,295
     
0.27
%
Zoetis, Inc., 3.250%, 02/01/2023
   
1,250,000
     
1,287,227
     
0.48
%
 
           
7,953,903
     
2.99
%
                         
Information Technology – 0.85%
                       
Apple, Inc., 4.500%, 02/23/2036
   
250,000
     
285,434
     
0.11
%
Corning, Inc.
                       
  6.625%, 05/15/2019
   
695,000
     
742,307
     
0.28
%
  6.850%, 03/01/2029
   
275,000
     
347,216
     
0.13
%
Juniper Networks, Inc., 4.600%, 03/15/2021
   
600,000
     
638,221
     
0.24
%
Oracle Corp., 2.650%, 07/15/2026
   
250,000
     
245,582
     
0.09
%
 
           
2,258,760
     
0.85
%
                         
Materials – 2.34%
                       
AngloGold Ashanti Holdings PLC, 5.125%, 08/01/2022 (b)
   
1,000,000
     
1,053,750
     
0.40
%
Goldcorp, Inc. (b)
                       
  2.125%, 03/15/2018
   
1,250,000
     
1,251,201
     
0.47
%
  3.625%, 06/09/2021
   
750,000
     
777,704
     
0.29
%
Newmont Mining Corp., 3.500%, 03/15/2022
   
1,000,000
     
1,033,334
     
0.39
%
Rio Tinto Finance USA Ltd., 3.750%, 06/15/2025 (b)
   
1,000,000
     
1,057,028
     
0.40
%
The Dow Chemical Co., 4.250%, 11/15/2020
   
1,000,000
     
1,049,926
     
0.39
%
 
           
6,222,943
     
2.34
%
                         
Telecommunication Services – 2.06%
                       
AT&T, Inc.
                       
  3.000%, 02/15/2022
   
1,000,000
     
1,012,565
     
0.38
%
  5.350%, 09/01/2040
   
200,000
     
207,604
     
0.08
%
  5.800%, 02/15/2019
   
800,000
     
838,804
     
0.31
%
Deutsche Telekom AG, 6.000%, 07/08/2019 (b)
   
1,160,000
     
1,237,418
     
0.46
%

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

14

SCHEDULE OF INVESTMENTS
 
CORPORATE BONDS
 
Par
         
% of
 
 
 
Amount
   
Value
   
Net Assets
 
Telecommunication Services (Continued)
                 
Verizon Communications, Inc., 2.450%, 11/01/2022
   
1,200,000
   
$
1,192,716
     
0.45
%
Vodafone Group PLC, 1.500%, 02/19/2018 (b)
   
1,000,000
     
999,602
     
0.38
%
 
           
5,488,709
     
2.06
%
Total Corporate Bonds
                       
  (Cost $63,389,050)
           
64,846,633
     
24.37
%
 
                       
MORTGAGE BACKED SECURITIES – 5.61%
                       
Federal Home Loan Mortgage Corp.
                       
  1.500%, 10/15/2042
   
123,371
     
121,063
     
0.05
%
  2.000%, 10/27/2023 (g)
   
1,200,000
     
1,195,035
     
0.45
%
  2.000%, 10/15/2043
   
116,654
     
114,580
     
0.04
%
  2.500%, 08/15/2040
   
377,390
     
378,544
     
0.14
%
  2.750%, 01/15/2041
   
92,899
     
93,170
     
0.03
%
  3.000%, 05/01/2042
   
1,011,322
     
1,018,028
     
0.38
%
  3.000%, 05/15/2043
   
358,622
     
364,553
     
0.14
%
  3.000%, 09/01/2042
   
2,016,243
     
2,029,820
     
0.76
%
  3.000%, 09/15/2039
   
367,461
     
367,755
     
0.14
%
  5.000%, 05/01/2020
   
31,305
     
32,108
     
0.01
%
  5.500%, 04/01/2037
   
88,655
     
99,856
     
0.04
%
Federal National Mortgage Association
                       
  1.250%, 06/25/2043
   
195,271
     
182,381
     
0.07
%
  1.500%, 08/10/2021
   
1,000,000
     
978,846
     
0.37
%
  1.500%, 03/30/2026 (g)
   
1,200,000
     
1,196,946
     
0.45
%
  1.500%, 04/18/2028 (g)
   
1,000,000
     
990,920
     
0.37
%
  2.000%, 11/25/2040
   
173,706
     
171,704
     
0.07
%
  2.000%, 11/25/2041
   
140,773
     
137,979
     
0.05
%
  2.250%, 03/25/2039
   
138,018
     
138,045
     
0.05
%
  3.000%, 10/01/2043
   
2,880,417
     
2,897,965
     
1.09
%
  3.500%, 01/01/2042
   
566,515
     
585,190
     
0.22
%
  4.000%, 10/01/2041
   
692,379
     
730,095
     
0.27
%
  4.000%, 12/01/2041
   
592,127
     
624,289
     
0.24
%
  4.500%, 08/01/2020
   
33,251
     
33,996
     
0.01
%
  6.000%, 10/01/2037
   
132,446
     
150,056
     
0.06
%
Government National Mortgage Association, 1.750%, 02/16/2043
   
303,137
     
295,677
     
0.11
%
 
                       
Total Mortgage Backed Securities
                       
  (Cost $14,928,285)
           
14,928,601
     
5.61
%
 
                       
U.S. TREASURY OBLIGATIONS – 2.49%
                       
                         
U.S. Treasury Bonds – 0.57%
                       
U.S. Treasury Bonds, 3.625%, 02/15/2044
   
1,325,000
     
1,518,264
     
0.57
%
 


 
The accompanying notes are an integral part of these financial statements.
 
HENNESSY FUNDS
1-800-966-4354
 

15

 

U.S. TREASURY OBLIGATIONS
 
Par
         
% of
 
 
 
Amount
   
Value
   
Net Assets
 
U.S. Treasury Notes – 1.92%
                 
U.S. Treasury Notes
                 
  1.375%, 01/15/2020
   
1,000,000
   
$
994,414
     
0.37
%
  1.625%, 02/15/2026
   
1,200,000
     
1,137,351
     
0.43
%
  1.875%, 01/31/2022
   
1,500,000
     
1,496,338
     
0.56
%
  2.250%, 02/15/2027
   
1,500,000
     
1,485,762
     
0.56
%
 
           
5,113,865
     
1.92
%
Total U.S. Treasury Obligations
                       
  (Cost $6,694,729)
           
6,632,129
     
2.49
%
 
                       
U.S. GOVERNMENT AGENCY ISSUES – 0.75%
                       
                         
Finance and Insurance – 0.75%
                       
Federal Home Loan Banks
                       
  1.250%, 10/17/2031 (g)
   
1,250,000
     
1,212,277
     
0.46
%
  2.750%, 07/11/2031
   
800,000
     
772,541
     
0.29
%
 
           
1,984,818
     
0.75
%
Total U.S. Government Agency Issues
                       
  (Cost $2,006,439)
           
1,984,818
     
0.75
%
 
                       
INVESTMENT COMPANIES (EXCLUDING
                       
  MONEY MARKET FUNDS) – 1.11%
                       
Apollo Investment Corp.
   
24,425
     
144,596
     
0.06
%
Ares Capital Corp.
   
9,500
     
152,760
     
0.06
%
FS Investment Corp.
   
19,150
     
150,327
     
0.06
%
Gladstone Capital Corp.
   
15,750
     
153,405
     
0.06
%
Guggenheim Credit Allocation Fund
   
34,000
     
769,420
     
0.29
%
Hercules Capital, Inc.
   
13,000
     
162,110
     
0.06
%
Main Street Capital Corp.
   
3,975
     
159,676
     
0.06
%
Monroe Capital Corp.
   
10,250
     
149,650
     
0.05
%
New Mountain Finance Corp.
   
10,675
     
149,984
     
0.06
%
SPDR Barclays Capital High Yield Bond
   
1,000
     
37,240
     
0.01
%
SPDR Barclays Short Term High Yield
   
4,000
     
111,680
     
0.04
%
TPG Specialty Lending, Inc.
   
7,525
     
153,811
     
0.06
%
Triangle Capital Corp.
   
10,000
     
123,100
     
0.04
%
Vanguard High-Yield Corporate Fund
   
89,820
     
536,226
     
0.20
%
 
                       
Total Investment Companies (Excluding
                       
  Money Market Funds)
                       
  (Cost $3,015,283)
           
2,953,985
     
1.11
%
 

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

16

 

SCHEDULE OF INVESTMENTS
 
SHORT-TERM INVESTMENTS – 1.76%
 
Number
         
% of
 
 
 
of Shares
   
Value
   
Net Assets
 
Money Market Funds – 1.76%
                 
Fidelity Government Portfolio, Institutional Class, 0.92% (c)
   
4,695,401
   
$
4,695,401
     
1.76
%
 
                       
Total Short-Term Investments
                       
  (Cost $4,695,401)
           
4,695,401
     
1.76
%
 
                       
Total Investments
                       
  (Cost $230,083,649) – 100.26%
           
266,762,204
     
100.26
%
Liabilities in Excess of Other Assets – (0.26)%
           
(698,847
)
   
(0.26
)%
TOTAL NET ASSETS – 100.00%
         
$
266,063,357
     
100.00
%

Percentages are stated as a percent of net assets.

REIT – Real Estate Investment Trust
(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 October 31, 2017.
(d)
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 year ended October 31, 2017, are as follows:

 
Issuer
 
U.S. Bancorp
   
 
Beginning Cost
 
$
114,807
   
 
Purchase Cost
 
$
93,213
   
 
Sales Cost
 
$
(114,807
)
 
 
Ending Cost
 
$
93,213
   
 
Dividend Income
 
$
5,146
   
 
Net Change in
         
 
  Unrealized Appreciation
 
$
(892
)
 
 
Realized Loss
 
$
(3,207
)
 
 
Shares
   
3,240
   
 
Market Value
 
$
93,247
   
 
(e)
Rule 144A security. The Fund’s Advisor has deemed this security to be liquid based upon procedures approved by the Board of Trustees.  As of October 31, 2017, the market value of this security totaled $1,338,390, which represents 0.50% of net assets.
(f)
Variable rate security; rate disclosed is the current rate as of October 31, 2017.
(g)
Step-up bond; rate disclosed is the current rate as of October 31, 2017.
 

 

 

 

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

HENNESSY FUNDS
1-800-966-4354
 

17

 
Summary of Fair Value Exposure at October 31, 2017
 
The following is a summary of the inputs used to value the Fund’s net assets as of October 31, 2017 (see Note 3 in the accompanying notes to the financial statements):
 
Common Stocks
 
Level 1
   
Level 2
   
Level 3
   
Total
 
Consumer Discretionary
 
$
35,515,486
   
$
   
$
   
$
35,515,486
 
Consumer Staples
   
8,967,124
     
     
     
8,967,124
 
Energy
   
3,827,963
     
     
     
3,827,963
 
Financials
   
40,609,692
     
     
     
40,609,692
 
Health Care
   
14,397,661
     
     
     
14,397,661
 
Industrials
   
26,570,539
     
     
     
26,570,539
 
Information Technology
   
26,902,113
     
     
     
26,902,113
 
Materials
   
5,056,926
     
     
     
5,056,926
 
Telecommunication Services
   
2,592,065
     
     
     
2,592,065
 
Total Common Stocks
 
$
164,439,569
   
$
   
$
   
$
164,439,569
 
Preferred Stocks
                               
Consumer Staples
 
$
211,437
   
$
   
$
   
$
211,437
 
Financials
   
4,499,888
     
     
     
4,499,888
 
Telecommunication Services
   
135,521
     
     
     
135,521
 
Utilities
   
220,934
     
     
     
220,934
 
Total Preferred Stocks
 
$
5,067,780
   
$
   
$
   
$
5,067,780
 
REITS
                               
Financials
 
$
1,213,288
   
$
   
$
   
$
1,213,288
 
Total REITS
 
$
1,213,288
   
$
   
$
   
$
1,213,288
 
Corporate Bonds
                               
Consumer Staples
 
$
   
$
3,380,702
   
$
   
$
3,380,702
 
Energy
   
     
4,657,718
     
     
4,657,718
 
Financials
   
     
34,883,898
     
     
34,883,898
 
Health Care
   
     
7,953,903
     
     
7,953,903
 
Information Technology
   
     
2,258,760
     
     
2,258,760
 
Materials
   
     
6,222,943
     
     
6,222,943
 
Telecommunication Services
   
     
5,488,709
     
     
5,488,709
 
Total Corporate Bonds
 
$
   
$
64,846,633
   
$
   
$
64,846,633
 
Mortgage Backed Securities
 
$
   
$
14,928,601
   
$
   
$
14,928,601
 
U.S. Treasury Obligations
                               
U.S. Treasury Bonds
 
$
   
$
1,518,264
   
$
   
$
1,518,264
 
U.S. Treasury Notes
   
     
5,113,865
     
     
5,113,865
 
Total U.S. Treasury Obligations
 
$
   
$
6,632,129
   
$
   
$
6,632,129
 
U.S. Government Agency Issues
 
$
   
$
1,984,818
   
$
   
$
1,984,818
 
Investment Companies (Excluding
                               
  Money Market Funds)
 
$
2,953,985
   
$
   
$
   
$
2,953,985
 
Short-Term Investments
                               
Money Market Funds
 
$
4,695,401
   
$
   
$
   
$
4,695,401
 
Total Short-Term Investments
 
$
4,695,401
   
$
   
$
   
$
4,695,401
 
Total Investments
 
$
178,370,023
   
$
88,392,181
   
$
   
$
266,762,204
 
 
Transfers between levels are recognized at the end of the reporting period. During the year ended October 31, 2017, the Fund recognized no transfers between levels.
 

 

 

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

18


SCHEDULE OF INVESTMENTS/STATEMENT OF ASSETS AND LIABILITIES

Financial Statements
 
Statement of Assets and Liabilities as of October 31, 2017
 
ASSETS:
     
Investments in unaffiliated securities, at value (cost $229,990,436)
 
$
266,668,957
 
Investments in affiliated securities, at value (cost $93,213)
   
93,247
 
Total Investments in securities, at value (cost $230,083,649)
   
266,762,204
 
Dividends and interest receivable
   
885,297
 
Receivable for fund shares sold
   
96,156
 
Receivable for securities sold
   
307,620
 
Prepaid expenses and other assets
   
24,646
 
Total Assets
   
268,075,923
 
         
LIABILITIES:
       
Payable for securities purchased
   
1,300,754
 
Payable for fund shares redeemed
   
341,802
 
Payable to advisor
   
182,607
 
Payable to administrator
   
46,282
 
Payable to auditor
   
20,697
 
Accrued distribution fees
   
24,582
 
Accrued service fees
   
13,389
 
Accrued trustees fees
   
5,572
 
Accrued expenses and other payables
   
76,881
 
Total Liabilities
   
2,012,566
 
NET ASSETS
 
$
266,063,357
 
         
NET ASSETS CONSIST OF:
       
Capital stock
 
$
215,876,411
 
Accumulated net investment income
   
103,437
 
Accumulated net realized gain on investments
   
13,404,954
 
Unrealized net appreciation on investments
   
36,678,555
 
Total Net Assets
 
$
266,063,357
 
         
NET ASSETS
       
Investor Class:
       
Shares authorized (no par value)
 
Unlimited
 
Net assets applicable to outstanding Investor Class shares
 
$
155,328,073
 
Shares issued and outstanding
   
9,565,337
 
Net asset value, offering price and redemption price per share
 
$
16.24
 
         
Institutional Class:
       
Shares authorized (no par value)
 
Unlimited
 
Net assets applicable to outstanding Institutional Class shares
 
$
110,735,284
 
Shares issued and outstanding
   
7,220,704
 
Net asset value, offering price and redemption price per share
 
$
15.34
 


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

HENNESSY FUNDS
1-800-966-4354
 

19


Financial Statements
 
Statement of Operations for the year ended October 31, 2017
 
INVESTMENT INCOME:
     
Dividend income from unaffiliated securities
 
$
3,556,928
 
Dividend income from affiliated securities
   
5,146
 
Interest income
   
2,866,501
 
Total investment income
   
6,428,575
 
         
EXPENSES:
       
Investment advisory fees (See Note 5)
   
2,333,910
 
Sub-transfer agent expenses – Investor Class (See Note 5)
   
392,383
 
Sub-transfer agent expenses – Institutional Class (See Note 5)
   
106,752
 
Administration, fund accounting, custody and transfer agent fees (See Note 5)
   
278,754
 
Distribution fees – Investor Class (See Note 5)
   
264,451
 
Service fees – Investor Class (See Note 5)
   
176,301
 
Federal and state registration fees
   
41,428
 
Compliance expense (See Note 5)
   
28,705
 
Reports to shareholders
   
28,399
 
Audit fees
   
20,699
 
Trustees’ fees and expenses
   
17,044
 
Legal fees
   
3,001
 
Interest expense (See Note 7)
   
2,820
 
Other expenses
   
25,023
 
Total expenses
   
3,719,670
 
NET INVESTMENT INCOME
 
$
2,708,905
 
         
REALIZED AND UNREALIZED GAINS (LOSSES):
       
Net realized gain (loss) on:
       
  Unaffiliated investments
 
$
18,197,100
 
  Affiliated investments
   
(3,207
)
Net change in unrealized appreciation on:
       
  Unaffiliated investments
   
19,387,963
 
  Affiliated investments
   
(892
)
Net gain on investments
   
37,580,964
 
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS
 
$
40,289,869
 


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

20


STATEMENT OF OPERATIONS/STATEMENTS OF CHANGES IN NET ASSETS

Financial Statements
 
Statements of Changes in Net Assets
 
   
Year Ended
   
Year Ended
 
   
October 31, 2017
   
October 31, 2016
 
OPERATIONS:
           
Net investment income
 
$
2,708,905
   
$
3,914,804
 
Net realized gain on investments
   
18,193,893
     
26,643,967
 
Net change in unrealized appreciation on investments
   
19,387,071
     
(30,923,043
)
Net increase (decrease) in net assets
               
  resulting from operations
   
40,289,869
     
(364,272
)
                 
DISTRIBUTIONS TO SHAREHOLDERS FROM:
               
Net investment income – Investor Class
   
(1,353,800
)
   
(2,087,209
)
Net investment income – Institutional Class
   
(1,431,025
)
   
(1,972,744
)
Net realized gains – Investor Class
   
(16,086,706
)
   
(6,952,737
)
Net realized gains – Institutional Class
   
(10,462,912
)
   
(3,988,610
)
Total distributions
   
(29,334,443
)
   
(15,001,300
)
                 
CAPITAL SHARE TRANSACTIONS:
               
Proceeds from shares subscribed – Investor Class
   
8,054,934
     
30,705,146
 
Proceeds from shares subscribed – Institutional Class
   
20,836,993
     
27,173,057
 
Dividends reinvested – Investor Class
   
17,017,145
     
8,885,747
 
Dividends reinvested – Institutional Class
   
9,255,346
     
4,372,535
 
Cost of shares redeemed – Investor Class
   
(78,489,456
)
   
(120,741,346
)
Cost of shares redeemed – Institutional Class
   
(53,524,682
)
   
(64,754,302
)
Net decrease in net assets derived
               
  from capital share transactions
   
(76,849,720
)
   
(114,359,163
)
TOTAL DECREASE IN NET ASSETS
   
(65,894,294
)
   
(129,724,735
)
                 
NET ASSETS:
               
Beginning of year
   
331,957,651
     
461,682,386
 
End of year
 
$
266,063,357
   
$
331,957,651
 
Undistributed net investment income, end of year
 
$
103,437
   
$
129,004
 
                 
CHANGES IN SHARES OUTSTANDING:
               
Shares sold – Investor Class
   
516,776
     
1,962,156
 
Shares sold – Institutional Class
   
1,415,138
     
1,843,177
 
Shares issued to holders as reinvestment
               
  of dividends – Investor Class
   
1,128,293
     
567,440
 
Shares issued to holders as reinvestment
               
  of dividends – Institutional Class
   
648,210
     
294,768
 
Shares redeemed – Investor Class
   
(5,022,332
)
   
(7,724,036
)
Shares redeemed – Institutional Class
   
(3,644,868
)
   
(4,386,391
)
Net decrease in shares outstanding
   
(4,958,783
)
   
(7,442,886
)


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

HENNESSY FUNDS
1-800-966-4354
 

21


Financial Statements
 
Financial Highlights
 
For an Investor Class share outstanding throughout each year

 

PER SHARE DATA:
Net asset value, beginning of year

Income from investment operations:
Net investment income
Net realized and unrealized gains (losses) on investments
Total from investment operations

Less distributions:
Dividends from net investment income
Dividends from net realized gains
Total distributions
Net asset value, end of year
 
TOTAL RETURN

SUPPLEMENTAL DATA AND RATIOS:
Net assets, end of period (millions)
Ratio of expenses to average net assets:
Before expense reimbursement
After expense reimbursement
Ratio of net investment income to average net assets:
Before expense reimbursement
After expense reimbursement
Portfolio turnover rate(1)












(1)
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


FINANCIAL HIGHLIGHTS — INVESTOR CLASS


 
 
 
 
Year Ended October 31,
   
2017
   
2016
   
2015
   
2014
   
2013
   
                             
$
15.61
   
$
16.15
   
$
16.68
   
$
15.77
   
$
13.96
   
                                       
                                       
 
0.14
     
0.14
     
0.13
     
0.16
     
0.23
   
 
1.95
     
(0.16
)
   
0.11
     
1.41
     
1.81
   
 
2.09
     
(0.02
)
   
0.24
     
1.57
     
2.04
   
                                       
                                       
 
(0.12
)
   
(0.13
)
   
(0.13
)
   
(0.16
)
   
(0.23
)
 
 
(1.34
)
   
(0.39
)
   
(0.64
)
   
(0.50
)
   
   
 
(1.46
)
   
(0.52
)
   
(0.77
)
   
(0.66
)
   
(0.23
)
 
$
16.24
   
$
15.61
   
$
16.15
   
$
16.68
   
$
15.77
   
                                       
 
14.16
%
   
(0.12
)%
   
1.43
%
   
10.28
%
   
14.72
%
 
                                       
                                       
$
155.33
   
$
202.04
   
$
292.84
   
$
284.45
   
$
233.25
   
                                       
 
1.43
%
   
1.43
%
   
1.38
%
   
1.33
%
   
1.36
%
 
 
1.43
%
   
1.43
%
   
1.38
%
   
1.33
%
   
1.33
%
 
                                       
 
0.78
%
   
0.84
%
   
0.83
%
   
1.01
%
   
1.51
%
 
 
0.78
%
   
0.84
%
   
0.83
%
   
1.01
%
   
1.54
%
 
 
15
%
   
24
%
   
39
%
   
28
%
   
52
%
 

 
 

 

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

HENNESSY FUNDS
1-800-966-4354
 

23


Financial Statements
 
Financial Highlights
 
For an Institutional Class share outstanding throughout each year

 

PER SHARE DATA:
Net asset value, beginning of year

Income from investment operations:
Net investment income
Net realized and unrealized gains (losses) on investments
Total from investment operations

Less distributions:
Dividends from net investment income
Dividends from net realized gains
Total distributions
Net asset value, end of year
TOTAL RETURN

SUPPLEMENTAL DATA AND RATIOS:
Net assets, end of year (millions)
Ratio of expenses to average net assets
Ratio of net investment income to average net assets
Portfolio turnover rate(1)
















(1)
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

FINANCIAL HIGHLIGHTS — INSTITUTIONAL CLASS


 


 
Year Ended October 31,
   
2017
   
2016
   
2015
   
2014
   
2013
   
                             
$
14.76
   
$
15.28
   
$
15.80
   
$
14.97
   
$
13.29
   
                                       
                                       
 
0.16
     
0.18
     
0.19
     
0.20
     
0.25
   
 
1.87
     
(0.13
)
   
0.09
     
1.33
     
1.72
   
 
2.03
     
0.05
     
0.28
     
1.53
     
1.97
   
                                       
                                       
 
(0.18
)
   
(0.20
)
   
(0.19
)
   
(0.20
)
   
(0.29
)
 
 
(1.27
)
   
(0.37
)
   
(0.61
)
   
(0.50
)
   
   
 
(1.45
)
   
(0.57
)
   
(0.80
)
   
(0.70
)
   
(0.29
)
 
$
15.34
   
$
14.76
   
$
15.28
   
$
15.80
   
$
14.97
   
                                       
 
14.60
%
   
0.30
%
   
1.75
%
   
10.60
%
   
14.99
%
 
                                       
                                       
$
110.74
   
$
129.91
   
$
168.84
   
$
102.10
   
$
85.12
   
 
1.05
%
   
1.03
%
   
1.04
%
   
1.05
%
   
1.06
%
 
 
1.16
%
   
1.23
%
   
1.18
%
   
1.29
%
   
1.95
%
 
 
15
%
   
24
%
   
39
%
   
28
%
   
52
%
 


 
 

 

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

HENNESSY FUNDS
1-800-966-4354
 

25


Financial Statements
 
Notes to the Financial Statements October 31, 2017
 
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 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 12b-1 distribution and service, shareholder servicing, and sub-transfer agent expenses.  There are no sales charges.  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 an individual class.
 
As an investment company, the Fund follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (“FASB”) Accounting Standard Codification Topic 946 “Financial Services—Investment Companies.”
 
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 conform to 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 – No provision for federal income taxes or excise taxes has been made because 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/loss and realized gains/losses for federal income tax purposes may differ from those reported in 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.  The Fund recognizes interest and penalties related to income tax benefits, if any, in the Statement of Operations as an income tax expense.  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.  The Fund may utilize equalization accounting for tax purposes and designate earnings and profits, including net realized gains distributed to shareholders on redemption of shares, as part of the dividends paid deduction for income tax purposes.
 
 
Due to inherent differences in the recognition of income, expenses, and realized gains/losses under GAAP and federal income tax regulations, permanent differences between book and tax basis for reporting for fiscal year 2017 have been identified and appropriately reclassified in the Statement of Assets and Liabilities.  The adjustments are as follows:

 
Accumulated
Accumulated
   
 
Net Investment
Net Realized
   
 
        Income       
Gain on Investments
Capital Stock
 
 
$50,353
$(4,730,910)
$4,680,557
 

 
 
HENNESSYFUNDS.COM
26


 
NOTES TO THE FINANCIAL STATEMENTS
 
c).
Accounting for Uncertainty in Income Taxes – The Fund has accounting policies regarding recognition and measurement of tax positions taken or expected to be taken on a tax return.  The tax returns of the Fund for the prior three fiscal years are open for examination.  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.
 
d).
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/losses on investments are allocated to each class of shares based on such class’s net assets.
 
e).
Distributions to Shareholders – Dividends from net investment income for the Fund, if any, are declared and paid at the end of each calendar quarter.  Distributions of net realized capital gains, if any, are declared and paid annually, usually in December.
 
f).
Security Transactions – Investment and shareholder transactions are recorded on the trade date.  The Fund determines the realized gain/loss from an investment transaction 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.
 
g).
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.
 
h).
Share Valuation – The net asset value (“NAV”) per share of the Fund is calculated by dividing (i) 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 (ii) 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 NAV per share.
 
3).  SECURITIES VALUATION
 
The Fund follows 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 of changes in valuation techniques and related inputs during the period.  These inputs are summarized in the three broad levels listed below:
 
 
Level 1 –
Unadjusted, quoted prices in active markets for identical instruments that the Fund has the ability to access at the date of measurement.
     
 
Level 2 –
Other significant observable inputs (including, but not limited to, quoted prices in active markets for similar instruments, quoted prices in markets that are not active for identical or similar instruments, and model-derived
 

HENNESSY FUNDS
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valuations in which all significant inputs and significant value drivers are observable in active markets, such as interest rates, prepayment speeds, credit risk curves, default rates, and similar data).
 
 
Level 3 –
Significant unobservable inputs (including the Fund’s own assumptions about what market participants would use to price the asset or liability based on the best available information) when observable inputs are unavailable.
 
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, partnerships, rights, and real estate investment trusts, that are traded on a securities exchange for which a last-quoted sales price is readily available will generally 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 generally 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 generally 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.  Securities traded on foreign exchanges generally are not valued at the same time the Fund calculates its NAV because most foreign markets close well before such time.  The earlier close of most foreign markets gives rise to the possibility that significant events, including broad market moves, may have occurred in the interim.  In certain circumstances, it may be determined that a security needs to be fair valued because it appears that the value of the security might have been materially affected by events occurring after the close of the market in which the security is principally traded, but before the time the Fund calculates its NAV, such as by a development that affects an entire market or region (e.g., weather-related events) or a potentially global development (e.g., a terrorist attack that may be expected to have an effect on investor expectations worldwide).
 
 
Registered Investment Companies – Investments in registered investment companies (e.g., mutual funds) are generally priced at the ending NAV provided by the applicable registered investment company’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 generally 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 observable market data, such as reported sales of similar securities, broker quotes, yields, bids, offers, and reference data.  Certain securities are valued primarily 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 with an original term to maturity of 60 days or less are valued at amortized cost, which approximates fair market value.  If the original term to maturity of a short-term debt

 
 
HENNESSYFUNDS.COM
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NOTES TO THE FINANCIAL STATEMENTS
 
 
investment exceeded 60 days, then the values as of the 61st day prior to maturity are amortized.  Amortized cost is not used if its use would be inappropriate due to credit or other impairments of the issuer, in which case the security’s fair value would be determined, as described below.  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, such as the trading volume of a security and markets, the values of other similar securities, and news events with direct bearing on a security or markets.  Fair value pricing results in an estimated price for a security that reflects the amount the Fund might reasonably expect to receive in a current sale.  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.
 
The fair valuation 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’ values as determined by the Board or its designee instead of being determined by the market.  Using a fair value pricing methodology to price a foreign security may result in a value that is different from the foreign security’s most recent closing price and from the prices used by other investment companies to calculate their NAVs and are generally classified in Level 2 of 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 “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 to determine 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 October 31, 2017, are included in the Schedule of Investments.
 
4).  INVESTMENT TRANSACTIONS
 
Purchases and sales of investment securities (excluding government and short-term investments) for the Fund during fiscal year 2017 were $27,518,180 and $125,531,426, respectively.
 
Purchases and sales/maturities of long-term U.S. government securities for the Fund during fiscal year 2017 were $15,078,565 and $19,862,766, respectively.

 

HENNESSY FUNDS
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The Fund is permitted to purchase or sell securities from or to another fund in the Hennessy Funds family of funds (the “Hennessy Funds”) under specified conditions outlined in procedures adopted by the Board.  The procedures have been designed to ensure that any purchase or sale of securities by the Fund from or to another Hennessy Fund complies with Rule 17a-7 of the Investment Company Act of 1940, as amended.  For fiscal year 2017, the Fund did not engage in purchases or sales of securities pursuant to Rule 17a-7 of the Investment Company Act of 1940, as amended.
 
5).  INVESTMENT MANAGEMENT FEE AND OTHER TRANSACTIONS WITH AFFILIATES
 
The Advisor provides the Fund with investment management services under an Investment Advisory Agreement.  The Advisor provides all investment advice, office space, and facilities, as well as 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 an annual rate of 0.80%.  The net investment advisory fees expensed by the Fund during fiscal year 2017 are included in the Statement of Operations.
 
The Advisor has delegated the day-to-day management of the equity allocation of the Fund to The London Company of Virginia, LLC and the day-to-day management of the fixed income allocation of the Fund to Financial Counselors, Inc.  The Advisor pays the sub-advisory fees from its own assets, and these fees are not an additional expense of the Fund.  For the most recent fiscal year, the Advisor (not the Fund) paid a sub-advisory fee, based upon the daily net assets of the Fund, at a rate of 0.33% for the equity allocation and 0.27% for the fixed income allocation.
 
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.  The shareholder service fees expensed by the Fund during fiscal year 2017 are included in the Statement of Operations.
 
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.  Even though the authorized rate is up to 0.25%, the Fund is currently only using up to 0.15% of its average daily net assets attributable to Investor Class shares for such purpose.  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, shareholder account servicing, the printing and mailing of prospectuses to other than current shareholders, the printing and mailing of sales literature, and compensation for sales and marketing activities or to financial institutions and others, such as dealers and distributors.  The distribution fees expensed by the Fund during fiscal year 2017 are included in the Statement of Operations.
 
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.  The sub-transfer agent fees expensed by the Fund during fiscal year 2017 are included in the Statement of Operations.
 
 
HENNESSYFUNDS.COM
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NOTES TO THE FINANCIAL STATEMENTS
 
U.S. Bancorp Fund Services, LLC (“USBFS”) provides the Fund with administrative, fund accounting, and transfer agent services and necessary office equipment.  As administrator, USBFS is responsible for activities such as (i) preparing various federal and state regulatory filings, reports, and returns for the Fund, (ii) preparing reports and materials to be supplied to the Board, (iii) monitoring the activities of the Fund’s custodian, transfer agent, and accountants, and (iv) coordinating the preparation and payment of the Fund’s expenses and reviewing the Fund’s expense accruals.  U.S. Bank, N.A., an affiliate of USBFS, serves as the Fund’s custodian.  The servicing agreements between the Trust, USBFS, and U.S. Bank N.A. contain a fee schedule that is inclusive of administrative, fund accounting, custody, and transfer agent fees.  The administrative, fund accounting, custody, and transfer agent fees expensed by the Fund during fiscal year 2017 are included in the Statement of Operations.
 
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.
 
The officers of the Fund are affiliated with the Advisor.  Such officers, with the exception of the Chief Compliance Officer and the Senior Compliance Officer, receive no compensation from the Fund for serving in their respective roles.  The Fund, along with the other Hennessy Funds, makes reimbursement payments, on an equal basis, to the Advisor for a portion of the salary and benefits associated with the office of the Chief Compliance Officer and for all of the salary and benefits associated with the office of the Senior Compliance Officer.  The compliance fees expensed by the Fund during fiscal year 2017 are included in the Statement of Operations.
 
6).  GUARANTEES AND INDEMNIFICATIONS
 
Under the Hennessy Funds’ organizational documents, their officers and trustees are indemnified by the Hennessy Funds against certain liabilities arising out of the performance of their duties to the Hennessy Funds.  Additionally, in the normal course of business, the Hennessy Funds enter into contracts with service providers that contain general indemnification clauses.  The Fund’s maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Fund that have not yet occurred.  Currently, the Fund expects the risk of loss to be remote.
 
7).  LINE OF CREDIT
 
The Fund has an uncommitted line of credit with the other 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 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 and are secured by all of the Fund’s assets (as to its own borrowings only).  During fiscal year 2017, the Fund had an outstanding average daily balance and a weighted average interest rate of $78,701 and 3.97%, respectively.  The interest expensed by the Fund during fiscal year 2017 is included in the Statement of Operations.  The maximum amount outstanding for the Fund during the period was $3,495,000.  At October 31, 2017, the Fund did not have any borrowings outstanding under the line of credit.
 

 


HENNESSY FUNDS
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31

 
8).  FEDERAL TAX INFORMATION
 
As of October 31, 2017, the components of accumulated earnings (losses) for income tax purposes were as follows:
 
 
 
Investments
 
Cost of investments for tax purposes
 
$
230,094,090
 
Gross tax unrealized appreciation
 
$
39,103,812
 
Gross tax unrealized depreciation
   
(2,435,698
)
Net tax unrealized appreciation
 
$
36,668,114
 
Undistributed ordinary income
 
$
103,437
 
Undistributed long-term capital gains
   
13,415,395
 
Total distributable earnings
 
$
13,518,832
 
Other accumulated gain
 
$
 
Total accumulated gain
 
$
50,186,946
 
 
The difference between book-basis unrealized appreciation/depreciation (as shown in the Statement of Assets and Liabilities) and tax-basis unrealized appreciation/depreciation (as shown above) is attributable primarily to wash sales.
 
At October 31, 2017, the Fund had no tax basis capital losses to offset future capital gains.
 
At October 31, 2017, the Fund did not defer, on a tax basis, any late-year ordinary losses.  Late-year ordinary losses are net ordinary losses incurred after December 31, 2016, but within the taxable year, that are deemed to arise on the first day of the Fund’s next taxable year.
 
During fiscal years 2017 and 2016, the tax character of distributions paid by the Fund was as follows:
 
 
 
Year Ended
   
Year Ended
 
 
 
October 31, 2017
   
October 31, 2016
 
Ordinary income(1)
 
$
2,761,400
   
$
4,059,953
 
Long-term capital gain
   
26,573,043
     
10,941,347
 
 
 
$
29,334,443
   
$
15,001,300
 
 
(1)  Ordinary income includes short-term gain/loss.
 
9).  EVENTS SUBSEQUENT TO YEAR END
 
Management has evaluated the Fund’s related events and transactions that occurred subsequent to October 31, 2017, through the date of issuance of the Fund’s financial statements.  Other than as disclosed below, management has determined that there were no subsequent events requiring recognition or disclosure in the financial statements.
 
On December 7, 2017, capital gains were declared and paid to shareholders of record on December 6, 2017, as follows:
 
 
Long-term
Investor Class
$0.83721
Institutional Class
$0.79119
 
 
 
 
HENNESSYFUNDS.COM

32


NOTES/REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

Report of Independent Registered Public
Accounting Firm

To the Board of Trustees of Hennessy Funds Trust
and the Shareholders of the Hennessy Equity and Income Fund
Novato, CA
 
We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of the Hennessy Equity and Income Fund (the “Fund”), a series of Hennessy Funds Trust as of October 31, 2017, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Fund’s management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.
 
We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States).  Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement.  The Fund is not required to have, nor were we engaged to perform, an audit of the Fund’s internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purposes of expressing an opinion on the effectiveness of the Fund’s internal control over financial reporting. Accordingly, we express no such opinion.  An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements.  Our procedures included confirmation of securities owned as of October 31, 2017, by correspondence with the custodian and brokers.  An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation.  We believe that our audits provide a reasonable basis for our opinion.
 
In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of the Hennessy Equity and Income Fund as of October 31, 2017, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.

TAIT, WELLER & BAKER LLP
 
Philadelphia, Pennsylvania
December 22, 2017
 
 


HENNESSY FUNDS
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33


Trustees and Officers of the Fund (Unaudited)

The business and affairs of the Funds are managed under the direction of the Board of Trustees of the Trust, and the Board of Trustees elects the Officers of the Trust.  Beginning in March 2015, the Board of Trustees has from time to time appointed advisers to the Board of Trustees (“Advisers”), with the intention of having qualified individuals serve in an advisory capacity in order to garner experience in the mutual fund and asset management industry and be considered as potential Trustees in the future.  There are currently three Advisers to the Board of Trustees: Brian Alexander, Doug Franklin, and Claire Knoles.  As Advisers, Mr. Alexander, Mr. Franklin, and Ms. Knoles attend meetings of the Board and act as non-voting participants.  Information pertaining to the Trustees, Advisers, and the Officers of the Trust is set forth below.  The Trustees and Officers serve until their successors are duly elected and qualified or until their earlier death, resignation, or removal.  Each of the Trustees oversees 14 Hennessy Funds.  Unless otherwise indicated, the address of all persons listed below is 7250 Redwood Boulevard, Suite 200, Novato, CA 94945.  The Fund’s Statement of Additional Information includes more information about the persons listed below and is available, without charge, upon request by calling 1-800-966-4354.
 
     
Other
     
Directorships
     
Held Outside
Name, (Year of Birth),
   
of Fund
and Position Held
Start Date
Principal Occupation(s)
Complex During
with the Trust               
of Service
During Past Five Years
Past Five Years(1)
     
Disinterested Trustees and Advisers
   
       
J. Dennis DeSousa
January 1996
Mr. DeSousa is a real estate investor.
None.
(1936)
     
Trustee
     
       
Robert T. Doyle
January 1996
Mr. Doyle has been the Sheriff of
None.
(1947)
 
Marin County, California since 1996.
 
Trustee
     
       
Gerald P. Richardson
May 2004
Mr. Richardson is an independent
None.
(1945)
 
consultant in the securities industry.
 
Trustee
     
       
Brian Alexander
March 2015
Mr. Alexander has been employed
None.
(1981)
 
by Sutter Health Novato Community
 
Adviser to the Board
 
Hospital since 2012, first as an
 
   
Assistant Administrator and then,
 
   
beginning in 2013, as the Chief
 
   
Administrative Officer.  From 2011
 
   
through 2012, Mr. Alexander was
 
   
employed by Sutter Health West Bay
 
   
Region as the Regional Director of
 
   
Strategic Decision Support.
 

 

 
 
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TRUSTEES AND OFFICERS OF THE FUND
 
     
Other
     
Directorships
     
Held Outside
Name, (Year of Birth),
   
of Fund
and Position Held
Start Date
Principal Occupation(s)
Complex During
with the Trust              
of Service
During Past Five Years
Past Five Years(1)
       
Doug Franklin
March 2016
Mr. Franklin is a retired insurance
None.
(1964)
 
industry executive.  From 1987
 
Adviser to the Board
 
through 2015, he was employed
 
   
by Allianz-Fireman’s Fund Insurance
 
   
Company in various positions,
 
   
including Chief Actuary and
 
   
Chief Risk Officer.
 
       
Claire Knoles
December 2015
Ms. Knoles is a founder of Kiosk and
None.
(1974)
 
has served as its Chief Operating
 
Adviser to the Board
 
Officer since 2004.  Kiosk is a full
 
   
service marketing agency with
 
   
offices in the San Francisco Bay
 
   
Area, Toronto, and Liverpool, UK.
 
       
Interested Trustee(2)
     
       
Neil J. Hennessy
January 1996 as
Mr. Hennessy has been employed by
Hennessy
(1956)
a Trustee and
Hennessy Advisors, Inc. since 1989
Advisors, Inc.
Trustee, Chairman of
June 2008 as
and currently serves as its President,
 
the Board, Chief
an Officer
Chairman and Chief Executive Officer.
 
Investment Officer,
     
Portfolio Manager,
     
and President
     

 
Name, (Year of Birth),
   
and Position Held
Start Date
Principal Occupation(s)
with the Trust              
of Service
During Past Five Years
     
Officers
   
     
Teresa M. Nilsen
January 1996
Ms. Nilsen has been employed by Hennessy Advisors, Inc.
(1966)
 
since 1989 and currently serves as its Executive Vice President,
Executive Vice President
 
Chief Operations Officer, Chief Financial Officer, and Secretary.
and Treasurer
   
     
Daniel B. Steadman
March 2000
Mr. Steadman has been employed by Hennessy Advisors, Inc.
(1956)
 
since 2000 and currently serves as its Executive Vice President
Executive Vice President
 
and Chief Compliance Officer.
and Secretary
   
     
Brian Carlson
December 2013
Mr. Carlson has been employed by Hennessy Advisors, Inc.
(1972)
 
since December 2013.  Mr. Carlson was previously a co-founder
Senior Vice President and
 
and principal of Trivium Consultants, LLC from February 2011
Head of Distribution
 
through November 2013.
     
Jennifer Cheskiewicz
June 2013
Ms. Cheskiewicz has been employed by Hennessy Advisors, Inc.
(1977)
 
as its General Counsel since June 2013.  She previously served
Senior Vice President and
 
as in-house counsel to Carlson Capital, L.P., an SEC-registered
Chief Compliance Officer
 
investment advisor to several private funds, from
   
February 2010 to May 2013.

 


HENNESSY FUNDS
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Name, (Year of Birth),
   
and Position Held
Start Date
Principal Occupation(s)
with the Trust              
of Service
During Past Five Years
     
David Ellison
October 2012
Mr. Ellison has been employed by Hennessy Advisors, Inc. since
(1958)(3)
 
October 2012.  He has served as a Portfolio Manager of the
Senior Vice President
 
Hennessy Small Cap Financial Fund and the Hennessy Large
and Portfolio Manager
 
Cap Financial Fund since inception. Mr. Ellison also served as a
   
Portfolio Manager of the Hennessy Technology Fund from its
   
inception until February 2017. Mr. Ellison served as Director,
   
CIO and President of FBR Fund Advisers, Inc. from
   
December 1999 to October 2012.
     
Ryan Kelley
March 2013
Mr. Kelley has been employed by Hennessy Advisors, Inc. since
(1972)(4)
 
October 2012.  He has served as a Portfolio Manager of the
Vice President and
 
Hennessy Gas Utility Fund, the Hennessy Small Cap Financial
Portfolio Manager
 
Fund, and the Hennessy Large Cap Financial Fund since
   
October 2014.  He served as Co-Portfolio Manager of the same
   
funds from March 2013 through September 2014, and as a
   
Portfolio Analyst for the Hennessy Funds from October 2012
   
through October 2014.  Mr. Kelley has also served as a Portfolio
   
Manager of the Hennessy Cornerstone Growth Fund, the
   
Hennessy Cornerstone Mid Cap 30 Fund, the Hennessy
   
Cornerstone Large Growth Fund, and the Hennessy
   
Cornerstone Value Fund and as a Co-Portfolio Manager of the
   
Hennessy Technology Fund since February 2017. Mr. Kelley
   
served as Portfolio Manager of FBR Fund Advisers, Inc. from
   
January 2008 to October 2012.
     
Brian Peery
March 2003 as
Mr. Peery has been employed by Hennessy Advisors, Inc. since
(1969)
an Officer and
2002.  He has served as a Portfolio Manager of the Hennessy
Senior Vice President
February 2011
Cornerstone Growth Fund, the Hennessy Cornerstone Mid Cap
and Portfolio Manager
as a Co-Portfolio
30 Fund, the Hennessy Cornerstone Large Growth Fund, the
 
Manager or
Hennessy Cornerstone Value Fund, the Hennessy Total Return
 
Portfolio Manager
Fund, and the Hennessy Balanced Fund since October 2014. 
   
He served as Co-Portfolio Manager of the same funds from
   
February 2011 through September 2014.  Mr. Peery has also
   
served as a Portfolio Manager of the Hennessy Gas Utility Fund
   
since February 2015 and as Lead Portfolio Manager of the
   
Hennessy Technology Fund since February 2017.
     
Daniel P. Hennessy
December 2016
Mr. Daniel Hennessy has been employed by Hennessy Advisors,
(1990)
 
Inc. since 2015. He has served as an Associate Analyst of the
Assistant Vice President
 
Hennessy Technology Fund since February 2017. He previously
and Associate Analyst
 
served as a Mutual Fund Specialist at U.S. Bancorp Fund
   
Services, LLC from November 2014 to July 2015.  Prior to that,
   
he attended the University of San Diego, where he earned a
   
degree in Political Science.
_______________
 
(1)
Messrs. DeSousa, Doyle, Hennessy, and Richardson previously served on the Board of Directors of Hennessy Mutual Funds, Inc. (“HMFI”), The Hennessy Funds, Inc. (“HFI”), and Hennessy SPARX Funds Trust (“HSFT”).  Pursuant to an internal reorganization effective as of February 28, 2014, the series of HFMI, HFI, and HSFT were reorganized into corresponding series of Hennessy Funds Trust that mirrored them.  Subsequent to the reorganization, HFMI, HFI, and HSFT were dissolved.
(2)
Mr. Hennessy is considered an “interested person,” as defined in the Investment Company Act of 1940, as amended, because he is an officer of the Hennessy Funds.
(3)
The address of this officer is 101 Federal Street, Suite 1900, Boston, MA 02110.
(4)
The address of this officer is 1340 Environ Way, Chapel Hill, NC 27517.

 
 
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TRUSTEES AND OFFICERS OF THE FUND









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HENNESSY FUNDS
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37


Expense Example (Unaudited)
October 31, 2017

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 May 1, 2017, through October 31, 2017.
 
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 fee is charged by the Fund’s transfer agent.  IRA accounts will be charged a $15 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” or “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
38


 
EXPENSE EXAMPLE

 
     
Expenses Paid
 
Beginning
Ending
During Period(1)
 
Account Value
Account Value
May 1, 2017 –
 
    May 1, 2017   
October 31, 2017
October 31, 2017
Investor Class
     
Actual
$1,000.00
$1,048.70
$7.33
Hypothetical (5% return before expenses)
$1,000.00
$1,018.05
$7.22
       
Institutional Class
     
Actual
$1,000.00
$1,051.00
$5.38
Hypothetical (5% return before expenses)
$1,000.00
$1,019.96
$5.30
 
(1)
Expenses are equal to the Fund’s annualized expense ratio of 1.42% for Investor Class shares or 1.04% for Institutional Class shares, as applicable, multiplied by the average account value over the period, multiplied by 184/365 days (to reflect one-half year period).









HENNESSY FUNDS
1-800-966-4354
 

39


 
How to Obtain a Copy of the Fund’s
Proxy Voting Policy and Proxy Voting Records
 
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/proxy-voting/policy.fs; 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 without charge on both the Hennessy Funds’ website at hennessyfunds.com/proxy-voting/vote.fs 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 a 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 made 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 fiscal year 2017, certain dividends paid by the Fund may be subject to a maximum tax rate of 23.8%, 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 that qualified for the corporate dividends received deduction for fiscal year 2017 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 request an individual copy of a prospectus or financial report at any time.  If you would like to receive separate mailings, please call U.S. Bancorp Fund Services, LLC 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

40


PROXY VOTING — PRIVACY POLICY
 
Privacy Policy
 
We collect the following non-public personal information about you:
 
 
information we receive from you on or in applications or other forms, correspondence, or conversations, including, but not limited to, your name, address, phone number, social security number, assets, income, and date of birth; and
 
 
information about your transactions with us, our affiliates, or others, including, but not limited to, your account number and balance, payment history, parties to transactions, cost basis information, and other financial information.
 
We do not disclose any non-public personal information about our current or former shareholders to non-affiliated third parties, except as permitted by law.  For example, we are permitted by law to disclose all of the information we collect, as described above, to our Transfer Agent to process your transactions.  Furthermore, we restrict access to your non-public personal information to those persons who require such information to provide products or services to you.  We maintain physical, electronic, and procedural safeguards that comply with federal standards to guard your non-public personal information.
 
In the event that you hold shares of the Fund through a financial intermediary, including, but not limited to, a broker-dealer, bank, or trust company, the privacy policy of your financial intermediary would govern how your non-public personal information will be shared with non-affiliated third parties.
 









HENNESSY FUNDS
1-800-966-4354
 

41



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 Boulevard, 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 Drive, 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
777 East Wisconsin Avenue
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.





 
ANNUAL REPORT

OCTOBER 31, 2017




HENNESSY BALANCED
FUND
 
Investor Class  HBFBX



 

 

hennessyfunds.com  |  1-800-966-4354





 

 




(This Page Intentionally Left Blank.)
 












CONTENTS

Contents
 
 
Letter to Shareholders
2
Performance Overview
4
Financial Statements
 
Schedule of Investments
6
Statement of Assets and Liabilities
9
Statement of Operations
10
Statements of Changes in Net Assets
11
Financial Highlights
12
Notes to the Financial Statements
14
Report of Independent Registered Public Accounting Firm
21
Trustees and Officers of the Fund
22
Expense Example
26
Proxy Voting Policy and Proxy Voting Records
28
Quarterly Schedule of Investments
28
Federal Tax Distribution Information
28
Householding
28
Privacy Policy
29






HENNESSY FUNDS
1-800-966-4354
 



December 2017
 
Dear Hennessy Funds Shareholder:

Over the past year, global equity markets have made strong advances, fueled by continued, broad-based economic growth in most countries and regions, and in spite of a somewhat unsettling geopolitical backdrop.
 
U.S. stocks performed well in the first year of the new administration in Washington, and, ignoring the debate and the bluster, investors have continued to focus on what concerns them the most – tax reform, deregulation, and the hope of an increase in infrastructure spending. As we move into the final weeks of the calendar year, with the major indices reaching new highs, I find myself envisioning the Dow Jones Industrial Average building momentum toward 30,000.
 
Over the past 12 months, the U.S. economy has continued to grow at a steady rate of almost 2.5% on an annualized basis, as measured by GDP. Companies have added over 170,000 jobs per month on average over the past year, and the current unemployment rate of 4.1% is the lowest in 17 years. Consumer confidence is high and still rising, and corporate profits are at all-time highs. The Federal Reserve has been increasing interest rates, but at a gradual pace. The bond market has also continued to support the equity market and equity market valuations. Since December of last year, long bond yields have stayed within a narrow band, with the 10-year U.S. Treasury yield hovering in the 2.0% to 2.5% range, and remain low compared to historical averages. In my opinion, long bond yields have stayed low despite three increases in the Federal Funds rate over the last 12 months in part due to persistent low inflation.
 
Meanwhile, the prospective price-to-earnings multiples for the Dow Jones Industrial Average and S&P 500 Index are just above long-term averages at 19.5x and 19.9x, respectively. I believe these levels of stock valuation, while higher than a year ago, are still very reasonable. At the peak of the technology/dot-com bubble, U.S. equities sold at much higher multiples across the board than they do today, and bond yields were also much higher. In June of 1999, the Dow Jones Industrial Average sold at 28x earnings and the 10-year bond yield was close to 6%. Today, the Dow is selling at under 20x earnings and is offering a 2.2% dividend yield, on par with the yield of the 10-year government bond at 2.4%.
 
Equity markets in the U.S. have been rising for almost nine years, and financial media reports have speculated that this bull run will come to end, but why? I see no substantial reasons or indicators that a major correction is on the horizon. I remain confident that this bull market has room to run. Overall, investment fundamentals are strong. Corporate earnings are growing at a healthy rate, and companies are generating excess cash flow. Cash continues to build on corporate balance sheets, with $5.2 trillion in cash and short term investments among the S&P 500 Index companies as of October 31, 2017. If our government leaders can pass a meaningful tax reform bill and continue efforts toward regulatory relief, it could be icing on the cake for equities.
 
There have been, and will likely continue to be, downturns throughout this extended bull market. Since 2010, there have been 18 downturns in the market, 14 of which were between 5% and 10% and four of which were corrections of between 10% and 20%. Yet the market has bounced back following each pullback and then has moved higher. A correction is not the end of the bull market. What might signal that we are at the end of this bull market? Euphoria. And I still see no signs of euphoria in this market. In the past,
 

 

 
 
HENNESSYFUNDS.COM
2


 
LETTER TO SHAREHOLDERS
 
I have likened the current bull market to that of 1982-2000, and I am confident in the strength of the market today and believe the economy will continue its slow, but steady, growth into the coming year.
 
Thank you for your continued confidence and investment in our funds. If you have any questions or would like 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 Index are unmanaged indices commonly used to measure the performance of U.S. stocks. One cannot invest directly in an index.
 
Price to earnings is calculated by dividing a company’s market price per share by its earnings per share.  Dividend yield is calculated as the annual dividends paid by a company divided by the price of a share of its stock. Cash flow provides 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)
 
CHANGE IN VALUE OF $10,000 INVESTMENT
 


This graph illustrates the performance of an initial investment of $10,000 made in the Fund ten years ago and assumes the reinvestment of dividends.
 
AVERAGE ANNUAL TOTAL RETURN FOR PERIODS ENDED OCTOBER 31, 2017
 
 
One
Five
Ten
 
Year
Years
Years
Hennessy Balanced Fund (HBFBX)
  9.56%
  5.52%
3.23%
50/50 Blended DJIA/Treasury Index
15.41%
  7.66%
4.80%
Dow Jones Industrial Average
32.07%
15.12%
8.15%
 
Expense ratio:  1.69%
 
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.  The performance table does not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares.  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 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 ICE BofAML 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 ICE BofAML 1-Year U.S. Treasury Note Index is an unmanaged index comprised of Treasury securities maturing in approximately one year.  One cannot invest directly in an index.
 
The expense ratio presented is from the most recent prospectus.  The expense ratio for the current reporting period is available in the Financial Highlights section of this report.
 
PERFORMANCE NARRATIVE
 
Portfolio Managers Neil J. Hennessy and Brian E. Peery
 
Performance:
 
For the 12-month period ended October 31, 2017, the Hennessy Balanced Fund returned 9.56%, underperforming both the 50/50 Blended DJIA/Treasury Index* and the Dow Jones Industrial Average, which returned 15.41% and 32.07% for the same period, respectively.

 
 
HENNESSYFUNDS.COM
4


 
PERFORMANCE OVERVIEW
 
The Fund underperformed its primary benchmark, the 50/50 Blended DJIA/Treasury Index, as a result of both sector allocation and stock selection. Two of the largest contributors to the Fund’s relative underperformance were the notable absences of Apple and Microsoft from the portfolio, as both stocks performed well over the period. An overweight position in the Consumer Discretionary sector helped performance, but its positive contribution was more than offset by overweight positions in the Information Technology and Energy sectors, which hurt the Fund’s relative performance.
 
Portfolio Strategy:
 
The Fund invests approximately 50% of its assets in the “Dogs of the Dow,” the 10 highest dividend-yielding Dow stocks, and 50% of its assets in U.S. Treasuries. As a result of this “balanced” strategy, the Fund may be expected to underperform equities in periods when markets rise and outperform in periods when markets fall. The Fund is designed to allow investors to gain some exposure to the equity market while maintaining a significant share of their investment in fixed income securities. We believe the Fund is well positioned for the more conservative investor, as the equity portion of the portfolio is invested in what we would deem to be high-quality companies, each with a historically high dividend yield, and the balance of the Fund is invested in low-risk, short-duration U.S. Treasuries.
 
Investment Commentary:
 
We believe the balance between risk and reward afforded by the Fund’s stock selection and asset allocation policies provides conservative investors with a compelling way to participate in the market longer term while maintaining a lower risk profile. The Fund is well diversified, with investments in all but three of the market sectors. We believe the Fund’s holdings, stocks that offer higher dividend yields and trade on lower valuations than the DJIA as a whole, will continue to participate in a rising market. Should the market experience a correction, we would expect our more defensive holding to perform well relative to the market. The relatively short duration of the 25% weighting of U.S. Treasuries in the portfolio (all less than one year) may give us the ability to roll into higher-yielding Treasuries in the event yields 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 ICE BofA Merrill Lynch 1-Year U.S. Treasury Note Index.
 
Opinions expressed are those of the Portfolio Managers as of the date written and are subject to change, are not guaranteed, and should not be considered investment advice or an indication of trading intent.
 
The S&P 500 Index and Dow Jones Industrial Average are unmanaged indices commonly used to measure the performance of U.S. stocks. The ICE BofA Merrill Lynch 1-Year U.S. Treasury Note Index is an unmanaged index comprised of Treasury securities maturing in approximately one year. One cannot invest directly in an index.
 
The Fund is non-diversified, meaning it may concentrate its assets in fewer individual holdings than a diversified fund, making it more exposed to individual stock volatility than a diversified fund. The Fund’s formula-based strategy may cause the Fund to buy or sell securities at times when it may not be advantageous. Please see the Fund’s prospectus for a more complete discussion of these and other risks.
 
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.
 
Dividend yield is calculated as the annual dividends paid by a company divided by its market price per share. Duration is a measure of the sensitivity of the price (the value of principal) of a fixed-income investment to a change in interest rates and is expressed as a number of years.
 

HENNESSY FUNDS
1-800-966-4354
 

5


Financial Statements
 
Schedule of Investments as of October 31, 2017
 
HENNESSY BALANCED FUND
(% of Net Assets)
 

 
 
 
TOP TEN HOLDINGS
% NET ASSETS
U.S. Treasury Bill, 1.130%, 02/01/2018
   
16.29
%
U.S. Treasury Bill, 1.050%, 01/04/2018
   
8.16
%
U.S. Treasury Bill, 1.145%, 05/24/2018
   
8.11
%
U.S. Treasury Bill, 1.215%, 06/21/2018
   
8.10
%
Verizon Communications, Inc.
   
5.09
%
Exxon Mobil Corp.
   
5.07
%
Cisco Systems, Inc.
   
5.06
%
International Business Machines Corp.
   
5.04
%
Pfizer, Inc.
   
5.03
%
The Coca-Cola Co.
   
4.88
%

 

 

 

 
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, as amended, the Fund uses more specific industry classifications.
 
 
 
HENNESSYFUNDS.COM

6


SCHEDULE OF INVESTMENTS

COMMON STOCKS – 51.69%
 
Number
         
% of
 
 
 
of Shares
   
Value
   
Net Assets
 
Consumer Discretionary – 0.34%
                 
McDonald’s Corp.
   
250
   
$
41,728
     
0.34
%
                         
Consumer Staples – 7.81%
                       
The Coca-Cola Co.
   
13,000
     
597,740
     
4.88
%
The Procter & Gamble Co.
   
4,150
     
358,311
     
2.93
%
 
           
956,051
     
7.81
%
                         
Energy – 9.95%
                       
Chevron Corp.
   
5,150
     
596,833
     
4.88
%
Exxon Mobil Corp.
   
7,450
     
620,958
     
5.07
%
 
           
1,217,791
     
9.95
%
                         
Health Care – 5.03%
                       
Pfizer, Inc.
   
17,550
     
615,303
     
5.03
%
                         
Industrials – 10.25%
                       
Caterpillar, Inc.
   
2,600
     
353,080
     
2.88
%
General Electric Co.
   
23,600
     
475,776
     
3.89
%
The Boeing Co.
   
1,650
     
425,667
     
3.48
%
 
           
1,254,523
     
10.25
%
                         
Information Technology – 13.22%
                       
Cisco Systems, Inc.
   
18,150
     
619,822
     
5.06
%
Intel Corp.
   
8,400
     
382,116
     
3.12
%
International Business Machines Corp.
   
4,000
     
616,240
     
5.04
%
 
           
1,618,178
     
13.22
%
                         
Telecommunication Services – 5.09%
                       
Verizon Communications, Inc.
   
13,000
     
622,310
     
5.09
%
 
                       
Total Common Stocks
                       
  (Cost $5,551,875)
           
6,325,884
     
51.69
%
 

 

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

HENNESSY FUNDS
1-800-966-4354
 

7

 

SHORT-TERM INVESTMENTS – 48.86%
 
Number of Shares/
         
% of
 
 
 
Par Amount
   
Value
   
Net Assets
 
Money Market Funds – 4.15%
                 
Fidelity Government Portfolio, Institutional Class, 0.92% (a)
   
508,516
   
$
508,516
     
4.15
%
                         
U.S. Treasury Bills – 44.71%
                       
1.050%, 01/04/2018 (b)
   
1,000,000
     
998,158
     
8.16
%
1.130%, 02/01/2018 (b)
   
2,000,000
     
1,994,225
     
16.29
%
1.145%, 05/24/2018 (b)
   
1,000,000
     
992,959
     
8.11
%
1.215%, 06/21/2018 (b)
   
1,000,000
     
991,630
     
8.10
%
1.190%, 07/19/2018 (b)
   
500,000
     
495,242
     
4.05
%
 
           
5,472,214
     
44.71
%
Total Short-Term Investments
                       
  (Cost $5,984,185)
           
5,980,730
     
48.86
%
 
                       
Total Investments
                       
  (Cost $11,536,060) – 100.55%
           
12,306,614
     
100.55
%
Liabilities in Excess of Other Assets – (0.55)%
           
(67,665
)
   
(0.55
)%
TOTAL NET ASSETS – 100.00%
         
$
12,238,949
     
100.00
%

Percentages are stated as a percent of net assets.

(a)
The rate listed is the fund’s 7-day yield as of October 31, 2017.
(b)
The rate listed is discount rate at issue.

Summary of Fair Value Exposure at October 31, 2017
 
The following is a summary of the inputs used to value the Fund’s net assets as of October 31, 2017 (See Note 3 in the accompanying notes to the financial statements):
 
Common Stocks
 
Level 1
   
Level 2
   
Level 3
   
Total
 
Consumer Discretionary
 
$
41,728
   
$
   
$
   
$
41,728
 
Consumer Staples
   
956,051
     
     
     
956,051
 
Energy
   
1,217,791
     
     
     
1,217,791
 
Health Care
   
615,303
     
     
     
615,303
 
Industrials
   
1,254,523
     
     
     
1,254,523
 
Information Technology
   
1,618,178
     
     
     
1,618,178
 
Telecommunication Services
   
622,310
     
     
     
622,310
 
Total Common Stocks
 
$
6,325,884
   
$
   
$
   
$
6,325,884
 
Short-Term Investments
                               
Money Market Funds
 
$
508,516
   
$
   
$
   
$
508,516
 
U.S. Treasury Bills
   
     
5,472,214
     
     
5,472,214
 
Total Short-Term Investments
 
$
508,516
   
$
5,472,214
   
$
   
$
5,980,730
 
Total Investments
 
$
6,834,400
   
$
5,472,214
   
$
   
$
12,306,614
 
 
Transfers between levels are recognized at the end of the reporting period. During the year ended October 31, 2017, the Fund recognized no transfers between levels.
 



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

8


SCHEDULE OF INVESTMENTS/STATEMENT OF ASSETS AND LIABILITIES

Financial Statements
 
Statement of Assets and Liabilities as of October 31, 2017
 
ASSETS:
     
Investments in securities, at value (cost $11,536,060)
 
$
12,306,614
 
Dividends and interest receivable
   
12,913
 
Prepaid expenses and other assets
   
7,701
 
Total Assets
   
12,327,228
 
         
LIABILITIES:
       
Payable for fund shares redeemed
   
752
 
Payable to advisor
   
6,236
 
Payable to administrator
   
1,851
 
Payable to auditor
   
21,268
 
Accrued distribution fees
   
42,052
 
Accrued service fees
   
1,039
 
Accrued trustees fees
   
4,832
 
Accrued expenses and other payables
   
10,249
 
Total Liabilities
   
88,279
 
NET ASSETS
 
$
12,238,949
 
         
NET ASSETS CONSIST OF:
       
Capital stock
 
$
10,628,397
 
Accumulated net investment income
   
6,569
 
Accumulated net realized gain on investments
   
833,429
 
Unrealized net appreciation on investments
   
770,554
 
Total Net Assets
 
$
12,238,949
 
         
NET ASSETS
       
Investor Class:
       
Shares authorized (no par value)
 
Unlimited
 
Net assets applicable to outstanding Investor Class shares
 
$
12,238,949
 
Shares issued and outstanding
   
950,163
 
Net asset value, offering price and redemption price per share
 
$
12.88
 

 

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

HENNESSY FUNDS
1-800-966-4354
 

9


Financial Statements
 
Statement of Operations for the year ended October 31, 2017
 
INVESTMENT INCOME:
     
Dividend income
 
$
229,732
 
Interest income
   
45,457
 
Total investment income
   
275,189
 
         
EXPENSES:
       
Investment advisory fees (See Note 5)
   
72,656
 
Compliance expense (See Note 5)
   
28,701
 
Audit fees
   
21,875
 
Federal and state registration fees
   
21,650
 
Distribution fees – Investor Class (See Note 5)
   
18,164
 
Trustees’ fees and expenses
   
15,327
 
Service fees – Investor Class (See Note 5)
   
12,109
 
Administration, fund accounting, custody and transfer agent fees (See Note 5)
   
11,566
 
Sub-transfer agent expenses – Investor Class (See Note 5)
   
7,995
 
Reports to shareholders
   
6,507
 
Other expenses
   
3,881
 
Total expenses
   
220,431
 
NET INVESTMENT INCOME
 
$
54,758
 
         
REALIZED AND UNREALIZED GAINS:
       
Net realized gain on investments
 
$
900,400
 
Net change in unrealized appreciation on investments
   
149,079
 
Net gain on investments
   
1,049,479
 
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS
 
$
1,104,237
 

 
 

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

10


STATEMENT OF OPERATIONS/STATEMENTS OF CHANGES IN NET ASSETS

Financial Statements
 
Statements of Changes in Net Assets
 
   
Year Ended
   
Year Ended
 
   
October 31, 2017
   
October 31, 2016
 
OPERATIONS:
           
Net investment income
 
$
54,758
   
$
46,618
 
Net realized gain on investments
   
900,400
     
843,528
 
Net change in unrealized appreciation on investments
   
149,079
     
21,866
 
Net increase in net assets resulting from operations
   
1,104,237
     
912,012
 
                 
DISTRIBUTIONS TO SHAREHOLDERS FROM:
               
Net investment income – Investor Class
   
(48,189
)
   
(50,622
)
Net realized gains – Investor Class
   
(845,247
)
   
(254,142
)
Total distributions
   
(893,436
)
   
(304,764
)
                 
CAPITAL SHARE TRANSACTIONS:
               
Proceeds from shares subscribed – Investor Class
   
991,429
     
6,936,800
 
Dividends reinvested – Investor Class
   
877,425
     
299,526
 
Cost of shares redeemed – Investor Class
   
(1,920,997
)
   
(7,390,889
)
Net decrease in net assets derived
               
  from capital share transactions
   
(52,143
)
   
(154,563
)
TOTAL INCREASE IN NET ASSETS
   
158,658
     
452,685
 
                 
NET ASSETS:
               
Beginning of year
   
12,080,291
     
11,627,606
 
End of year
 
$
12,238,949
   
$
12,080,291
 
Undistributed net investment income, end of year
 
$
6,569
   
$
 
                 
CHANGES IN SHARES OUTSTANDING:
               
Shares sold – Investor Class
   
79,582
     
574,534
 
Shares issued to holders as reinvestment
               
  of dividends – Investor Class
   
72,055
     
24,799
 
Shares redeemed – Investor Class
   
(154,177
)
   
(586,933
)
Net increase (decrease) in shares outstanding
   
(2,540
)
   
12,400
 

 
 

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

HENNESSY FUNDS
1-800-966-4354
 

11


Financial Statements
 
Financial Highlights
 
For an Investor Class share outstanding throughout each year
 

 
PER SHARE DATA:
Net asset value, beginning of year
 
Income from investment operations:
Net investment income
Net realized and unrealized gains (losses) on investments
Total from investment operations
 
Less distributions:
Dividends from net investment income
Dividends from net realized gains
Total distributions
Net asset value, end of year
 
TOTAL RETURN

SUPPLEMENTAL DATA AND RATIOS:
Net assets, end of year (millions)
Ratio of expenses to average net assets
Ratio of net investment income to average net assets
Portfolio turnover rate
 
 
 
 
 
 

 

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

12


FINANCIAL HIGHLIGHTS — INVESTOR CLASS


 
 


Year Ended October 31,
   
2017
   
2016
   
2015
   
2014
   
2013
   
                             
$
12.68
   
$
12.37
   
$
12.98
   
$
12.90
   
$
11.88
   
                                       
                                       
 
0.06
     
0.04
     
0.03
     
0.02
     
0.02
   
 
1.09
     
0.58
     
(0.01
)
   
0.51
     
1.02
   
 
1.15
     
0.62
     
0.02
     
0.53
     
1.04
   
                                       
                                       
 
(0.05
)
   
(0.04
)
   
(0.03
)
   
(0.01
)
   
(0.02
)
 
 
(0.90
)
   
(0.27
)
   
(0.60
)
   
(0.44
)
   
   
 
(0.95
)
   
(0.31
)
   
(0.63
)
   
(0.45
)
   
(0.02
)
 
$
12.88
   
$
12.68
   
$
12.37
   
$
12.98
   
$
12.90
   
                                       
 
9.56
%
   
5.20
%
   
0.11
%
   
4.26
%
   
8.77
%
 
                                       
                                       
$
12.24
   
$
12.08
   
$
11.63
   
$
12.54
   
$
12.21
   
 
1.82
%
   
1.68
%
   
1.68
%
   
1.75
%
   
1.75
%
 
 
0.45
%
   
0.33
%
   
0.20
%
   
0.17
%
   
0.14
%
 
 
31
%
   
51
%
   
34
%
   
23
%
   
22
%
 

 
 
 
 
 

 

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

HENNESSY FUNDS
1-800-966-4354
 

13


Financial Statements
 
Notes to the Financial Statements October 31, 2017
 
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 investment objective of the Fund is a combination of capital appreciation and current income.  The Fund is a non-diversified fund and offers Investor Class shares.
 
As an investment company, the Fund follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (“FASB”) Accounting Standard Codification Topic 946 “Financial Services—Investment Companies.”
 
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 conform to 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 – No provision for federal income taxes or excise taxes has been made because 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/loss and realized gains/losses for federal income tax purposes may differ from those reported in 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.  The Fund recognizes interest and penalties related to income tax benefits, if any, in the Statement of Operations as an income tax expense.  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.  The Fund may utilize equalization accounting for tax purposes and designate earnings and profits, including net realized gains distributed to shareholders on redemption of shares, as part of the dividends paid deduction for income tax purposes.
 
 
Due to inherent differences in the recognition of income, expenses, and realized gains/losses under GAAP and federal income tax regulations, permanent differences between book and tax basis for reporting for fiscal year 2017 have been identified and appropriately reclassified in the Statement of Assets and Liabilities.  The adjustments are as follows:

 
Accumulated
Accumulated
   
 
Net Investment
Net Realized
   
 
        Income       
Gain on Investments
Capital Stock
 
 
$   —
$(50,832)
$50,832
 
 
c).
Accounting for Uncertainty in Income Taxes – The Fund has accounting policies regarding recognition and measurement of tax positions taken or expected to be taken on a tax return.  The tax returns of the Fund for the prior three fiscal years are

 
 
HENNESSYFUNDS.COM
14


 
NOTES TO THE FINANCIAL STATEMENTS
 
 
open for examination.  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.
 
d).
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.
 
e).
Distributions to Shareholders – Dividends from net investment income for the Fund, if any, are declared and paid at the end of each calendar quarter.  Distributions of net realized capital gains, if any, are declared and paid annually, usually in December.
 
f).
Security Transactions – Investment and shareholder transactions are recorded on the trade date.  The Fund determines the gain/loss realized from an investment transaction by comparing the original cost of the security lot sold with the net sale proceeds.  Discounts and premiums on securities purchased are accreted or amortized over the life of the respective security.
 
g).
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.
 
h).
Share Valuation – The net asset value (“NAV”) per share of the Fund is calculated by dividing (i) 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 (ii) 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 NAV per share.
 
3).  SECURITIES VALUATION
 
The Fund follows 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 of changes in valuation techniques and related inputs during the period.  These inputs are summarized in the three broad levels listed below:
 
 
Level 1 –
Unadjusted, quoted prices in active markets for identical instruments that the Fund has the ability to access at the date of measurement.
 
 
Level 2 –
Other significant observable inputs (including, but not limited to, quoted prices in active markets for similar instruments, quoted prices in markets that are not active for identical or similar instruments, and model-derived valuations in which all significant inputs and significant value drivers are observable in active markets, such as interest rates, prepayment speeds, credit risk curves, default rates, and similar data).
 
 
Level 3 –
Significant unobservable inputs (including the Fund’s own assumptions about what market participants would use to price the asset or liability based on the best available information) when observable inputs are unavailable.


HENNESSY FUNDS
1-800-966-4354
 
15


 
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, exchange-traded funds, closed-end mutual funds, partnerships, rights, and real estate investment trusts, that are traded on a securities exchange for which a last-quoted sales price is readily available will generally 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 generally 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 generally 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.
 
 
Registered Investment Companies – Investments in registered investment companies (e.g., mutual funds) are generally priced at the ending NAV provided by the applicable registered investment company’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 generally 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 observable market data, such as reported sales of similar securities, broker quotes, yields, bids, offers, and reference data.  Certain securities are valued primarily 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 with an original term to maturity of 60 days or less are valued at amortized cost, which approximates fair market value.  If the original term to maturity of a short-term debt investment exceeded 60 days, then the values as of the 61st day prior to maturity are amortized.  Amortized cost is not used if its use would be inappropriate due to credit or other impairments of the issuer, in which case the security’s fair value would be determined, as described below.  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, such as the trading volume of a security and markets, the values of other similar securities, and news events with direct bearing on a security or markets.  Fair value pricing results in an estimated price for a security that reflects the amount the Fund might reasonably expect to receive in a current sale.  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.
 
 
 
HENNESSYFUNDS.COM
16


 
NOTES TO THE FINANCIAL STATEMENTS
 
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 “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 to determine 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 October 31, 2017, are included in the Schedule of Investments.
 
4).  INVESTMENT TRANSACTIONS
 
Purchases and sales of investment securities (excluding government and short-term investments) for the Fund during fiscal year 2017 were $1,951,788 and $3,095,153, respectively.
 
There were no purchases or sales/maturities of long-term U.S. government securities for the Fund during fiscal year 2017.
 
The Fund is permitted to purchase or sell securities from or to another fund in the Hennessy Funds family of funds (the “Hennessy Funds”) under specified conditions outlined in procedures adopted by the Board.  The procedures have been designed to ensure that any purchase or sale of securities by the Fund from or to another Hennessy Fund complies with Rule 17a-7 of the Investment Company Act of 1940, as amended.  For fiscal year 2017, the Fund did not engage in purchases or sales of securities pursuant to Rule 17a-7 of the Investment Company Act of 1940, as amended.
 
5).  INVESTMENT MANAGEMENT FEE AND OTHER TRANSACTIONS WITH AFFILIATES
 
The Advisor provides the Fund with investment management services under an Investment Advisory Agreement.  The Advisor provides all investment advice, office space, and facilities, as well as 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 an annual rate of 0.60%.  The net investment advisory fees expensed by the Fund during fiscal year 2017 are included in the Statement of Operations.
 
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.  The shareholder service fees expensed by the Fund during fiscal year 2017 are included in the Statement of Operations.
 
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.  Even though the authorized rate is up to 0.25%, the Fund is currently only using up to 0.15% of its average daily net assets for such purpose.  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, shareholder account servicing, the printing and mailing of prospectuses to other than current shareholders, the printing and mailing of sales literature, and compensation for sales and marketing activities or to financial institutions and others, such as dealers and distributors.  The distribution fees expensed by the Fund during fiscal year 2017 are included in the Statement of Operations.
 
 
HENNESSY FUNDS
1-800-966-4354
 
17


 
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.  The sub-transfer agent fees expensed by the Fund during fiscal year 2017 are included in the Statement of Operations.
 
U.S. Bancorp Fund Services, LLC (“USBFS”) provides the Fund with administrative, fund accounting, and transfer agent services and necessary office equipment.  As administrator, USBFS is responsible for activities such as (i) preparing various federal and state regulatory filings, reports, and returns for the Fund, (ii) preparing reports and materials to be supplied to the Board, (iii) monitoring the activities of the Fund’s custodian, transfer agent, and accountants, and (iv) coordinating the preparation and payment of the Fund’s expenses and reviewing the Fund’s expense accruals.  U.S. Bank, N.A., an affiliate of USBFS, serves as the Fund’s custodian.  The servicing agreements between the Trust, USBFS, and U.S. Bank N.A. contain a fee schedule that is inclusive of administrative, fund accounting, custody, and transfer agent fees.  The administrative, fund accounting, custody, and transfer agent fees expensed by the Fund during fiscal year 2017 are included in the Statement of Operations.
 
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.
 
The officers of the Fund are affiliated with the Advisor.  Such officers, with the exception of the Chief Compliance Officer and the Senior Compliance Officer, receive no compensation from the Fund for serving in their respective roles.  The Fund, along with the other Hennessy Funds, makes reimbursement payments, on an equal basis, to the Advisor for a portion of the salary and benefits associated with the office of the Chief Compliance Officer and for all of the salary and benefits associated with the office of the Senior Compliance Officer.  The compliance fees expensed by the Fund during fiscal year 2017 are included in the Statement of Operations.
 
6).  GUARANTEES AND INDEMNIFICATIONS
 
Under the Hennessy Funds’ organizational documents, their officers and trustees are indemnified by the Hennessy Funds against certain liabilities arising out of the performance of their duties to the Hennessy Funds.  Additionally, in the normal course of business, the Hennessy Funds enter into contracts with service providers that contain general indemnification clauses.  The Fund’s maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Fund that have not yet occurred.  Currently, the Fund expects the risk of loss to be remote.
 
7).  LINE OF CREDIT
 
The Fund has an uncommitted line of credit with the other 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 Fund and 10% for the 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 and are secured by all of the Fund’s assets (as to its own borrowings only).  During fiscal year 2017, the Fund did not have any borrowings outstanding under the line of credit.

 
 
HENNESSYFUNDS.COM
18

 
NOTES TO THE FINANCIAL STATEMENTS
 
8).  FEDERAL TAX INFORMATION
 
As of October 31, 2017, the components of accumulated earnings (losses) for income tax purposes were as follows:
 
 
 
Investments
 
Cost of investments for tax purposes
 
$
11,552,368
 
Gross tax unrealized appreciation
 
$
980,319
 
Gross tax unrealized depreciation
   
(226,073
)
Net tax unrealized appreciation
 
$
754,246
 
Undistributed ordinary income
 
$
68,742
 
Undistributed long-term capital gains
   
787,564
 
Total distributable earnings
 
$
856,306
 
Other accumulated gain
 
$
 
Total accumulated gain
 
$
1,610,552
 
 
The difference between book-basis unrealized appreciation/depreciation (as shown in the Statement of Assets and Liabilities) and tax-basis unrealized appreciation/depreciation (as shown above) is attributable primarily to wash sales.
 
At October 31, 2017, the Fund had no tax basis capital losses to offset future capital gains.
 
At October 31, 2017, the Fund did not defer, on a tax basis, any late-year ordinary losses.  Late-year ordinary losses are net ordinary losses incurred after December 31, 2016, but within the taxable year, that are deemed to arise on the first day of the Fund’s next taxable year.
 
During fiscal years 2017 and 2016, the tax character of distributions paid by the Fund was as follows:
 
 
 
Year Ended
   
Year Ended
 
 
 
October 31, 2017
   
October 31, 2016
 
Ordinary income(1)
 
$
91,227
   
$
66,296
 
Long-term capital gain
   
802,209
     
238,468
 
 
 
$
893,436
   
$
304,764
 
 
(1)  Ordinary income includes short-term gain/loss.
 
9).  CHANGE IN AUDITOR DISCLOSURE
 
On September 11, 2017, the Trust, by action of the Audit Committee of the Board and on behalf of the Fund, the Hennessy Cornerstone Growth Fund, the Hennessy Cornerstone Mid Cap 30 Fund, the Hennessy Cornerstone Large Growth Fund, the Hennessy Cornerstone Value Fund, the Hennessy Total Return Fund, the Hennessy Japan Fund, and the Hennessy Japan Small Cap Fund (collectively, the “Applicable Funds”), dismissed KPMG LLP (“KPMG”) and engaged Tait, Weller & Baker LLP (“Tait Weller”) to serve as the independent registered public accounting firm to audit the financial statements of all series of the Trust for fiscal year 2017.  Tait Weller previously served as the independent registered public accounting firm for the series of the Trust that are not one of the Applicable Funds.
 
KPMG’s reports on the financial statements for the Applicable Funds for each of fiscal years 2015 and 2016 contained no adverse opinion or disclaimer of opinion, nor were they qualified or modified as to uncertainty, audit scope, or accounting principles.  During fiscal years 2015 and 2016 and the interim period of November 1, 2016, through September 11, 2017 (the “Interim Period”), there were no (i) disagreements with KPMG on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which disagreements, if not resolved to the satisfaction of
 

HENNESSY FUNDS
1-800-966-4354
 
19


 
KPMG, would have caused it to make reference to the subject matter of the disagreements in connection with its reports on the Applicable Funds’ financial statements for such years, nor (ii) “reportable events” of the kind described in Item 304(a)(1)(v) of Regulation S-K under the Securities Exchange Act of 1934, as amended.
 
During fiscal years 2015 and 2016 and the Interim Period, neither the Applicable Funds nor anyone on behalf of the Applicable Funds has consulted Tait Weller on items that concerned (a) the application of accounting principles to a specified transaction, either completed or proposed, or the type of audit opinion that might be rendered on an Applicable Fund’s financial statements, or (b) the subject of a disagreement (as defined in paragraph (a)(1)(iv) of Item 304 of Regulation S-K and related instructions) or reportable events (as described in paragraph (a)(1)(v) of Item 304 of Regulation S-K).  The selection of Tait Weller does not reflect any disagreements or dissatisfaction by the Applicable Funds, the Board, or the Audit Committee with the performance of KPMG.
 
10).  EVENTS SUBSEQUENT TO YEAR END
 
Management has evaluated the Fund’s related events and transactions that occurred subsequent to October 31, 2017, through the date of issuance of the Fund’s financial statements.  Other than as disclosed below, management has determined that there were no subsequent events requiring recognition or disclosure in the financial statements.
 
On December 7, 2017, capital gains were declared and paid to shareholders of record on December 6, 2017, as follows:
 
 
Long-term
Short-term
Investor Class
$0.81507
$0.06435
 
 
 
 
 
 

 
 
 
HENNESSYFUNDS.COM

20


NOTES/REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

Report of Independent Registered Public
Accounting Firm

To the Board of Trustees of Hennessy Funds Trust
and the Shareholders of the Hennessy Balanced Fund
Novato, CA
 
We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of the Hennessy Balanced Fund (the “Fund”), a series of Hennessy Funds Trust as of October 31, 2017, and the related statement of operations, the statement of changes in net assets, and the financial highlights for the year then ended. The statement of changes in net assets for the year ended October 31, 2016 and the financial highlights for each of the four years in the period ended October 31, 2016 have been audited by other auditors, whose report dated December 22, 2016 expressed unqualified opinions on such financial statements and financial highlights. These financial statements and financial highlights are the responsibility of the Fund’s management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audit.
 
We conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board (United States).  Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement.  The Fund is not required to have, nor were we engaged to perform, an audit of the Fund’s internal control over financial reporting. Our audit included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purposes of expressing an opinion on the effectiveness of the Fund’s internal control over financial reporting. Accordingly, we express no such opinion.  An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements.  Our procedures included confirmation of securities owned as of October 31, 2017, by correspondence with the custodian.  An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation.  We believe that our audit provides a reasonable basis for our opinion.
 
In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of the Hennessy Balanced Fund as of October 31, 2017, the results of its operations, the changes in its net assets, and the financial highlights for the year then ended, in conformity with accounting principles generally accepted in the United States of America.
 
 
TAIT, WELLER & BAKER LLP
 
Philadelphia, Pennsylvania
December 22, 2017
 
 

 

HENNESSY FUNDS
1-800-966-4354
 

21


Trustees and Officers of the Fund (Unaudited)

The business and affairs of the Funds are managed under the direction of the Board of Trustees of the Trust, and the Board of Trustees elects the Officers of the Trust.  Beginning in March 2015, the Board of Trustees has from time to time appointed advisers to the Board of Trustees (“Advisers”), with the intention of having qualified individuals serve in an advisory capacity in order to garner experience in the mutual fund and asset management industry and be considered as potential Trustees in the future.  There are currently three Advisers to the Board of Trustees: Brian Alexander, Doug Franklin, and Claire Knoles.  As Advisers, Mr. Alexander, Mr. Franklin, and Ms. Knoles attend meetings of the Board and act as non-voting participants.  Information pertaining to the Trustees, Advisers, and the Officers of the Trust is set forth below.  The Trustees and Officers serve until their successors are duly elected and qualified or until their earlier death, resignation, or removal.  Each of the Trustees oversees 14 Hennessy Funds.  Unless otherwise indicated, the address of all persons listed below is 7250 Redwood Boulevard, Suite 200, Novato, CA 94945.  The Fund’s Statement of Additional Information includes more information about the persons listed below and is available, without charge, upon request by calling 1-800-966-4354.
 
     
Other
     
Directorships
     
Held Outside
Name, (Year of Birth),
   
of Fund
and Position Held
Start Date
Principal Occupation(s)
Complex During
with the Trust              
of Service
During Past Five Years
Past Five Years(1)
     
Disinterested Trustees and Advisers
   
       
J. Dennis DeSousa
January 1996
Mr. DeSousa is a real estate investor.
None.
(1936)
     
Trustee
     
       
Robert T. Doyle
January 1996
Mr. Doyle has been the Sheriff of
None.
(1947)
 
Marin County, California since 1996.
 
Trustee
     
       
Gerald P. Richardson
May 2004
Mr. Richardson is an independent
None.
(1945)
 
consultant in the securities industry.
 
Trustee
     
       
Brian Alexander
March 2015
Mr. Alexander has been employed
None.
(1981)
 
by Sutter Health Novato Community
 
Adviser to the Board
 
Hospital since 2012, first as an
 
   
Assistant Administrator and then,
 
   
beginning in 2013, as the Chief
 
   
Administrative Officer.  From 2011
 
   
through 2012, Mr. Alexander was
 
   
employed by Sutter Health West Bay
 
   
Region as the Regional Director of
 
   
Strategic Decision Support.
 
 

 
 
 
HENNESSYFUNDS.COM
22


 
TRUSTEES AND OFFICERS OF THE FUND
 
     
Other
     
Directorships
     
Held Outside
Name, (Year of Birth),
   
of Fund
and Position Held
Start Date
Principal Occupation(s)
Complex During
with the Trust              
of Service
During Past Five Years
Past Five Years(1)
       
Doug Franklin
March 2016
Mr. Franklin is a retired insurance
None.
(1964)
 
industry executive.  From 1987
 
Adviser to the Board
 
through 2015, he was employed
 
   
by Allianz-Fireman’s Fund Insurance
 
   
Company in various positions,
 
   
including Chief Actuary and
 
   
Chief Risk Officer.
 
       
Claire Knoles
December 2015
Ms. Knoles is a founder of Kiosk and
None.
(1974)
 
has served as its Chief Operating
 
Adviser to the Board
 
Officer since 2004.  Kiosk is a full
 
   
service marketing agency with
 
   
offices in the San Francisco Bay
 
   
Area, Toronto, and Liverpool, UK.
 
       
Interested Trustee(2)
     
       
Neil J. Hennessy
January 1996 as
Mr. Hennessy has been employed by
Hennessy
(1956)
a Trustee and
Hennessy Advisors, Inc. since 1989
Advisors, Inc.
Trustee, Chairman of
June 2008 as
and currently serves as its President,
 
the Board, Chief
an Officer
Chairman and Chief Executive Officer.
 
Investment Officer,
     
Portfolio Manager,
     
and President
     

 
Name, (Year of Birth),
   
and Position Held
Start Date
Principal Occupation(s)
with the Trust              
of Service
During Past Five Years
     
Officers
   
     
Teresa M. Nilsen
January 1996
Ms. Nilsen has been employed by Hennessy Advisors, Inc.
(1966)
 
since 1989 and currently serves as its Executive Vice President,
Executive Vice President
 
Chief Operations Officer, Chief Financial Officer, and Secretary.
and Treasurer
   
     
Daniel B. Steadman
March 2000
Mr. Steadman has been employed by Hennessy Advisors, Inc.
(1956)
 
since 2000 and currently serves as its Executive Vice President
Executive Vice President
 
and Chief Compliance Officer.
and Secretary
   
     
Brian Carlson
December 2013
Mr. Carlson has been employed by Hennessy Advisors, Inc.
(1972)
 
since December 2013.  Mr. Carlson was previously a co-founder
Senior Vice President and
 
and principal of Trivium Consultants, LLC from February 2011
Head of Distribution
 
through November 2013.
     
Jennifer Cheskiewicz
June 2013
Ms. Cheskiewicz has been employed by Hennessy Advisors, Inc.
(1977)
 
as its General Counsel since June 2013.  She previously served
Senior Vice President and
 
as in-house counsel to Carlson Capital, L.P., an SEC-registered
Chief Compliance Officer
 
investment advisor to several private funds, from
   
February 2010 to May 2013.

 

HENNESSY FUNDS
1-800-966-4354
 
23


 
Name, (Year of Birth),
   
and Position Held
Start Date
Principal Occupation(s)
with the Trust              
of Service
During Past Five Years
     
David Ellison
October 2012
Mr. Ellison has been employed by Hennessy Advisors, Inc. since
(1958)(3)
 
October 2012.  He has served as a Portfolio Manager of the
Senior Vice President
 
Hennessy Small Cap Financial Fund and the Hennessy Large
and Portfolio Manager
 
Cap Financial Fund since inception. Mr. Ellison also served as a
   
Portfolio Manager of the Hennessy Technology Fund from its
   
inception until February 2017. Mr. Ellison served as Director,
   
CIO and President of FBR Fund Advisers, Inc. from
   
December 1999 to October 2012.
     
Ryan Kelley
March 2013
Mr. Kelley has been employed by Hennessy Advisors, Inc. since
(1972)(4)
 
October 2012.  He has served as a Portfolio Manager of the
Vice President and
 
Hennessy Gas Utility Fund, the Hennessy Small Cap Financial
Portfolio Manager
 
Fund, and the Hennessy Large Cap Financial Fund since
   
October 2014.  He served as Co-Portfolio Manager of the same
   
funds from March 2013 through September 2014, and as a
   
Portfolio Analyst for the Hennessy Funds from October 2012
   
through October 2014.  Mr. Kelley has also served as a Portfolio
   
Manager of the Hennessy Cornerstone Growth Fund, the
   
Hennessy Cornerstone Mid Cap 30 Fund, the Hennessy
   
Cornerstone Large Growth Fund, and the Hennessy
   
Cornerstone Value Fund and as a Co-Portfolio Manager of the
   
Hennessy Technology Fund since February 2017. Mr. Kelley
   
served as Portfolio Manager of FBR Fund Advisers, Inc. from
   
January 2008 to October 2012.
     
Brian Peery
March 2003 as
Mr. Peery has been employed by Hennessy Advisors, Inc. since
(1969)
an Officer and
2002.  He has served as a Portfolio Manager of the Hennessy
Senior Vice President
February 2011
Cornerstone Growth Fund, the Hennessy Cornerstone Mid Cap
and Portfolio Manager
as a Co-Portfolio
30 Fund, the Hennessy Cornerstone Large Growth Fund, the
 
Manager or
Hennessy Cornerstone Value Fund, the Hennessy Total Return
 
Portfolio Manager
Fund, and the Hennessy Balanced Fund since October 2014. 
   
He served as Co-Portfolio Manager of the same funds from
   
February 2011 through September 2014.  Mr. Peery has also
   
served as a Portfolio Manager of the Hennessy Gas Utility Fund
   
since February 2015 and as Lead Portfolio Manager of the
   
Hennessy Technology Fund since February 2017.
     
Daniel P. Hennessy
December 2016
Mr. Daniel Hennessy has been employed by Hennessy Advisors,
(1990)
 
Inc. since 2015. He has served as an Associate Analyst of the
Assistant Vice President
 
Hennessy Technology Fund since February 2017. He previously
and Associate Analyst
 
served as a Mutual Fund Specialist at U.S. Bancorp Fund
   
Services, LLC from November 2014 to July 2015.  Prior to that,
   
he attended the University of San Diego, where he earned a
   
degree in Political Science.
_______________
 
(1)
Messrs. DeSousa, Doyle, Hennessy, and Richardson previously served on the Board of Directors of Hennessy Mutual Funds, Inc. (“HMFI”), The Hennessy Funds, Inc. (“HFI”), and Hennessy SPARX Funds Trust (“HSFT”).  Pursuant to an internal reorganization effective as of February 28, 2014, the series of HFMI, HFI, and HSFT were reorganized into corresponding series of Hennessy Funds Trust that mirrored them.  Subsequent to the reorganization, HFMI, HFI, and HSFT were dissolved.
(2)
Mr. Hennessy is considered an “interested person,” as defined in the Investment Company Act of 1940, as amended, because he is an officer of the Hennessy Funds.
(3)
The address of this officer is 101 Federal Street, Suite 1900, Boston, MA 02110.
(4)
The address of this officer is 1340 Environ Way, Chapel Hill, NC 27517.

 
 
HENNESSYFUNDS.COM

24


TRUSTEES AND OFFICERS OF THE FUND









(This Page Intentionally Left Blank.)
 










HENNESSY FUNDS
1-800-966-4354
 

25


Expense Example (Unaudited)
October 31, 2017

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 May 1, 2017, through October 31, 2017.
 
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 fee is charged by the Fund’s transfer agent.  IRA accounts will be charged a $15 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 ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return.  The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period.  You may use this information to compare the ongoing costs of investing in the Fund and other funds.  To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.  Please note that the expenses shown in the table are meant to highlight 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.
 

 

 
 
HENNESSYFUNDS.COM
26


 
EXPENSE EXAMPLE
 
     
Expenses Paid
 
Beginning
Ending
During Period(1)
 
Account Value
Account Value
May 1, 2017 –
 
    May 1, 2017   
October 31, 2017
October 31, 2017
Investor Class
     
Actual
$1,000.00
$1,042.60
$9.37
Hypothetical (5% return before expenses)
$1,000.00
$1,016.03
$9.25
 
(1)
Expenses are equal to the Fund’s annualized expense ratio of 1.82% multiplied by the average account value over the period, multiplied by 184/365 days (to reflect one-half year period).










HENNESSY FUNDS
1-800-966-4354
 

27


 
How to Obtain a Copy of the Fund’s
Proxy Voting Policy and Proxy Voting Records
 
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/proxy-voting/policy.fs; 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 without charge on both the Hennessy Funds’ website at hennessyfunds.com/proxy-voting/vote.fs 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 a 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 made 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 fiscal year 2017, certain dividends paid by the Fund may be subject to a maximum tax rate of 23.8%, 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 that qualified for the corporate dividends received deduction for fiscal year 2017 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 47.18%.
 
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 request an individual copy of a prospectus or financial report at any time.  If you would like to receive separate mailings, please call U.S. Bancorp Fund Services, LLC 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

28


PROXY VOTING — PRIVACY POLICY
 
Privacy Policy
 
We collect the following non-public personal information about you:
 
 
information we receive from you on or in applications or other forms, correspondence, or conversations, including, but not limited to, your name, address, phone number, social security number, assets, income, and date of birth; and
 
 
information about your transactions with us, our affiliates, or others, including, but not limited to, your account number and balance, payment history, parties to transactions, cost basis information, and other financial information.
 
We do not disclose any non-public personal information about our current or former shareholders to non-affiliated third parties, except as permitted by law.  For example, we are permitted by law to disclose all of the information we collect, as described above, to our Transfer Agent to process your transactions.  Furthermore, we restrict access to your non-public personal information to those persons who require such information to provide products or services to you.  We maintain physical, electronic, and procedural safeguards that comply with federal standards to guard your non-public personal information.
 
In the event that you hold shares of the Fund through a financial intermediary, including, but not limited to, a broker-dealer, bank, or trust company, the privacy policy of your financial intermediary would govern how your non-public personal information will be shared with non-affiliated third parties.
 







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 Boulevard, 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 Drive, 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
777 East Wisconsin Avenue
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.






ANNUAL REPORT

OCTOBER 31, 2017





 
HENNESSY GAS UTILITY FUND
 
Investor Class  GASFX
Institutional Class  HGASX


 
 
 

 


hennessyfunds.com  |  1-800-966-4354






 

 



(This Page Intentionally Left Blank.)
 












CONTENTS

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
17
Report of Independent Registered Public Accounting Firm
25
Trustees and Officers of the Fund
26
Expense Example
30
Proxy Voting Policy and Proxy Voting Records
32
Quarterly Schedule of Investments
32
Federal Tax Distribution Information
32
Householding
32
Privacy Policy
33


 
 
 
 
 
 

 

HENNESSY FUNDS
1-800-966-4354
 




December 2017
 
Dear Hennessy Funds Shareholder:

Over the past year, global equity markets have made strong advances, fueled by continued, broad-based economic growth in most countries and regions, and in spite of a somewhat unsettling geopolitical backdrop.
 
U.S. stocks performed well in the first year of the new administration in Washington, and, ignoring the debate and the bluster, investors have continued to focus on what concerns them the most – tax reform, deregulation, and the hope of an increase in infrastructure spending. As we move into the final weeks of the calendar year, with the major indices reaching new highs, I find myself envisioning the Dow Jones Industrial Average building momentum toward 30,000.
 
Over the past 12 months, the U.S. economy has continued to grow at a steady rate of almost 2.5% on an annualized basis, as measured by GDP. Companies have added over 170,000 jobs per month on average over the past year, and the current unemployment rate of 4.1% is the lowest in 17 years. Consumer confidence is high and still rising, and corporate profits are at all-time highs. The Federal Reserve has been increasing interest rates, but at a gradual pace. The bond market has also continued to support the equity market and equity market valuations. Since December of last year, long bond yields have stayed within a narrow band, with the 10-year U.S. Treasury yield hovering in the 2.0% to 2.5% range, and remain low compared to historical averages. In my opinion, long bond yields have stayed low despite three increases in the Federal Funds rate over the last 12 months in part due to persistent low inflation.
 
Meanwhile, the prospective price-to-earnings multiples for the Dow Jones Industrial Average and S&P 500 Index are just above long-term averages at 19.5x and 19.9x, respectively. I believe these levels of stock valuation, while higher than a year ago, are still very reasonable. At the peak of the technology/dot-com bubble, U.S. equities sold at much higher multiples across the board than they do today, and bond yields were also much higher. In June of 1999, the Dow Jones Industrial Average sold at 28x earnings and the 10-year bond yield was close to 6%. Today, the Dow is selling at under 20x earnings and is offering a 2.2% dividend yield, on par with the yield of the 10-year government bond at 2.4%.
 
Equity markets in the U.S. have been rising for almost nine years, and financial media reports have speculated that this bull run will come to end, but why? I see no substantial reasons or indicators that a major correction is on the horizon. I remain confident that this bull market has room to run. Overall, investment fundamentals are strong. Corporate earnings are growing at a healthy rate, and companies are generating excess cash flow. Cash continues to build on corporate balance sheets, with $5.2 trillion in cash and short term investments among the S&P 500 Index companies as of October 31, 2017. If our government leaders can pass a meaningful tax reform bill and continue efforts toward regulatory relief, it could be icing on the cake for equities.
 
There have been, and will likely continue to be, downturns throughout this extended bull market. Since 2010, there have been 18 downturns in the market, 14 of which were between 5% and 10% and four of which were corrections of between 10% and 20%. Yet the market has bounced back following each pullback and then has moved higher. A correction is not the end of the bull market. What might signal that we are at the end of this bull market? Euphoria. And I still see no signs of euphoria in this market. In the past,
 

 

 
 
HENNESSYFUNDS.COM
 
2


 
LETTER TO SHAREHOLDERS
 
I have likened the current bull market to that of 1982-2000, and I am confident in the strength of the market today and believe the economy will continue its slow, but steady, growth into the coming year.
 
Thank you for your continued confidence and investment in our funds. If you have any questions or would like 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 Index are unmanaged indices commonly used to measure the performance of U.S. stocks. One cannot invest directly in an index.
 
Price to earnings is calculated by dividing a company’s market price per share by its earnings per share.  Dividend yield is calculated as the annual dividends paid by a company divided by the price of a share of its stock. Cash flow provides 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)
 
CHANGE IN VALUE OF $10,000 INVESTMENT
 


 
This graph illustrates the performance of an initial investment of $10,000 made in the Fund ten years ago and assumes the reinvestment of dividends.
 
AVERAGE ANNUAL TOTAL RETURN FOR PERIODS ENDED OCTOBER 31, 2017
 
 
One
Five
Ten
 
Year
Years
Years
Hennessy Gas Utility Fund –
     
  Investor Class (GASFX)
10.39%
10.78%
8.41%
Hennessy Gas Utility Fund –
     
  Institutional Class (HGASX)(1)
10.63%
10.83%
8.43%
AGA Stock Index
11.82%
11.96%
9.35%
S&P 500 Index
23.63%
15.18%
7.51%
 
Expense ratios:  1.01% (Investor Class); 0.64% (Institutional Class)
 
(1)
The inception date of Institutional Class shares is March 1, 2017.  Performance shown prior to the inception of Institutional Class shares reflects the performance of Investor Class shares and includes expenses that are not applicable to, and are higher than, those of Institutional Class shares.
 
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.  The performance table does not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares.  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 AGA Stock Index is a market capitalization-weighted index, adjusted monthly, consisting of member companies of the AGA.  Performance for the AGA Stock Index is provided monthly by the American Gas Association.  The S&P 500 Index is an unmanaged index commonly used to measure the performance of U.S. stocks.  One cannot invest directly in an index.
 
The expense ratios presented are from the most recent prospectus.  The expense ratios for the current reporting period are available in the Financial Highlights section of this report.
 

 
 
HENNESSYFUNDS.COM
4

 
PERFORMANCE OVERVIEW
 
PERFORMANCE NARRATIVE
 
Portfolio Managers Ryan C. Kelley and Brian E. Peery
 
Performance:
 
For the 12-month period ended October 31, 2017, the Investor Class of the Hennessy Gas Utility Fund returned 10.39%, underperforming both the AGA Stock Index* and the S&P 500 Index, which returned 11.82% and 23.63% for the same period, respectively.
 
The Fund slightly underperformed its primary benchmark index, the AGA Stock Index, due to Fund expenses, the timing of cash flows, trading costs, and the impact of cash positions. The Fund also underperformed the broader domestic equity market, as represented by the S&P 500 Index, as a result of investor rotation out of Utilities and Energy companies and into less defensive sectors such as Technology. Among the sub-industries of the Fund, Gas Utilities performed the best, while midstream companies involved in the distribution of natural gas via major transmission pipelines generally detracted from performance. Merger and acquisition activity continued, although at a reduced rate from the prior fiscal year, with the number of completed acquisitions in the Fund’s portfolio dropping from seven to four.
 
On an individual company basis, major contributors to Fund performance included Cheniere Energy, Inc., Atmos Energy Corporation, and Sempra Energy, while major detractors included Plains GP Holdings LP, Enbridge, Inc., and Kinder Morgan, Inc. Three holdings were added to the Fund this year, including Fortis, Inc., Tellurian, Inc., and Algonquin Power & Utilities Corporation, which became a holding company after it acquired The Empire District Electric Company. The Fund continues to own all of the mentioned companies, except for The Empire District Electric Company. Four companies are no longer in the Fund due to acquisitions, including Spectra Energy Corporation, Gas Natural, Inc., Delta Natural Gas Company, Inc., and The Empire District Electric Company.
 
Portfolio Strategy:
 
The Fund’s objective is to maintain a high correlation with the AGA Stock Index. The Fund seeks to achieve this goal by owning all of the companies in the AGA Stock Index in substantially the same proportion as they appear in the AGA Stock Index. The AGA Stock Index is comprised of publicly traded members of the American Gas Association (AGA), a national trade association of natural gas distribution companies, and is generally rebalanced monthly. The investment thesis of the Fund is that competitive and stable pricing, abundant domestic supply, and new sources and uses of natural gas should lead to long-term, steady growth in demand and drive growth in natural gas distribution, which, in turn, should drive long-term growth in earnings of the companies in the Fund. In addition, we believe that natural gas’s position as the cleanest of the fossil fuels should also increase demand, particularly for electricity generation.
 
Investment Commentary:
 
Despite the underperformance versus the broader equity market this year, we believe the thesis of the Fund remains firmly intact. The supply and demand drivers of growth in natural gas volumes remain in place, and we believe the Fund presents investors with an attractive, total return product offering both income and long-term capital appreciation potential.
 
_______________
 
*
The AGA Stock Index is a market capitalization-weighted index, consisting of member companies of the American Gas Association. Performance for the AGA Stock Index is provided monthly by the American Gas Association.
 

HENNESSY FUNDS
1-800-966-4354
 
5


 
Opinions expressed are those of the Portfolio Managers as of the date written and are subject to change, are not guaranteed, and should not be considered investment advice or an indication of trading intent.
 
The S&P 500 Index is an unmanaged index commonly used to measure the performance of U.S. stocks. One cannot invest directly in an index.
 
The Fund is non-diversified, meaning it may concentrate its assets in fewer individual holdings than a diversified fund, making it more exposed to individual stock volatility than a diversified fund. Investments in foreign securities may involve political, economic and currency risks, greater volatility, and differences in accounting methods. Investments are focused in the natural gas distribution and transmission industry; sector funds may be subject to a higher degree of market risk. Please see the Fund’s prospectus for a more complete discussion of these and other risks.
 
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.
 
Cash flow provides an indication of a company’s financial strength and represents earnings before depreciation, amortization, and non-cash charges. Correlation measures the degree to which the fund’s performance is related to benchmark index. A high correlation to its benchmark is generally considered to be favorable for the fund if its investment thesis closely follows the benchmark.
 
Earnings growth is not a measure of the Fund’s future performance.
 
 
 
 
 
 

 
 
HENNESSYFUNDS.COM

6


PERFORMANCE OVERVIEW/SCHEDULE OF INVESTMENTS

Financial Statements
 
Schedule of Investments as of October 31, 2017
 
HENNESSY GAS UTILITY FUND
(% of Net Assets)
 


 
 
TOP TEN HOLDINGS (EXCLUDING CASH/CASH EQUIVALENTS)
% NET ASSETS
Cheniere Energy, Inc.
5.02%
Sempra Energy
5.01%
Atmos Energy Corp.
5.00%
Dominion Resources, Inc.
4.97%
TransCanada Corp.
4.76%
National Grid PLC – ADR
4.74%
Kinder Morgan, Inc.
4.71%
Enbridge, Inc.
4.68%
PG&E Corp.
4.05%
The Southern Co.
3.51%

 

 

 

 
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, as amended, the Fund uses more specific industry classifications.

HENNESSY FUNDS
1-800-966-4354
 

7


COMMON STOCKS – 98.35%
 
Number
         
% of
 
 
 
of Shares
   
Value
   
Net Assets
 
Energy – 20.87%
                 
Cheniere Energy, Inc. (a)
   
1,493,417
   
$
69,802,311
     
5.02
%
Enbridge, Inc. (b)
   
1,693,765
     
65,142,202
     
4.68
%
EQT Corp.
   
230,482
     
14,414,344
     
1.04
%
Kinder Morgan, Inc.
   
3,619,101
     
65,541,919
     
4.71
%
Tellurian, Inc. (a)
   
856,190
     
9,221,166
     
0.66
%
TransCanada Corp. (b)
   
1,394,853
     
66,227,621
     
4.76
%
 
           
290,349,563
     
20.87
%
                         
Financials – 0.58%
                       
Berkshire Hathaway, Inc., Class A (a)
   
29
     
8,133,630
     
0.58
%
                         
Utilities – 76.90%
                       
Algonquin Power & Utilities Corp. (b)
   
411,664
     
4,400,688
     
0.32
%
ALLETE, Inc.
   
2,175
     
170,411
     
0.01
%
Alliant Energy Corp.
   
147,508
     
6,381,196
     
0.46
%
Ameren Corp.
   
165,240
     
10,243,228
     
0.74
%
Atmos Energy Corp.
   
797,086
     
69,537,783
     
5.00
%
Avangrid, Inc.
   
90,200
     
4,666,046
     
0.33
%
Avista Corp.
   
98,572
     
5,149,401
     
0.37
%
Black Hills Corp.
   
215,947
     
14,092,701
     
1.01
%
Centerpoint Energy, Inc.
   
936,028
     
27,687,708
     
1.99
%
Chesapeake Utilities Corp.
   
93,158
     
7,503,877
     
0.54
%
CMS Energy Corp.
   
652,498
     
31,561,328
     
2.27
%
Consolidated Edison, Inc.
   
410,436
     
35,318,018
     
2.54
%
Corning Natural Gas Holding Corp.
   
18,849
     
356,254
     
0.02
%
Dominion Resources, Inc.
   
851,796
     
69,114,727
     
4.97
%
DTE Energy Co.
   
311,104
     
34,364,548
     
2.47
%
Duke Energy Corp.
   
441,287
     
38,970,055
     
2.80
%
Entergy Corp.
   
11,960
     
1,031,670
     
0.07
%
Eversource Energy
   
253,875
     
15,902,730
     
1.14
%
Exelon Corp.
   
376,631
     
15,144,333
     
1.09
%
Fortis, Inc. (b)
   
520,776
     
19,180,180
     
1.38
%
MDU Resources Group, Inc.
   
638,407
     
17,460,431
     
1.25
%
MGE Energy, Inc.
   
48,179
     
3,182,223
     
0.23
%
National Fuel Gas Co.
   
433,424
     
25,160,263
     
1.81
%
National Grid PLC – ADR (b)
   
1,080,345
     
65,955,044
     
4.74
%
 

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

8


SCHEDULE OF INVESTMENTS
 
COMMON STOCKS
 
Number
         
% of
 
 
 
of Shares
   
Value
   
Net Assets
 
Utilities (Continued)
                 
New Jersey Resources Corp.
   
454,334
   
$
20,195,146
     
1.45
%
NiSource, Inc.
   
1,491,781
     
39,338,265
     
2.83
%
Northwest Natural Gas Co.
   
224,303
     
14,882,504
     
1.07
%
NorthWestern Corp.
   
81,398
     
4,825,273
     
0.35
%
ONE Gas, Inc.
   
398,675
     
30,690,002
     
2.21
%
PG&E Corp.
   
974,349
     
56,288,142
     
4.05
%
PPL Corp.
   
480,819
     
18,059,562
     
1.30
%
Public Service Enterprise Group, Inc.
   
646,890
     
31,826,988
     
2.29
%
RGC Resources, Inc.
   
57,949
     
1,685,736
     
0.12
%
SCANA Corp.
   
177,466
     
7,655,883
     
0.55
%
Sempra Energy
   
593,840
     
69,776,200
     
5.01
%
South Jersey Industries, Inc.
   
416,671
     
14,154,314
     
1.02
%
Southwest Gas Holdings, Inc.
   
332,217
     
27,371,359
     
1.97
%
Spire, Inc.
   
312,691
     
24,686,954
     
1.77
%
The Southern Co.
   
935,200
     
48,817,440
     
3.51
%
UGI Corp.
   
343,752
     
16,451,971
     
1.18
%
Unitil Corp.
   
63,498
     
3,301,896
     
0.24
%
Vectren Corp.
   
342,628
     
23,346,672
     
1.68
%
WEC Energy Group, Inc.
   
678,740
     
45,740,289
     
3.29
%
WGL Holdings, Inc.
   
305,842
     
26,210,659
     
1.88
%
Xcel Energy, Inc.
   
445,399
     
22,056,159
     
1.58
%
 
           
1,069,896,257
     
76.90
%
Total Common Stocks
                       
  (Cost $824,276,449)
           
1,368,379,450
     
98.35
%
 
                       
PARTNERSHIPS – 0.97%
                       
                         
Energy – 0.97%
                       
Plains GP Holdings L.P., Class A
   
660,755
     
13,479,402
     
0.97
%
 
                       
Total Partnerships
                       
  (Cost $19,632,611)
           
13,479,402
     
0.97
%
 

 

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

HENNESSY FUNDS
1-800-966-4354
 

9

 

SHORT-TERM INVESTMENTS – 0.40%
 
Number
         
% of
 
 
 
of Shares
   
Value
   
Net Assets
 
Money Market Funds – 0.40%
                 
Fidelity Government Portfolio, Institutional Class, 0.92% (c)
   
5,568,889
   
$
5,568,889
     
0.40
%
 
                       
Total Short-Term Investments
                       
  (Cost $5,568,889)
           
5,568,889
     
0.40
%
 
                       
Total Investments
                       
  (Cost $849,477,949) – 99.72%
           
1,387,427,741
     
99.72
%
Other Assets in Excess of Liabilities – 0.28%
           
3,893,791
     
0.28
%
TOTAL NET ASSETS – 100.00%
         
$
1,391,321,532
     
100.00
%

Percentages are stated as a percent of net assets.

ADR – American Depositary Receipt
(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 October 31, 2017.

Summary of Fair Value Exposure at October 31, 2017
The following is a summary of the inputs used to value the Fund’s net assets as of October 31, 2017 (see Note 3 in the accompanying notes to the financial statements):
 
Common Stocks
 
Level 1
   
Level 2
   
Level 3
   
Total
 
Energy
 
$
290,349,563
   
$
   
$
   
$
290,349,563
 
Financials
   
8,133,630
     
     
     
8,133,630
 
Utilities
   
1,069,896,257
     
     
     
1,069,896,257
 
Total Common Stocks
 
$
1,368,379,450
   
$
   
$
   
$
1,368,379,450
 
Partnerships
                               
Energy
 
$
13,479,402
   
$
   
$
   
$
13,479,402
 
Total Partnerships
 
$
13,479,402
   
$
   
$
   
$
13,479,402
 
Short-Term Investments
                               
Money Market Funds
 
$
5,568,889
   
$
   
$
   
$
5,568,889
 
Total Short-Term Investments
 
$
5,568,889
   
$
   
$
   
$
5,568,889
 
Total Investments
 
$
1,387,427,741
   
$
   
$
   
$
1,387,427,741
 
 
Transfers between levels are recognized at the end of the reporting period. During the year ended October 31, 2017, the Fund recognized no transfers between levels.
 


 

 

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

10


SCHEDULE OF INVESTMENTS/STATEMENT OF ASSETS AND LIABILITIES

Financial Statements
 
Statement of Assets and Liabilities as of October 31, 2017
 
ASSETS:
     
Investments in securities, at value (cost $849,477,949)
 
$
1,387,427,741
 
Dividends and interest receivable
   
1,062,416
 
Receivable for fund shares sold
   
534,011
 
Receivable for securities sold
   
5,190,090
 
Return of capital receivable
   
198,227
 
Prepaid expenses and other assets
   
47,411
 
Total Assets
   
1,394,459,896
 
         
LIABILITIES:
       
Payable for fund shares redeemed
   
1,559,905
 
Payable to advisor
   
475,495
 
Payable to administrator
   
230,255
 
Payable to auditor
   
20,697
 
Accrued distribution fees
   
404,077
 
Accrued service fees
   
112,350
 
Accrued trustees fees
   
5,579
 
Accrued expenses and other payables
   
330,006
 
Total Liabilities
   
3,138,364
 
NET ASSETS
 
$
1,391,321,532
 
         
NET ASSETS CONSIST OF:
       
Capital stock
 
$
931,471,585
 
Accumulated net realized loss on investments
   
(78,103,496
)
Unrealized net appreciation on investments
   
537,953,443
 
Total Net Assets
 
$
1,391,321,532
 
         
NET ASSETS
       
Investor Class:
       
Shares authorized (no par value)
 
Unlimited
 
Net assets applicable to outstanding Investor Class shares
 
$
1,306,697,381
 
Shares issued and outstanding
   
43,059,579
 
Net asset value, offering price and redemption price per share
 
$
30.35
 
         
Institutional Class:
       
Shares authorized (no par value)
 
Unlimited
 
Net assets applicable to outstanding Institutional Class shares
 
$
84,624,151
 
Shares issued and outstanding
   
2,791,301
 
Net asset value, offering price and redemption price per share
 
$
30.32
 



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

HENNESSY FUNDS
1-800-966-4354
 

11


Financial Statements
 
Statement of Operations for the  year ended October 31, 2017
 
INVESTMENT INCOME:
     
Dividend income(1)
 
$
47,951,870
 
Interest income
   
37,203
 
Total investment income
   
47,989,073
 
         
EXPENSES:
       
Investment advisory fees (See Note 5)
   
5,750,174
 
Sub-transfer agent expenses – Investor Class (See Note 5)
   
2,793,527
 
Sub-transfer agent expenses – Institutional Class (See Note 5)
   
10,850
 
Distribution fees – Investor Class (See Note 5)
   
2,136,021
 
Service fees – Investor Class (See Note 5)
   
1,423,982
 
Administration, fund accounting, custody and transfer agent fees (See Note 5)
   
1,372,847
 
Reports to shareholders
   
118,167
 
Federal and state registration fees
   
55,636
 
Legal fees
   
30,485
 
Compliance expense (See Note 5)
   
28,705
 
Trustees’ fees and expenses
   
20,844
 
Audit fees
   
20,699
 
Interest expense (See Note 5)
   
5,048
 
Other expenses
   
668,743
 
Total expenses
   
14,435,728
 
NET INVESTMENT INCOME
 
$
33,553,345
 
         
REALIZED AND UNREALIZED GAINS:
       
Net realized gain on investments
 
$
11,936,515
 
Net change in unrealized appreciation on investments
   
96,396,614
 
Net gain on investments
   
108,333,129
 
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS
 
$
141,886,474
 














(1)
Net of foreign taxes withheld and issuance fees of $1,064,969.

The accompanying notes are an integral part of these financial statements.
 
 
HENNESSYFUNDS.COM
12


STATEMENT OF OPERATIONS/STATEMENTS OF CHANGES IN NET ASSETS

Financial Statements
 
Statements of Changes in Net Assets
 
   
Year Ended
   
Year Ended
 
   
October 31, 2017
   
October 31, 2016
 
OPERATIONS:
           
Net investment income
 
$
33,553,345
   
$
32,778,106
 
Net realized gain (loss) on investments
   
11,936,515
     
(19,582,660
)
Net change in unrealized appreciation on investments
   
96,396,614
     
87,366,505
 
Net increase in net assets resulting from operations
   
141,886,474
     
100,561,951
 
                 
DISTRIBUTIONS TO SHAREHOLDERS FROM:
               
Net investment income – Investor Class
   
(34,370,968
)
   
(36,851,113
)
Net investment income – Institutional Class
   
(376,747
)
   
 
Net realized gains – Investor Class
   
(19,805,380
)
   
(35,850,694
)
Net realized gains – Institutional Class
   
     
 
Total distributions
   
(54,553,095
)
   
(72,701,807
)
                 
CAPITAL SHARE TRANSACTIONS:
               
Proceeds from shares subscribed – Investor Class
   
119,194,987
     
168,313,204
 
Proceeds from shares subscribed – Institutional Class
   
86,926,934
     
 
Dividends reinvested – Investor Class
   
51,110,167
     
68,537,893
 
Dividends reinvested – Institutional Class
   
280,823
     
 
Cost of shares redeemed – Investor Class
   
(405,814,851
)
   
(458,991,855
)
Cost of shares redeemed – Institutional Class
   
(2,635,338
)
   
 
Net decrease in net assets derived
               
  from capital share transactions
   
(150,937,278
)
   
(222,140,758
)
TOTAL DECREASE IN NET ASSETS
   
(63,603,899
)
   
(194,280,614
)
                 
NET ASSETS:
               
Beginning of year
   
1,454,925,431
     
1,649,206,045
 
End of year
 
$
1,391,321,532
   
$
1,454,925,431
 
Undistributed net investment loss, end of year
 
$
   
$
 
                 
CHANGES IN SHARES OUTSTANDING:
               
Shares sold – Investor Class
   
4,053,758
     
6,213,940
 
Shares sold – Institutional Class
   
2,868,864
     
 
Shares issued to holders as reinvestment
               
  of dividends – Investor Class
   
1,768,098
     
2,666,176
 
Shares issued to holders as reinvestment
               
  of dividends – Institutional Class
   
9,411
     
 
Shares redeemed – Investor Class
   
(13,691,570
)
   
(17,517,095
)
Shares redeemed – Institutional Class
   
(86,974
)
   
 
Net decrease in shares outstanding
   
(5,078,413
)
   
(8,636,979
)


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

HENNESSY FUNDS
1-800-966-4354
 

13


Financial Statements
 
Financial Highlights
 
For an Investor Class share outstanding throughout each year

 

PER SHARE DATA:
Net asset value, beginning of year
 
Income from investment operations:
Net investment income
Net realized and unrealized gains (losses) on investments
Total from investment operations
 
Less distributions:
Dividends from net investment income
Dividends from net realized gains
Total distributions
Paid-in capital from redemption fees
Net asset value, end of year
 
TOTAL RETURN

SUPPLEMENTAL DATA AND RATIOS:
Net assets, end of year (millions)
Ratio of expenses to average net assets
Ratio of net investment income to average net assets
Portfolio turnover rate(2)














(1)
Amount is less than $0.01.
(2)
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


FINANCIAL HIGHLIGHTS — INVESTOR CLASS


 
 
 

Year Ended October 31,
   
2017
   
2016
   
2015
   
2014
   
2013
   
                             
$
28.57
   
$
27.69
   
$
31.30
   
$
26.69
   
$
23.05
   
                                       
                                       
 
0.70
     
0.62
     
0.69
     
0.62
     
0.62
   
 
2.20
     
1.58
     
(2.69
)
   
5.18
     
4.18
   
 
2.90
     
2.20
     
(2.00
)
   
5.80
     
4.80
   
                                       
                                       
 
(0.72
)
   
(0.69
)
   
(0.70
)
   
(0.59
)
   
(0.61
)
 
 
(0.40
)
   
(0.63
)
   
(0.91
)
   
(0.60
)
   
(0.55
)
 
 
(1.12
)
   
(1.32
)
   
(1.61
)
   
(1.19
)
   
(1.16
)
 
 
     
     
     
0.00
(1) 
   
0.00
(1) 
 
$
30.35
   
$
28.57
   
$
27.69
   
$
31.30
   
$
26.69
   
                                       
 
10.39
%
   
8.52
%
   
(6.59
)%
   
22.49
%
   
21.70
%
 
                                       
                                       
$
1,306.70
   
$
1,454.93
   
$
1,649.21
   
$
2,254.98
   
$
1,182.79
   
 
1.01
%
   
1.01
%
   
0.93
%
   
0.77
%
   
0.80
%
 
 
2.34
%
   
2.25
%
   
2.33
%
   
2.26
%
   
2.56
%
 
 
18
%
   
38
%
   
37
%
   
20
%
   
18
%
 

 
 
 
 
 
 
 

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

HENNESSY FUNDS
1-800-966-4354
 

15


Financial Statements
 
Financial Highlights
 
For an Institutional Class share outstanding throughout the period
 
   
Period Ended
 
   
October 31, 2017(1)
 
PER SHARE DATA:
     
Net asset value, beginning of period
 
$
29.68
 
         
Income from investment operations:
       
Net investment income
   
0.62
 
Net realized and unrealized gains on investments
   
0.72
 
Total from investment operations
   
1.34
 
         
Less distributions:
       
Dividends from net investment income
   
(0.70
)
Dividends from net realized gains
   
 
Total distributions
   
(0.70
)
Net asset value, end of period
 
$
30.32
 
         
TOTAL RETURN
   
4.56
%(2)(3)
         
SUPPLEMENTAL DATA AND RATIOS:
       
Net assets, end of period (millions)
 
$
84.62
 
Ratio of expenses to average net assets
   
0.64
%(4)
Ratio of net investment income to average net assets
   
1.23
%(4)
Portfolio turnover rate(5)
   
18
%(2)














(1)
The Institutional Class shares commenced operations on March 1, 2017.
(2)
Not annualized.
(3)
Actual return from inception date of March 1, 2017, to the year end of October 31, 2017.
(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


FINANCIAL HIGHLIGHTS — INSTITUTIONAL CLASS/NOTES TO THE FINANCIAL STATEMENTS

Financial Statements
 
Notes to the Financial Statements October 31, 2017
 
1).  ORGANIZATION
 
The Hennessy Gas Utility 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 did not have Institutional Class shares until March 1, 2017.  The investment objective of the Fund is income and 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 12b-1 distribution and service, shareholder servicing, and sub-transfer agent expenses.  There are no sales charges.  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 an individual class.
 
As an investment company, the Fund follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (“FASB”) Accounting Standard Codification Topic 946 “Financial Services—Investment Companies.”
 
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 conform to 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 – No provision for federal income taxes or excise taxes has been made because 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/loss and realized gains/losses for federal income tax purposes may differ from those reported in 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.  The Fund recognizes interest and penalties related to income tax benefits, if any, in the Statement of Operations as an income tax expense.  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.  The Fund may utilize equalization accounting for tax purposes and designate earnings and profits, including net realized gains distributed to shareholders on redemption of shares, as part of the dividends paid deduction for income tax purposes.

 

 
HENNESSY FUNDS
1-800-966-4354
 
17


 
 
Due to inherent differences in the recognition of income, expenses, and realized gains/losses under GAAP and federal income tax regulations, permanent differences between book and tax basis for reporting for fiscal year 2017 have been identified and appropriately reclassified in the Statement of Assets and Liabilities.  The adjustments are as follows:

 
Accumulated
Accumulated
   
 
Net Investment
Net Realized
   
 
          Loss         
Loss on Investments
Capital Stock
 
 
$1,194,370
$(3,223,100)
$2,028,730
 
 
c).
Accounting for Uncertainty in Income Taxes – The Fund has accounting policies regarding recognition and measurement of tax positions taken or expected to be taken on a tax return.  The tax returns of the Fund for the prior three fiscal years are open for examination.  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.
 
d).
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/losses on investments are allocated to each class of shares based on such class’s net assets.
 
e).
Distributions to Shareholders – Dividends from net investment income for the Fund, if any, are declared and paid at the end of each calendar quarter.  Distributions of net realized capital gains, if any, are declared and paid annually, usually in December.
 
f).
Security Transactions – Investment and shareholder transactions are recorded on the trade date.  The Fund determines the realized gain/loss from an investment transaction 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.
 
g).
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.
 
h).
Share Valuation – The net asset value (“NAV”) per share of the Fund is calculated by dividing (i) 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 (ii) 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 NAV per share.
 
3).  SECURITIES VALUATION
 
The Fund follows authoritative fair valuation accounting standards that establish an authoritative definition of fair value and set out a hierarchy for measuring fair value. 
 

 
 
HENNESSYFUNDS.COM
18

 
NOTES TO THE FINANCIAL STATEMENTS
 
These standards require additional disclosures about the various inputs and valuation techniques used to develop the measurements of fair value and a discussion of changes in valuation techniques and related inputs during the period.  These inputs are summarized in the three broad levels listed below:
 
 
Level 1 –
Unadjusted, quoted prices in active markets for identical instruments that the Fund has the ability to access at the date of measurement.
 
 
Level 2 –
Other significant observable inputs (including, but not limited to, quoted prices in active markets for similar instruments, quoted prices in markets that are not active for identical or similar instruments, and model-derived valuations in which all significant inputs and significant value drivers are observable in active markets, such as interest rates, prepayment speeds, credit risk curves, default rates, and similar data).
 
 
Level 3 –
Significant unobservable inputs (including the Fund’s own assumptions about what market participants would use to price the asset or liability based on the best available information) when observable inputs are unavailable.
 
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, partnerships, rights, and real estate investment trusts, that are traded on a securities exchange for which a last-quoted sales price is readily available will generally 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 generally 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 generally 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.  Securities traded on foreign exchanges generally are not valued at the same time the Fund calculates its NAV because most foreign markets close well before such time.  The earlier close of most foreign markets gives rise to the possibility that significant events, including broad market moves, may have occurred in the interim.  In certain circumstances, it may be determined that a security needs to be fair valued because it appears that the value of the security might have been materially affected by events occurring after the close of the market in which the security is principally traded, but before the time the Fund calculates its NAV, such as by a development that affects an entire market or region (e.g., weather-related events) or a potentially global development (e.g., a terrorist attack that may be expected to have an effect on investor expectations worldwide).
 
 
Registered Investment Companies – Investments in registered investment companies (e.g., mutual funds) are generally priced at the ending NAV provided by the applicable registered investment company’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 generally 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

 

HENNESSY FUNDS
1-800-966-4354
 
19


 
 
(where observable), bond spreads, and fundamental data relating to the issuer.  In addition, the model may incorporate observable market data, such as reported sales of similar securities, broker quotes, yields, bids, offers, and reference data.  Certain securities are valued primarily 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 with an original term to maturity of 60 days or less are valued at amortized cost, which approximates fair market value.  If the original term to maturity of a short-term debt investment exceeded 60 days, then the values as of the 61st day prior to maturity are amortized.  Amortized cost is not used if its use would be inappropriate due to credit or other impairments of the issuer, in which case the security’s fair value would be determined, as described below.  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, such as the trading volume of a security and markets, the values of other similar securities, and news events with direct bearing on a security or markets.  Fair value pricing results in an estimated price for a security that reflects the amount the Fund might reasonably expect to receive in a current sale.  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.
 
The fair valuation 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’ values as determined by the Board or its designee instead of being determined by the market.  Using a fair value pricing methodology to price a foreign security may result in a value that is different from the foreign security’s most recent closing price and from the prices used by other investment companies to calculate their NAVs and are generally classified in Level 2 of 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 “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 to determine 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 October 31, 2017, are included in the Schedule of Investments.
 

 
 
HENNESSYFUNDS.COM
20


 
NOTES TO THE FINANCIAL STATEMENTS
 
4).  INVESTMENT TRANSACTIONS
 
Purchases and sales of investment securities (excluding government and short-term investments) for the Fund during fiscal year 2017 were $258,576,220 and $425,173,091, respectively.
 
There were no purchases or sales/maturities of long-term U.S. government securities for the Fund during fiscal year 2017.
 
The Fund is permitted to purchase or sell securities from or to another fund in the Hennessy Funds family of funds (the “Hennessy Funds”) under specified conditions outlined in procedures adopted by the Board.  The procedures have been designed to ensure that any purchase or sale of securities by the Fund from or to another Hennessy Fund complies with Rule 17a-7 of the Investment Company Act of 1940, as amended.  For fiscal year 2017, the Fund did not engage in purchases or sales of securities pursuant to Rule 17a-7 of the Investment Company Act of 1940, as amended.
 
5).  INVESTMENT MANAGEMENT FEE AND OTHER TRANSACTIONS WITH AFFILIATES
 
The Advisor provides the Fund with investment management services under an Investment Advisory Agreement.  The Advisor provides all investment advice, office space, and facilities, as well as 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 an annual rate of 0.40%.  The net investment advisory fees expensed by the Fund during fiscal year 2017 are included in the Statement of Operations.
 
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.  The shareholder service fees expensed by the Fund during fiscal year 2017 are included in the Statement of Operations.
 
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.  Even though the authorized rate is up to 0.25%, the Fund is currently only using up to 0.15% of its average daily net assets attributable to Investor Class shares for such purpose.  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, shareholder account servicing, the printing and mailing of prospectuses to other than current shareholders, the printing and mailing of sales literature, and compensation for sales and marketing activities or to financial institutions and others, such as dealers and distributors.  The distribution fees expensed by the Fund during fiscal year 2017 are included in the Statement of Operations.
 
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.  The sub-transfer agent fees expensed by the Fund during fiscal year 2017 are included in the Statement of Operations.
 


HENNESSY FUNDS
1-800-966-4354
 
21


 
The Fund has entered into an Administrative Services Agreement among the Fund, the Advisor, and the American Gas Association (“AGA”), pursuant to which the AGA provides administrative services to the Fund.  These administrative services include overseeing the calculation of the AGA Stock Index.  ScottMadden, Inc. (successor-in-interest to Sussex Economic Advisors, LLC) performs the actual computations required to produce the AGA Stock Index and receives a fee for such calculations pursuant to a contractual arrangement with AGA.  AGA does not furnish other securities advice to the Fund or the Advisor or make recommendations regarding the purchase or sale of securities by the Fund.  Under the terms of the Administrative Services Agreement, which has been approved by the Board, AGA provides the Fund with current information regarding the common stock composition of the AGA Stock Index at least monthly.  In addition, upon request, AGA provides the Fund and the Advisor with information on the natural gas industry.  The Fund pays AGA a fee at an annual rate of 0.04% of the average daily net assets of the Fund.
 
U.S. Bancorp Fund Services, LLC (“USBFS”) provides the Fund with administrative, fund accounting, and transfer agent services and necessary office equipment.  As administrator, USBFS is responsible for activities such as (i) preparing various federal and state regulatory filings, reports, and returns for the Fund, (ii) preparing reports and materials to be supplied to the Board, (iii) monitoring the activities of the Fund’s custodian, transfer agent, and accountants, and (iv) coordinating the preparation and payment of the Fund’s expenses and reviewing the Fund’s expense accruals.  U.S. Bank, N.A., an affiliate of USBFS, serves as the Fund’s custodian.  The servicing agreements between the Trust, USBFS, and U.S. Bank N.A. contain a fee schedule that is inclusive of administrative, fund accounting, custody, and transfer agent fees.  The administrative, fund accounting, custody, and transfer agent fees expensed by the Fund during fiscal year 2017 are included in the Statement of Operations.
 
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.
 
The officers of the Fund are affiliated with the Advisor.  Such officers, with the exception of the Chief Compliance Officer and the Senior Compliance Officer, receive no compensation from the Fund for serving in their respective roles.  The Fund, along with the other Hennessy Funds, makes reimbursement payments, on an equal basis, to the Advisor for a portion of the salary and benefits associated with the office of the Chief Compliance Officer and for all of the salary and benefits associated with the office of the Senior Compliance Officer.  The compliance fees expensed by the Fund during fiscal year 2017 are included in the Statement of Operations.
 
6).  GUARANTEES AND INDEMNIFICATIONS
 
Under the Hennessy Funds’ organizational documents, their officers and trustees are indemnified by the Hennessy Funds against certain liabilities arising out of the performance of their duties to the Hennessy Funds.  Additionally, in the normal course of business, the Hennessy Funds enter into contracts with service providers that contain general indemnification clauses.  The Fund’s maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Fund that have not yet occurred.  Currently, the Fund expects the risk of loss to be remote.
 

 
 
HENNESSYFUNDS.COM
22


 
NOTES TO THE FINANCIAL STATEMENTS
 
7).  LINE OF CREDIT
 
The Fund has an uncommitted line of credit with the other 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 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 and are secured by all of the Fund’s assets (as to its own borrowings only).  During fiscal year 2017, the Fund had an outstanding average daily balance and a weighted average interest rate of $138,079 and 3.97%, respectively.  The interest expensed by the Fund during fiscal year 2017 is included in the Statement of Operations.  The maximum amount outstanding for the Fund during the period was $3,952,000.  At October 31, 2017, the Fund did not have any borrowings outstanding under the line of credit.
 
8).  FEDERAL TAX INFORMATION
 
As of October 31, 2017, the components of accumulated earnings (losses) for income tax purposes were as follows:
 
 
 
Investments
 
Cost of investments for tax purposes
 
$
934,660,895
 
Gross tax unrealized appreciation
 
$
550,811,731
 
Gross tax unrealized depreciation
   
(98,044,885
)
Net tax unrealized appreciation
 
$
452,766,846
 
Undistributed ordinary income
 
$
2,936,439
 
Undistributed long-term capital gains
   
4,143,011
 
Total distributable earnings
 
$
7,079,450
 
Other accumulated gain
 
$
3,651
 
Total accumulated gain
 
$
459,849,947
 
 
The difference between book-basis unrealized appreciation/depreciation (as shown in the Statement of Assets and Liabilities) and tax-basis unrealized appreciation/depreciation (as shown above) is attributable primarily to wash sales.
 
At October 31, 2017, the Fund had no tax basis capital losses to offset future capital gains.
 
At October 31, 2017, the Fund did not defer, on a tax basis, any late-year ordinary losses.  Late-year ordinary losses are net ordinary losses incurred after December 31, 2016, but within the taxable year, that are deemed to arise on the first day of the Fund’s next taxable year.
 
During fiscal years 2017 and 2016, the tax character of distributions paid by the Fund was as follows:
 
 
 
Year Ended
   
Year Ended
 
 
 
October 31, 2017
   
October 31, 2016
 
Ordinary income(1)
 
$
34,747,715
   
$
36,851,113
 
Long-term capital gain
   
19,805,380
     
35,850,694
 
 
 
$
54,553,095
   
$
72,701,807
 
 
(1)  Ordinary income includes short-term gain/loss.
 


HENNESSY FUNDS
1-800-966-4354
 
23

 
9).  EVENTS SUBSEQUENT TO YEAR END
 
Management has evaluated the Fund’s related events and transactions that occurred subsequent to October 31, 2017, through the date of issuance of the Fund’s financial statements.  Other than as disclosed below, management has determined that there were no subsequent events requiring recognition or disclosure in the financial statements.
 
On December 7, 2017, capital gains were declared and paid to shareholders of record on December 6, 2017, as follows:
 
 
Long-term
Short-term
Investor Class
$0.09201
$0.06521
Institutional Class
$0.09188
$0.06514
 
In connection with his planned retirement, Winsor (Skip) H. Aylesworth stepped down as a Portfolio Manager of the Fund as of November 30, 2017.  Mr. Aylesworth will remain an employee of the Advisor until January 15, 2018, to continue to work with Ryan C. Kelley and Brian E. Peery and ensure a smooth transition.  Mr. Kelley has served as a Portfolio Manager or Co-Portfolio Manager of the Fund since March 2013, and Mr. Peery has served as a Portfolio Manager of the Fund since February 2015.
 






 
 
HENNESSYFUNDS.COM

24


NOTES/REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

Report of Independent Registered Public
Accounting Firm

To the Board of Trustees of Hennessy Funds Trust
and the Shareholders of the Hennessy Gas Utility Fund
Novato, CA
 
We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of the Hennessy Gas Utility Fund (the “Fund”), a series of Hennessy Funds Trust (the “Trust”) as of October 31, 2017, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Fund’s management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.
 
We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States).  Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement.  The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purposes of expressing an opinion on the effectiveness of the Fund’s internal control over financial reporting. Accordingly, we express no such opinion.  An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements.  Our procedures included confirmation of securities owned as of October 31, 2017, by correspondence with the custodian. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation.  We believe that our audits provide a reasonable basis for our opinion.
 
In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of the Hennessy Gas Utility Fund as of October 31, 2017, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.
 
 
TAIT, WELLER & BAKER LLP
 
Philadelphia, Pennsylvania
December 22, 2017
 



HENNESSY FUNDS
1-800-966-4354
 

25


Trustees and Officers of the Fund (Unaudited)

The business and affairs of the Funds are managed under the direction of the Board of Trustees of the Trust, and the Board of Trustees elects the Officers of the Trust.  Beginning in March 2015, the Board of Trustees has from time to time appointed advisers to the Board of Trustees (“Advisers”), with the intention of having qualified individuals serve in an advisory capacity in order to garner experience in the mutual fund and asset management industry and be considered as potential Trustees in the future.  There are currently three Advisers to the Board of Trustees: Brian Alexander, Doug Franklin, and Claire Knoles.  As Advisers, Mr. Alexander, Mr. Franklin, and Ms. Knoles attend meetings of the Board and act as non-voting participants.  Information pertaining to the Trustees, Advisers, and the Officers of the Trust is set forth below.  The Trustees and Officers serve until their successors are duly elected and qualified or until their earlier death, resignation, or removal.  Each of the Trustees oversees 14 Hennessy Funds.  Unless otherwise indicated, the address of all persons listed below is 7250 Redwood Boulevard, Suite 200, Novato, CA 94945.  The Fund’s Statement of Additional Information includes more information about the persons listed below and is available, without charge, upon request by calling 1-800-966-4354.
 
     
Other
     
Directorships
     
Held Outside
Name, (Year of Birth),
   
of Fund
and Position Held
Start Date
Principal Occupation(s)
Complex During
with the Trust              
of Service
During Past Five Years
Past Five Years(1)
     
Disinterested Trustees and Advisers
   
       
J. Dennis DeSousa
January 1996
Mr. DeSousa is a real estate investor.
None.
(1936)
     
Trustee
     
       
Robert T. Doyle
January 1996
Mr. Doyle has been the Sheriff of
None.
(1947)
 
Marin County, California since 1996.
 
Trustee
     
       
Gerald P. Richardson
May 2004
Mr. Richardson is an independent
None.
(1945)
 
consultant in the securities industry.
 
Trustee
     
       
Brian Alexander
March 2015
Mr. Alexander has been employed
None.
(1981)
 
by Sutter Health Novato Community
 
Adviser to the Board
 
Hospital since 2012, first as an
 
   
Assistant Administrator and then,
 
   
beginning in 2013, as the Chief
 
   
Administrative Officer.  From 2011
 
   
through 2012, Mr. Alexander was
 
   
employed by Sutter Health West Bay
 
   
Region as the Regional Director of
 
   
Strategic Decision Support.
 

 
 
HENNESSYFUNDS.COM
26


 
TRUSTEES AND OFFICERS OF THE FUND

 
     
Other
     
Directorships
     
Held Outside
Name, (Year of Birth),
   
of Fund
and Position Held
Start Date
Principal Occupation(s)
Complex During
with the Trust              
of Service
During Past Five Years
Past Five Years(1)
       
Doug Franklin
March 2016
Mr. Franklin is a retired insurance
None.
(1964)
 
industry executive.  From 1987
 
Adviser to the Board
 
through 2015, he was employed
 
   
by Allianz-Fireman’s Fund Insurance
 
   
Company in various positions,
 
   
including Chief Actuary and
 
   
Chief Risk Officer.
 
       
Claire Knoles
December 2015
Ms. Knoles is a founder of Kiosk and
None.
(1974)
 
has served as its Chief Operating
 
Adviser to the Board
 
Officer since 2004.  Kiosk is a full
 
   
service marketing agency with
 
   
offices in the San Francisco Bay
 
   
Area, Toronto, and Liverpool, UK.
 
       
Interested Trustee(2)
     
       
Neil J. Hennessy
January 1996 as
Mr. Hennessy has been employed by
Hennessy
(1956)
a Trustee and
Hennessy Advisors, Inc. since 1989
Advisors, Inc.
Trustee, Chairman of
June 2008 as
and currently serves as its President,
 
the Board, Chief
an Officer
Chairman and Chief Executive Officer.
 
Investment Officer,
     
Portfolio Manager,
     
and President
     

 
Name, (Year of Birth),
   
and Position Held
Start Date
Principal Occupation(s)
with the Trust              
of Service
During Past Five Years
     
Officers
   
     
Teresa M. Nilsen
January 1996
Ms. Nilsen has been employed by Hennessy Advisors, Inc.
(1966)
 
since 1989 and currently serves as its Executive Vice President,
Executive Vice President
 
Chief Operations Officer, Chief Financial Officer, and Secretary.
and Treasurer
   
     
Daniel B. Steadman
March 2000
Mr. Steadman has been employed by Hennessy Advisors, Inc.
(1956)
 
since 2000 and currently serves as its Executive Vice President
Executive Vice President
 
and Chief Compliance Officer.
and Secretary
   
     
Brian Carlson
December 2013
Mr. Carlson has been employed by Hennessy Advisors, Inc.
(1972)
 
since December 2013.  Mr. Carlson was previously a co-founder
Senior Vice President and
 
and principal of Trivium Consultants, LLC from February 2011
Head of Distribution
 
through November 2013.
     
Jennifer Cheskiewicz
June 2013
Ms. Cheskiewicz has been employed by Hennessy Advisors, Inc.
(1977)
 
as its General Counsel since June 2013.  She previously served
Senior Vice President and
 
as in-house counsel to Carlson Capital, L.P., an SEC-registered
Chief Compliance Officer
 
investment advisor to several private funds, from
   
February 2010 to May 2013.


HENNESSY FUNDS
1-800-966-4354
 
27


 
Name, (Year of Birth),
   
and Position Held
Start Date
Principal Occupation(s)
with the Trust              
of Service
During Past Five Years
     
David Ellison
October 2012
Mr. Ellison has been employed by Hennessy Advisors, Inc. since
(1958)(3)
 
October 2012.  He has served as a Portfolio Manager of the
Senior Vice President
 
Hennessy Small Cap Financial Fund and the Hennessy Large
and Portfolio Manager
 
Cap Financial Fund since inception. Mr. Ellison also served as a
   
Portfolio Manager of the Hennessy Technology Fund from its
   
inception until February 2017. Mr. Ellison served as Director,
   
CIO and President of FBR Fund Advisers, Inc. from
   
December 1999 to October 2012.
     
Ryan Kelley
March 2013
Mr. Kelley has been employed by Hennessy Advisors, Inc. since
(1972)(4)
 
October 2012.  He has served as a Portfolio Manager of the
Vice President and
 
Hennessy Gas Utility Fund, the Hennessy Small Cap Financial
Portfolio Manager
 
Fund, and the Hennessy Large Cap Financial Fund since
   
October 2014.  He served as Co-Portfolio Manager of the same
   
funds from March 2013 through September 2014, and as a
   
Portfolio Analyst for the Hennessy Funds from October 2012
   
through October 2014.  Mr. Kelley has also served as a Portfolio
   
Manager of the Hennessy Cornerstone Growth Fund, the
   
Hennessy Cornerstone Mid Cap 30 Fund, the Hennessy
   
Cornerstone Large Growth Fund, and the Hennessy
   
Cornerstone Value Fund and as a Co-Portfolio Manager of the
   
Hennessy Technology Fund since February 2017. Mr. Kelley
   
served as Portfolio Manager of FBR Fund Advisers, Inc. from
   
January 2008 to October 2012.
     
Brian Peery
March 2003 as
Mr. Peery has been employed by Hennessy Advisors, Inc. since
(1969)
an Officer and
2002.  He has served as a Portfolio Manager of the Hennessy
Senior Vice President
February 2011
Cornerstone Growth Fund, the Hennessy Cornerstone Mid Cap
and Portfolio Manager
as a Co-Portfolio
30 Fund, the Hennessy Cornerstone Large Growth Fund, the
 
Manager or
Hennessy Cornerstone Value Fund, the Hennessy Total Return
 
Portfolio Manager
Fund, and the Hennessy Balanced Fund since October 2014. 
   
He served as Co-Portfolio Manager of the same funds from
   
February 2011 through September 2014.  Mr. Peery has also
   
served as a Portfolio Manager of the Hennessy Gas Utility Fund
   
since February 2015 and as Lead Portfolio Manager of the
   
Hennessy Technology Fund since February 2017.
     
Daniel P. Hennessy
December 2016
Mr. Daniel Hennessy has been employed by Hennessy Advisors,
(1990)
 
Inc. since 2015. He has served as an Associate Analyst of the
Assistant Vice President
 
Hennessy Technology Fund since February 2017. He previously
and Associate Analyst
 
served as a Mutual Fund Specialist at U.S. Bancorp Fund
   
Services, LLC from November 2014 to July 2015.  Prior to that,
   
he attended the University of San Diego, where he earned a
   
degree in Political Science.
_______________
 
(1)
Messrs. DeSousa, Doyle, Hennessy, and Richardson previously served on the Board of Directors of Hennessy Mutual Funds, Inc. (“HMFI”), The Hennessy Funds, Inc. (“HFI”), and Hennessy SPARX Funds Trust (“HSFT”).  Pursuant to an internal reorganization effective as of February 28, 2014, the series of HFMI, HFI, and HSFT were reorganized into corresponding series of Hennessy Funds Trust that mirrored them.  Subsequent to the reorganization, HFMI, HFI, and HSFT were dissolved.
(2)
Mr. Hennessy is considered an “interested person,” as defined in the Investment Company Act of 1940, as amended, because he is an officer of the Hennessy Funds.
(3)
The address of this officer is 101 Federal Street, Suite 1900, Boston, MA 02110.
(4)
The address of this officer is 1340 Environ Way, Chapel Hill, NC 27517.
 
 
 
HENNESSYFUNDS.COM
28


TRUSTEES AND OFFICERS OF THE FUND









(This Page Intentionally Left Blank.)
 









HENNESSY FUNDS
1-800-966-4354
 

29


Expense Example (Unaudited)
October 31, 2017

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 May 1, 2017, through October 31, 2017.
 
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 fee is charged by the Fund’s transfer agent.  IRA accounts will be charged a $15 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” or “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
30


 
EXPENSE EXAMPLE

 
     
Expenses Paid
 
Beginning
Ending
During Period(1)
 
Account Value
Account Value
May 1, 2017 –
 
    May 1, 2017   
October 31, 2017
October 31, 2017
Investor Class
     
Actual
$1,000.00
$1,033.80
$5.13
Hypothetical (5% return before expenses)
$1,000.00
$1,020.16
$5.09
       
Institutional Class
     
Actual
$1,000.00
$1,035.70
$3.34
Hypothetical (5% return before expenses)
$1,000.00
$1,021.93
$3.31
 
(1)
Expenses are equal to the Fund’s annualized expense ratio of 1.00% for Investor Class shares or 0.65% for Institutional Class shares, as applicable, multiplied by the average account value over the period, multiplied by 184/365 days (to reflect one-half year period).







HENNESSY FUNDS
1-800-966-4354
 

31


 
How to Obtain a Copy of the Fund’s
Proxy Voting Policy and Proxy Voting Records
 
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/proxy-voting/policy.fs; 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 without charge on both the Hennessy Funds’ website at hennessyfunds.com/proxy-voting/vote.fs 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 a 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 made 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 fiscal year 2017, certain dividends paid by the Fund may be subject to a maximum tax rate of 23.8%, 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 that qualified for the corporate dividends received deduction for fiscal year 2017 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 request an individual copy of a prospectus or financial report at any time.  If you would like to receive separate mailings, please call U.S. Bancorp Fund Services, LLC 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

32


PROXY VOTING — PRIVACY POLICY
 
Privacy Policy
 
We collect the following non-public personal information about you:
 
 
information we receive from you on or in applications or other forms, correspondence, or conversations, including, but not limited to, your name, address, phone number, social security number, assets, income, and date of birth; and
 
 
information about your transactions with us, our affiliates, or others, including, but not limited to, your account number and balance, payment history, parties to transactions, cost basis information, and other financial information.
 
We do not disclose any non-public personal information about our current or former shareholders to non-affiliated third parties, except as permitted by law.  For example, we are permitted by law to disclose all of the information we collect, as described above, to our Transfer Agent to process your transactions.  Furthermore, we restrict access to your non-public personal information to those persons who require such information to provide products or services to you.  We maintain physical, electronic, and procedural safeguards that comply with federal standards to guard your non-public personal information.
 
In the event that you hold shares of the Fund through a financial intermediary, including, but not limited to, a broker-dealer, bank, or trust company, the privacy policy of your financial intermediary would govern how your non-public personal information will be shared with non-affiliated third parties.
 







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 Boulevard, 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 Drive, 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
777 East Wisconsin Avenue
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.






ANNUAL REPORT

OCTOBER 31, 2017




 

HENNESSY SMALL CAP
FINANCIAL FUND
 
Investor Class  HSFNX
Institutional Class  HISFX

 
 
 
 
 

 

hennessyfunds.com  |  1-800-966-4354

 




 
 
 
 

 




(This Page Intentionally Left Blank.)
 



 

 








CONTENTS

Contents
 
 
Letter to Shareholders
2
Performance Overview
4
Financial Statements
 
Schedule of Investments
7
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
Report of Independent Registered Public Accounting Firm
25
Trustees and Officers of the Fund
26
Expense Example
30
Proxy Voting Policy and Proxy Voting Records
32
Quarterly Schedule of Investments
32
Federal Tax Distribution Information
32
Householding
32
Privacy Policy
33

 
 
 
 
 
 

 

HENNESSY FUNDS
1-800-966-4354
 



December 2017
 
Dear Hennessy Funds Shareholder:

Over the past year, global equity markets have made strong advances, fueled by continued, broad-based economic growth in most countries and regions, and in spite of a somewhat unsettling geopolitical backdrop.
 
U.S. stocks performed well in the first year of the new administration in Washington, and, ignoring the debate and the bluster, investors have continued to focus on what concerns them the most – tax reform, deregulation, and the hope of an increase in infrastructure spending. As we move into the final weeks of the calendar year, with the major indices reaching new highs, I find myself envisioning the Dow Jones Industrial Average building momentum toward 30,000.
 
Over the past 12 months, the U.S. economy has continued to grow at a steady rate of almost 2.5% on an annualized basis, as measured by GDP. Companies have added over 170,000 jobs per month on average over the past year, and the current unemployment rate of 4.1% is the lowest in 17 years. Consumer confidence is high and still rising, and corporate profits are at all-time highs. The Federal Reserve has been increasing interest rates, but at a gradual pace. The bond market has also continued to support the equity market and equity market valuations. Since December of last year, long bond yields have stayed within a narrow band, with the 10-year U.S. Treasury yield hovering in the 2.0% to 2.5% range, and remain low compared to historical averages. In my opinion, long bond yields have stayed low despite three increases in the Federal Funds rate over the last 12 months in part due to persistent low inflation.
 
Meanwhile, the prospective price-to-earnings multiples for the Dow Jones Industrial Average and S&P 500 Index are just above long-term averages at 19.5x and 19.9x, respectively. I believe these levels of stock valuation, while higher than a year ago, are still very reasonable. At the peak of the technology/dot-com bubble, U.S. equities sold at much higher multiples across the board than they do today, and bond yields were also much higher. In June of 1999, the Dow Jones Industrial Average sold at 28x earnings and the 10-year bond yield was close to 6%. Today, the Dow is selling at under 20x earnings and is offering a 2.2% dividend yield, on par with the yield of the 10-year government bond at 2.4%.
 
Equity markets in the U.S. have been rising for almost nine years, and financial media reports have speculated that this bull run will come to end, but why? I see no substantial reasons or indicators that a major correction is on the horizon. I remain confident that this bull market has room to run. Overall, investment fundamentals are strong. Corporate earnings are growing at a healthy rate, and companies are generating excess cash flow. Cash continues to build on corporate balance sheets, with $5.2 trillion in cash and short term investments among the S&P 500 Index companies as of October 31, 2017. If our government leaders can pass a meaningful tax reform bill and continue efforts toward regulatory relief, it could be icing on the cake for equities.
 
There have been, and will likely continue to be, downturns throughout this extended bull market. Since 2010, there have been 18 downturns in the market, 14 of which were between 5% and 10% and four of which were corrections of between 10% and 20%. Yet the market has bounced back following each pullback and then has moved higher. A correction is not the end of the bull market. What might signal that we are at the end of this bull market? Euphoria. And I still see no signs of euphoria in this market. In the past,

 
 
 
HENNESSYFUNDS.COM
2

 
LETTER TO SHAREHOLDERS
 
I have likened the current bull market to that of 1982-2000, and I am confident in the strength of the market today and believe the economy will continue its slow, but steady, growth into the coming year.
 
Thank you for your continued confidence and investment in our funds. If you have any questions or would like 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 Index are unmanaged indices commonly used to measure the performance of U.S. stocks. One cannot invest directly in an index.
 
Price to earnings is calculated by dividing a company’s market price per share by its earnings per share.  Dividend yield is calculated as the annual dividends paid by a company divided by the price of a share of its stock. Cash flow provides 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)
 
CHANGE IN VALUE OF $10,000 INVESTMENT
 

 
This graph illustrates the performance of an initial investment of $10,000 made in the Fund ten years ago and assumes the reinvestment of dividends.
 
AVERAGE ANNUAL TOTAL RETURN FOR PERIODS ENDED OCTOBER 31, 2017
 
 
One
Five
Ten
 
Year
Years
Years
Hennessy Small Cap Financial Fund –
     
  Investor Class (HSFNX)
25.03%
14.97%
9.65%
Hennessy Small Cap Financial Fund –
     
  Institutional Class (HISFX)(1)
25.56%
15.38%
9.95%
Russell 2000® Financial Services Index
25.59%
15.35%
6.87%
Russell 2000® Index
27.85%
14.49%
7.63%
 
Expense ratios:  1.55% (Investor Class); 1.18% (Institutional Class)
 
(1)
The inception date of Institutional Class shares is May 30, 2008.  Performance shown prior to the inception of Institutional Class shares reflects the performance of Investor Class shares and includes expenses that are not applicable to, and are higher than, those of Institutional Class shares.
 
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.  The performance table does not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares.  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 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.  One cannot invest directly in an index.
 
Frank Russell Company (“Russell”) is the source and owner of the trademarks, service marks, and copyrights related to the Russell Indexes.  Russell® is a trademark of Frank Russell Company.  Neither Russell nor its licensors accept any liability for any errors or omissions in the Russell Indexes or Russell ratings or underlying data and no party may rely on any Russell Indexes or Russell ratings or underlying data contained in this
 

 
 
HENNESSYFUNDS.COM
4


 
PERFORMANCE OVERVIEW
 
communication.  No further distribution of Russell data is permitted without Russell’s express written consent.  Russell does not promote, sponsor, or endorse the content of this communication.
 
The expense ratios presented are from the most recent prospectus.  The expense ratios for the current reporting period are available in the Financial Highlights section of this report.
 
PERFORMANCE NARRATIVE
 
Portfolio Managers David H. Ellison and Ryan C. Kelley
 
Performance:
 
For the 12-month period ended October 31, 2017, the Investor Class of the Hennessy Small Cap Financial Fund returned 25.03%, underperforming both the Russell 2000® Financial Services Index and the Russell 2000® Index, which returned 25.59% and 27.85% for the same period, respectively.
 
In a year of strong performance in the broader domestic equity market, both the Fund and its benchmark indices posted strong returns. The Fund performed essentially in line with its primary benchmark, the Russell 2000® Index.  Positive contributors to the Fund’s performance during the period included Hingham Institution for Savings, Flushing Financial Corporation, and Independent Bank Corporation.  Companies which most negatively affected the Fund’s performance during the period were Meta Financial Group, Inc., IBERIABANK Corporation, and F.N.B. Corporation.  The Fund continues to hold all of the companies mentioned.
 
Portfolio Strategy:
 
Generally, the Fund tilts its investments more heavily toward community and regional banks, thrifts and, at times, mortgage finance companies. Within these preferred sub-industries, we seek companies that we believe have high-quality management teams, uncomplicated business models, and sustainable earnings growth opportunities. We also try to identify companies that we expect will do well in the current environment, which is characterized by low, but rising, interest rates and competitive loan markets.  We are less interested in companies that appear to promise an increase in profitability when interest rates rise, loan demand increases, or pricing becomes more favorable, as the timing of these macro industry dynamics is difficult to predict.  In addition, we own certain companies whose operations have performed poorly in the past but whose management teams have restructuring plans in place aimed at improving profitability.
 
Investment Commentary:
 
We believe that the Financials sector as a whole has recovered well from the financial crisis of 2007 and 2008 and continues to prosper. Industry fundamentals are in excellent shape and measures of liquidity, capital, credit, loan loss reserves, book value growth and earnings have shown steady improvement over the last few years. We believe the regional banks and thrifts that comprise the bulk of the Fund’s investments are well positioned to see net interest margins rise as the Federal Reserve gradually increases short-term interest rates. With the U.S. economy growing steadily, we expect loan demand to continue to rise, helping to drive earnings growth in the coming year. We also expect to see continued consolidation in this sector, which should offer additional opportunities for higher profitability as a result of greater market power and economies of scale. Finally, we believe any progress on tax reform, infrastructure spending, regulatory reform, or pro-growth policies out of Washington will be a positive for the group.
 


HENNESSY FUNDS
1-800-966-4354
 
5


 
We continue to have a positive outlook for the Fund. We believe the condition of the financial system in the U.S. today is stronger than it has been in quite some time. With improving fundamentals and increased merger activity in the sector, the outlook for small-cap financial stocks appears bright.
 
_______________
 
Opinions expressed are those of the Portfolio Managers as of the date written and are subject to change, are not guaranteed, and should not be considered investment advice or an indication of trading intent.
 
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. One cannot invest directly in an index.
 
The Fund is non-diversified, meaning it may concentrate its assets in fewer individual holdings than a diversified fund, making it more exposed to individual stock volatility than a diversified fund. Investments are focused in the Financial Services industry; sector funds may be subject to a higher degree of market risk. The Fund invests in smaller companies, which may have more limited liquidity and greater volatility compared to larger companies. Please see the Fund’s prospectus for a more complete discussion of these and other risks.
 
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. Book value is the net asset value of a company, calculated by total assets minus liabilities.
 







 
 
HENNESSYFUNDS.COM

6


PERFORMANCE OVERVIEW/SCHEDULE OF INVESTMENTS

Financial Statements
 
Schedule of Investments as of October 31, 2017
 
HENNESSY SMALL CAP FINANCIAL FUND
(% of Net Assets)
 


 
 
TOP TEN HOLDINGS (EXCLUDING CASH/CASH EQUIVALENTS)
% NET ASSETS
Hingham Institution for Savings
4.59%
Brookline Bancorp, Inc.
4.43%
Banc of California, Inc.
4.42%
Opus Bank
4.28%
Flushing Financial Corp.
4.06%
FCB Financial Holdings, Inc., Class A
3.70%
IBERIABANK Corp.
3.69%
Washington Federal, Inc.
3.65%
OceanFirst Financial Corp.
3.57%
Dime Community Bancshares, Inc.
3.48%

 

 

 

 
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, as amended, the Fund uses more specific industry classifications.

HENNESSY FUNDS
1-800-966-4354
 

7


COMMON STOCKS – 96.70%
 
Number
         
% of
 
 
 
of Shares
   
Value
   
Net Assets
 
Financials – 95.59%
                 
Banc of California, Inc.
   
445,000
   
$
9,367,250
     
4.42
%
BankUnited, Inc.
   
170,000
     
5,924,500
     
2.79
%
Banner Corp.
   
115,000
     
6,591,800
     
3.11
%
Beneficial Bancorp, Inc.
   
216,500
     
3,572,250
     
1.69
%
BofI Holding, Inc. (a)
   
65,000
     
1,748,500
     
0.82
%
Brookline Bancorp, Inc.
   
610,000
     
9,394,000
     
4.43
%
Capstar Financial Holdings, Inc. (a)
   
320,000
     
6,460,800
     
3.05
%
Clifton Bancorp, Inc.
   
180,000
     
3,065,400
     
1.45
%
ConnectOne Bancorp, Inc.
   
250,000
     
6,712,500
     
3.17
%
Dime Community Bancshares, Inc.
   
335,000
     
7,386,750
     
3.48
%
Eagle Bancorp, Inc. (a)
   
110,000
     
7,331,500
     
3.46
%
F.N.B. Corp.
   
120,000
     
1,618,800
     
0.76
%
FCB Financial Holdings, Inc., Class A (a)
   
168,000
     
7,845,600
     
3.70
%
First BanCorp. (a)(b)
   
455,000
     
2,343,250
     
1.11
%
First Connecticut Bancorp, Inc.
   
183,000
     
4,831,200
     
2.28
%
Flushing Financial Corp.
   
287,000
     
8,604,260
     
4.06
%
Green Bancorp, Inc. (a)
   
270,000
     
5,980,500
     
2.82
%
Guaranty Bancshares, Inc.
   
55,000
     
1,577,400
     
0.74
%
Hingham Institution for Savings
   
50,000
     
9,735,000
     
4.59
%
Hope Bancorp, Inc.
   
140,000
     
2,583,000
     
1.22
%
IBERIABANK Corp.
   
106,000
     
7,817,500
     
3.69
%
Independent Bank Corp.
   
77,500
     
5,587,750
     
2.64
%
Kearny Financial Corp. of Maryland
   
320,000
     
4,816,000
     
2.27
%
Meridian Bancorp, Inc.
   
358,000
     
7,052,600
     
3.33
%
Meta Financial Group, Inc.
   
40,000
     
3,490,000
     
1.65
%
Midland States Bancorp, Inc.
   
98,000
     
3,180,100
     
1.50
%
OceanFirst Financial Corp.
   
273,000
     
7,575,750
     
3.57
%
Opus Bank (a)
   
350,000
     
9,065,000
     
4.28
%
PacWest Bancorp
   
103,000
     
4,976,960
     
2.35
%
Provident Financial Services, Inc.
   
158,000
     
4,297,600
     
2.03
%
Sterling Bancorp
   
225,500
     
5,648,775
     
2.66
%
Texas Capital Bancshares, Inc. (a)
   
12,000
     
1,032,600
     
0.49
%
United Financial Bancorp, Inc.
   
220,000
     
4,028,200
     
1.90
%
Washington Federal, Inc.
   
222,500
     
7,743,000
     
3.65
%
 

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

8

SCHEDULE OF INVESTMENTS
 
COMMON STOCKS
 
Number
         
% of
 
 
 
of Shares
   
Value
   
Net Assets
 
Financials (Continued)
                 
Western Alliance Bancorp (a)
   
50,000
   
$
2,790,000
     
1.32
%
Wintrust Financial Corp.
   
50,000
     
4,064,500
     
1.92
%
WSFS Financial Corp.
   
20,000
     
994,000
     
0.47
%
Xenith Bankshares, Inc. (a)
   
180,000
     
5,756,400
     
2.72
%
 
           
202,590,995
     
95.59
%
                         
Information Technology – 1.11%
                       
Q2 Holdings, Inc. (a)
   
55,000
     
2,340,250
     
1.11
%
 
                       
Total Common Stocks
                       
  (Cost $164,518,818)
           
204,931,245
     
96.70
%
 
                       
SHORT-TERM INVESTMENTS – 3.64%
                       
                         
Money Market Funds – 3.64%
                       
Fidelity Government Portfolio, Institutional Class, 0.92% (c)
   
7,720,014
     
7,720,014
     
3.64
%
 
                       
Total Short-Term Investments
                       
  (Cost $7,720,014)
           
7,720,014
     
3.64
%
 
                       
Total Investments
                       
  (Cost $172,238,832) – 100.34%
           
212,651,259
     
100.34
%
Liabilities in Excess of Other Assets – (0.34)%
           
(718,292
)
   
(0.34
)%
TOTAL NET ASSETS – 100.00%
         
$
211,932,967
     
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 October 31, 2017.

Summary of Fair Value Exposure at October 31, 2017
 
The following is a summary of the inputs used to value the Fund’s net assets as of October 31, 2017 (see Note 3 in the accompanying notes to the financial statements):
 
Common Stocks
 
Level 1
   
Level 2
   
Level 3
   
Total
 
Financials
 
$
202,590,995
   
$
   
$
   
$
202,590,995
 
Information Technology
   
2,340,250
     
     
     
2,340,250
 
Total Common Stocks
 
$
204,931,245
   
$
   
$
   
$
204,931,245
 
Short-Term Investments
                               
Money Market Funds
 
$
7,720,014
   
$
   
$
   
$
7,720,014
 
Total Short-Term Investments
 
$
7,720,014
   
$
   
$
   
$
7,720,014
 
Total Investments
 
$
212,651,259
   
$
   
$
   
$
212,651,259
 
 
Transfers between levels are recognized at the end of the reporting period. During the year ended October 31, 2017, 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 October 31, 2017
 
ASSETS:
     
Investments in securities, at value (cost $172,238,832)
 
$
212,651,259
 
Dividends and interest receivable
   
82,366
 
Receivable for fund shares sold
   
162,315
 
Receivable for securities sold
   
294,627
 
Prepaid expenses and other assets
   
23,966
 
Total Assets
   
213,214,533
 
         
LIABILITIES:
       
Payable for securities purchased
   
841,640
 
Payable for fund shares redeemed
   
135,820
 
Payable to advisor
   
163,090
 
Payable to administrator
   
32,579
 
Payable to auditor
   
20,699
 
Accrued distribution fees
   
26,913
 
Accrued service fees
   
14,869
 
Accrued trustees fees
   
5,578
 
Accrued expenses and other payables
   
40,378
 
Total Liabilities
   
1,281,566
 
NET ASSETS
 
$
211,932,967
 
         
NET ASSETS CONSIST OF:
       
Capital stock
 
$
157,208,596
 
Accumulated net realized gain on investments
   
14,311,944
 
Unrealized net appreciation on investments
   
40,412,427
 
Total Net Assets
 
$
211,932,967
 
         
NET ASSETS
       
Investor Class:
       
Shares authorized (no par value)
 
Unlimited
 
Net assets applicable to outstanding Investor Class shares
 
$
174,011,582
 
Shares issued and outstanding
   
6,687,119
 
Net asset value, offering price and redemption price per share
 
$
26.02
 
         
Institutional Class:
       
Shares authorized (no par value)
 
Unlimited
 
Net assets applicable to outstanding Institutional Class shares
 
$
37,921,385
 
Shares issued and outstanding
   
2,416,956
 
Net asset value, offering price and redemption price per share
 
$
15.69
 
 
 

 

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

10


STATEMENT OF ASSETS AND LIABILITIES/STATEMENT OF OPERATIONS

Financial Statements
 
Statement of Operations for the year ended October 31, 2017
 
INVESTMENT INCOME:
     
Dividend income
 
$
3,124,960
 
Interest income
   
85,859
 
Total investment income
   
3,210,819
 
         
EXPENSES:
       
Investment advisory fees (See Note 5)
   
1,984,769
 
Sub-transfer agent expenses – Investor Class (See Note 5)
   
378,721
 
Sub-transfer agent expenses – Institutional Class (See Note 5)
   
30,240
 
Distribution fees – Investor Class (See Note 5)
   
274,289
 
Administration, fund accounting, custody and transfer agent fees (See Note 5)
   
210,567
 
Service fees – Investor Class (See Note 5)
   
182,859
 
Federal and state registration fees
   
45,127
 
Compliance expense (See Note 5)
   
28,705
 
Reports to shareholders
   
23,981
 
Audit fees
   
20,699
 
Trustees’ fees and expenses
   
16,848
 
Legal fees
   
2,000
 
Other expenses
   
15,366
 
Total expenses
   
3,214,171
 
NET INVESTMENT LOSS
 
$
(3,352
)
         
REALIZED AND UNREALIZED GAINS:
       
Net realized gain on investments
 
$
19,986,888
 
Net change in unrealized appreciation on investments
   
17,014,799
 
Net gain on investments
   
37,001,687
 
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS
 
$
36,998,335
 
 
 
 
 
 

 

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


STATEMENTS OF CHANGES IN NET ASSETS

Financial Statements
 
Statements of Changes in Net Assets
 
   
Year Ended
   
Year Ended
 
   
October 31, 2017
   
October 31, 2016
 
OPERATIONS:
           
Net investment income (loss)
 
$
(3,352
)
 
$
853,628
 
Net realized gain on investments
   
19,986,888
     
22,692,434
 
Net change in unrealized appreciation on investments
   
17,014,799
     
(20,515,915
)
Net increase in net assets resulting from operations
   
36,998,335
     
3,030,147
 
                 
DISTRIBUTIONS TO SHAREHOLDERS FROM:
               
Net investment income – Investor Class
   
(483,756
)
   
(267,832
)
Net investment income – Institutional Class
   
(414,103
)
   
(92,618
)
Net realized gains – Investor Class
   
(19,796,278
)
   
(15,913,393
)
Net realized gains – Institutional Class
   
(3,118,417
)
   
(2,010,713
)
Total distributions
   
(23,812,554
)
   
(18,284,556
)
                 
CAPITAL SHARE TRANSACTIONS:
               
Proceeds from shares subscribed – Investor Class
   
100,903,651
     
45,732,345
 
Proceeds from shares subscribed – Institutional Class
   
35,239,059
     
13,512,825
 
Dividends reinvested – Investor Class
   
19,917,344
     
15,949,973
 
Dividends reinvested – Institutional Class
   
3,189,710
     
1,873,063
 
Cost of shares redeemed – Investor Class
   
(90,350,351
)
   
(134,605,880
)
Cost of shares redeemed – Institutional Class
   
(23,511,159
)
   
(18,295,342
)
Net increase (decrease) in net assets derived
               
  from capital share transactions
   
45,388,254
     
(75,833,016
)
TOTAL INCREASE (DECREASE) IN NET ASSETS
   
58,574,035
     
(91,087,425
)
                 
NET ASSETS:
               
Beginning of year
   
153,358,932
     
244,446,357
 
End of year
 
$
211,932,967
   
$
153,358,932
 
Undistributed net investment
               
  income (loss), end of year
 
$
   
$
492,304
 
                 
CHANGES IN SHARES OUTSTANDING:
               
Shares sold – Investor Class
   
3,914,617
     
1,969,658
 
Shares sold – Institutional Class
   
2,297,508
     
966,693
 
Shares issued to holders as reinvestment
               
  of dividends – Investor Class
   
782,880
     
712,600
 
Shares issued to holders as reinvestment
               
  of dividends – Institutional Class
   
206,594
     
138,299
 
Shares redeemed – Investor Class
   
(3,635,991
)
   
(6,232,464
)
Shares redeemed – Institutional Class
   
(1,581,565
)
   
(1,412,772
)
Net increase (decrease) in shares outstanding
   
1,984,043
     
(3,857,986
)


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

HENNESSY FUNDS
1-800-966-4354
 

13


Financial Statements
 
Financial Highlights
 
For an Investor Class share outstanding throughout each year

 

PER SHARE DATA:
Net asset value, beginning of year
 
Income from investment operations:
Net investment income (loss)
Net realized and unrealized gains on investments
Total from investment operations
 
Less distributions:
Dividends from net investment income
Dividends from net realized gains
Total distributions
Paid-in capital from redemption fees
Net asset value, end of year
 
TOTAL RETURN

SUPPLEMENTAL DATA AND RATIOS:
Net assets, end of year (millions)
Ratio of expenses to average net assets
Ratio of net investment income (loss) to average net assets
Portfolio turnover rate(3)













(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.

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

14


FINANCIAL HIGHLIGHTS — INVESTOR CLASS


 
 
 
 
Year Ended October 31,
   
2017
   
2016
   
2015
   
2014
   
2013
   
                             
$
23.48
   
$
23.81
   
$
24.13
   
$
25.40
   
$
19.54
   
                                       
                                       
 
(0.04
)
   
0.10
     
0.03
(1) 
   
(0.10
)
   
0.10
   
 
5.83
     
1.20
     
2.99
     
0.49
     
5.88
   
 
5.79
     
1.30
     
3.02
     
0.39
     
5.98
   
                                       
                                       
 
(0.06
)
   
(0.03
)
   
     
(0.06
)
   
(0.12
)
 
 
(3.19
)
   
(1.60
)
   
(3.34
)
   
(1.60
)
   
   
 
(3.25
)
   
(1.63
)
   
(3.34
)
   
(1.66
)
   
(0.12
)
 
 
     
     
     
0.00
(2) 
   
0.00
(2) 
 
$
26.02
   
$
23.48
   
$
23.81
   
$
24.13
   
$
25.40
   
                                       
 
25.03
%
   
5.80
%
   
14.51
%
   
1.40
%
   
30.80
%
 
                                       
                                       
$
174.01
   
$
132.09
   
$
218.50
   
$
193.09
   
$
243.42
   
 
1.52
%
   
1.54
%
   
1.50
%
   
1.44
%
   
1.46
%
 
 
(0.06
)%
   
0.38
%
   
0.17
%
   
(0.36
)%
   
0.48
%
 
 
46
%
   
46
%
   
49
%
   
47
%
   
57
%
 

 
 
 
 
 

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

HENNESSY FUNDS
1-800-966-4354
 

15


Financial Statements
 
Financial Highlights
 
For an Institutional Class share outstanding throughout each year

 

PER SHARE DATA:
Net asset value, beginning of year
 
Income from investment operations:
Net investment income (loss)
Net realized and unrealized gains on investments
Total from investment operations
 
Less distributions:
Dividends from net investment income
Dividends from net realized gains
Total distributions
Net asset value, end of year
 
TOTAL RETURN

SUPPLEMENTAL DATA AND RATIOS:
Net assets, end of year (millions)
Ratio of expenses to average net assets
Ratio of net investment income (loss) to average net assets
Portfolio turnover rate(2)















(1)
Calculated based on average shares outstanding method.
(2)
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


FINANCIAL HIGHLIGHTS — INSTITUTIONAL CLASS


 
 
 
 
Year Ended October 31,
   
2017
   
2016
   
2015
   
2014
   
2013
   
                             
$
14.23
   
$
14.39
   
$
14.53
   
$
15.96
   
$
12.34
   
                                       
                                       
 
0.02
     
0.09
     
0.06
(1) 
   
(0.09
)
   
0.14
   
 
3.56
     
0.75
     
1.81
     
0.40
     
3.66
   
 
3.58
     
0.84
     
1.87
     
0.31
     
3.80
   
                                       
                                       
 
(0.17
)
   
(0.04
)
   
     
(0.14
)
   
(0.18
)
 
 
(1.95
)
   
(0.96
)
   
(2.01
)
   
(1.60
)
   
   
 
(2.12
)
   
(1.00
)
   
(2.01
)
   
(1.74
)
   
(0.18
)
 
$
15.69
   
$
14.23
   
$
14.39
   
$
14.53
   
$
15.96
   
                                       
 
25.56
%
   
6.22
%
   
14.91
%
   
1.70
%
   
31.18
%
 
                                       
                                       
$
37.92
   
$
21.27
   
$
25.94
   
$
42.23
   
$
68.80
   
 
1.15
%
   
1.17
%
   
1.17
%
   
1.12
%
   
1.15
%
 
 
0.30
%
   
0.72
%
   
0.48
%
   
(0.04
)%
   
0.74
%
 
 
46
%
   
46
%
   
49
%
   
47
%
   
57
%
 
 
 
 
 
 

 

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

HENNESSY FUNDS
1-800-966-4354
 

17


Financial Statements
 
Notes to the Financial Statements October 31, 2017
 
1).  ORGANIZATION
 
The Hennessy Small 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 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 12b-1 distribution and service, shareholder servicing, and sub-transfer agent expenses.  There are no sales charges.  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 an individual class.
 
As an investment company, the Fund follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (“FASB”) Accounting Standard Codification Topic 946 “Financial Services—Investment Companies.”
 
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 conform to 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 – No provision for federal income taxes or excise taxes has been made because 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/loss and realized gains/losses for federal income tax purposes may differ from those reported in 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.  The Fund recognizes interest and penalties related to income tax benefits, if any, in the Statement of Operations as an income tax expense.  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.  The Fund may utilize equalization accounting for tax purposes and designate earnings and profits, including net realized gains distributed to shareholders on redemption of shares, as part of the dividends paid deduction for income tax purposes.
 
 
Due to inherent differences in the recognition of income, expenses, and realized gains/losses under GAAP and federal income tax regulations, permanent differences between book and tax basis for reporting for fiscal year 2017 have been identified and appropriately reclassified in the Statement of Assets and Liabilities.  The adjustments are as follows:

 
Accumulated
Accumulated
   
 
Net Investment
Net Realized
   
 
          Loss         
Gain on Investments
Capital Stock
 
 
$408,907
$(4,842,062)
$4,433,155
 

 
 
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NOTES TO THE FINANCIAL STATEMENTS
 
c).
Accounting for Uncertainty in Income Taxes – The Fund has accounting policies regarding recognition and measurement of tax positions taken or expected to be taken on a tax return.  The tax returns of the Fund for the prior three fiscal years are open for examination.  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.
 
d).
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/losses on investments are allocated to each class of shares based on such class’s net assets.
 
e).
Distributions to Shareholders – Dividends from net investment income for the Fund, if any, are declared and paid annually, usually in December.  Distributions of net realized capital gains, if any, are declared and paid annually, usually in December.
 
f).
Security Transactions – Investment and shareholder transactions are recorded on the trade date.  The Fund determines the realized gain/loss from an investment transaction by comparing the original cost of the security lot sold with the net sale proceeds.  Discounts and premiums on securities purchased are accreted or amortized over the life of the respective security.
 
g).
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.
 
h).
Share Valuation – The net asset value (“NAV”) per share of the Fund is calculated by dividing (i) 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 (ii) 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 NAV per share.
 
3).  SECURITIES VALUATION
 
The Fund follows 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 of changes in valuation techniques and related inputs during the period.  These inputs are summarized in the three broad levels listed below:
 
 
Level 1 –
Unadjusted, quoted prices in active markets for identical instruments that the Fund has the ability to access at the date of measurement.
 
 
Level 2 –
Other significant observable inputs (including, but not limited to, quoted prices in active markets for similar instruments, quoted prices in markets that are not active for identical or similar instruments, and model-derived


HENNESSY FUNDS
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19


 
   
valuations in which all significant inputs and significant value drivers are observable in active markets, such as interest rates, prepayment speeds, credit risk curves, default rates, and similar data).
 
 
Level 3 –
Significant unobservable inputs (including the Fund’s own assumptions about what market participants would use to price the asset or liability based on the best available information) when observable inputs are unavailable.
 
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, partnerships, rights, and real estate investment trusts, that are traded on a securities exchange for which a last-quoted sales price is readily available will generally 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 generally 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 generally 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.  Securities traded on foreign exchanges generally are not valued at the same time the Fund calculates its NAV because most foreign markets close well before such time.  The earlier close of most foreign markets gives rise to the possibility that significant events, including broad market moves, may have occurred in the interim.  In certain circumstances, it may be determined that a security needs to be fair valued because it appears that the value of the security might have been materially affected by events occurring after the close of the market in which the security is principally traded, but before the time the Fund calculates its NAV, such as by a development that affects an entire market or region (e.g., weather-related events) or a potentially global development (e.g., a terrorist attack that may be expected to have an effect on investor expectations worldwide).
 
 
Registered Investment Companies – Investments in registered investment companies (e.g., mutual funds) are generally priced at the ending NAV provided by the applicable registered investment company’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 generally 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 observable market data, such as reported sales of similar securities, broker quotes, yields, bids, offers, and reference data.  Certain securities are valued primarily 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 with an original term to maturity of 60 days or less are valued at amortized cost, which approximates fair market value.  If the original term to maturity of a short-term debt investment exceeded 60 days, then the values as of the 61st day prior to maturity are

 
 
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NOTES TO THE FINANCIAL STATEMENTS
 
 
amortized.  Amortized cost is not used if its use would be inappropriate due to credit or other impairments of the issuer, in which case the security’s fair value would be determined, as described below.  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, such as the trading volume of a security and markets, the values of other similar securities, and news events with direct bearing on a security or markets.  Fair value pricing results in an estimated price for a security that reflects the amount the Fund might reasonably expect to receive in a current sale.  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.
 
The fair valuation 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’ values as determined by the Board or its designee instead of being determined by the market.  Using a fair value pricing methodology to price a foreign security may result in a value that is different from the foreign security’s most recent closing price and from the prices used by other investment companies to calculate their NAVs and are generally classified in Level 2 of 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 “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 to determine 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 October 31, 2017, are included in the Schedule of Investments.
 
4).  INVESTMENT TRANSACTIONS
 
Purchases and sales of investment securities (excluding government and short-term investments) for the Fund during fiscal year 2017 were $119,367,608 and $93,324,698, respectively.
 
There were no purchases or sales/maturities of long-term U.S. government securities for the Fund during fiscal year 2017.
 
The Fund is permitted to purchase or sell securities from or to another fund in the Hennessy Funds family of funds (the “Hennessy Funds”) under specified conditions outlined in procedures adopted by the Board.  The procedures have been designed to ensure that any purchase or sale of securities by the Fund from or to another Hennessy
 

HENNESSY FUNDS
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21

 
Fund complies with Rule 17a-7 of the Investment Company Act of 1940, as amended.  For fiscal year 2017, the Fund did not engage in purchases or sales of securities pursuant to Rule 17a-7 of the Investment Company Act of 1940, as amended.
 
5).  INVESTMENT MANAGEMENT FEE AND OTHER TRANSACTIONS WITH AFFILIATES
 
The Advisor provides the Fund with investment management services under an Investment Advisory Agreement.  The Advisor provides all investment advice, office space, and facilities, as well as 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 an annual rate of 0.90%.  The net investment advisory fees expensed by the Fund during fiscal year 2017 are included in the Statement of Operations.
 
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.  The shareholder service fees expensed by the Fund during fiscal year 2017 are included in the Statement of Operations.
 
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.  Even though the authorized rate is up to 0.25%, the Fund is currently only using up to 0.15% of its average daily net assets attributable to Investor Class shares for such purpose.  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, shareholder account servicing, the printing and mailing of prospectuses to other than current shareholders, the printing and mailing of sales literature, and compensation for sales and marketing activities or to financial institutions and others, such as dealers and distributors.  The distribution fees expensed by the Fund during fiscal year 2017 are included in the Statement of Operations.
 
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.  The sub-transfer agent fees expensed by the Fund during fiscal year 2017 are included in the Statement of Operations.
 
U.S. Bancorp Fund Services, LLC (“USBFS”) provides the Fund with administrative, fund accounting, and transfer agent services and necessary office equipment.  As administrator, USBFS is responsible for activities such as (i) preparing various federal and state regulatory filings, reports, and returns for the Fund, (ii) preparing reports and materials to be supplied to the Board, (iii) monitoring the activities of the Fund’s custodian, transfer agent, and accountants, and (iv) coordinating the preparation and payment of the Fund’s expenses and reviewing the Fund’s expense accruals.  U.S. Bank, N.A., an affiliate of USBFS, serves as the Fund’s custodian.  The servicing agreements between the Trust, USBFS, and U.S. Bank N.A. contain a fee schedule that is inclusive of administrative, fund accounting, custody, and transfer agent fees.  The administrative, fund accounting, custody, and transfer agent fees expensed by the Fund during fiscal year 2017 are included in the Statement of Operations.
 
 
 
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NOTES TO THE FINANCIAL STATEMENTS
 
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.
 
The officers of the Fund are affiliated with the Advisor.  Such officers, with the exception of the Chief Compliance Officer and the Senior Compliance Officer, receive no compensation from the Fund for serving in their respective roles.  The Fund, along with the other Hennessy Funds, makes reimbursement payments, on an equal basis, to the Advisor for a portion of the salary and benefits associated with the office of the Chief Compliance Officer and for all of the salary and benefits associated with the office of the Senior Compliance Officer.  The compliance fees expensed by the Fund during fiscal year 2017 are included in the Statement of Operations.
 
6).  GUARANTEES AND INDEMNIFICATIONS
 
Under the Hennessy Funds’ organizational documents, their officers and trustees are indemnified by the Hennessy Funds against certain liabilities arising out of the performance of their duties to the Hennessy Funds.  Additionally, in the normal course of business, the Hennessy Funds enter into contracts with service providers that contain general indemnification clauses.  The Fund’s maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Fund that have not yet occurred.  Currently, the Fund expects the risk of loss to be remote.
 
7).  LINE OF CREDIT
 
The Fund has an uncommitted line of credit with the other 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 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 and are secured by all of the Fund’s assets (as to its own borrowings only).  During fiscal year 2017, the Fund did not have any borrowings outstanding under the line of credit.
 
8).  FEDERAL TAX INFORMATION
 
As of October 31, 2017, the components of accumulated earnings (losses) for income tax purposes were as follows:
 
 
 
Investments
 
Cost of investments for tax purposes
 
$
172,961,243
 
Gross tax unrealized appreciation
 
$
43,775,010
 
Gross tax unrealized depreciation
   
(4,084,994
)
Net tax unrealized appreciation
 
$
39,690,016
 
Undistributed ordinary income
 
$
1,303,242
 
Undistributed long-term capital gains
   
13,731,113
 
Total distributable earnings
 
$
15,034,355
 
Other accumulated gain
 
$
 
Total accumulated gain
 
$
54,724,371
 
 
The difference between book-basis unrealized appreciation/depreciation (as shown in the Statement of Assets and Liabilities) and tax-basis unrealized appreciation/depreciation (as shown above) is attributable primarily to wash sales.
 
At October 31, 2017, the Fund had no tax basis capital losses to offset future capital gains.
 


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At October 31, 2017, the Fund did not defer, on a tax basis, any late-year ordinary losses.  Late-year ordinary losses are net ordinary losses incurred after December 31, 2016, but within the taxable year, that are deemed to arise on the first day of the Fund’s next taxable year.
 
During fiscal years 2017 and 2016, the tax character of distributions paid by the Fund was as follows:
 
 
 
Year Ended
   
Year Ended
 
 
 
October 31, 2017
   
October 31, 2016
 
Ordinary income(1)
 
$
897,859
   
$
2,097,406
 
Long-term capital gain
   
22,914,695
     
16,187,150
 
 
 
$
23,812,554
   
$
18,284,556
 
 
(1)  Ordinary income includes short-term gain/loss.
 
9).  EVENTS SUBSEQUENT TO YEAR END
 
Management has evaluated the Fund’s related events and transactions that occurred subsequent to October 31, 2017, through the date of issuance of the Fund’s financial statements.  Other than as disclosed below, management has determined that there were no subsequent events requiring recognition or disclosure in the financial statements.
 
On December 7, 2017, capital gains were declared and paid to shareholders of record on December 6, 2017, as follows:
 
 
Long-term
Short-term
Investor Class
$1.80632
$0.16690
Institutional Class
$1.08807
$0.10053
 
 
 
 
 

 
 
HENNESSYFUNDS.COM

24


NOTES/REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

Report of Independent Registered Public
Accounting Firm

To the Board of Trustees of Hennessy Funds Trust
and the Shareholders of the Hennessy Small Cap Financial Fund
Novato, CA
 
We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of the Hennessy Small Cap Financial Fund (the “Fund”), a series of Hennessy Funds Trust (the “Trust”) as of October 31, 2017, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Fund’s management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.
 
We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States).  Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement.  The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purposes of expressing an opinion on the effectiveness of the Fund’s internal control over financial reporting. Accordingly, we express no such opinion.  An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements.  Our procedures included confirmation of securities owned as of October 31, 2017, by correspondence with the custodian and brokers. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation.  We believe that our audits provide a reasonable basis for our opinion.
 
In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of the Hennessy Small Cap Financial Fund as of October 31, 2017, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.
 
TAIT, WELLER & BAKER LLP
 
Philadelphia, Pennsylvania
December 22, 2017
 
 
 
 
 

HENNESSY FUNDS
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25


Trustees and Officers of the Fund (Unaudited)

The business and affairs of the Funds are managed under the direction of the Board of Trustees of the Trust, and the Board of Trustees elects the Officers of the Trust.  Beginning in March 2015, the Board of Trustees has from time to time appointed advisers to the Board of Trustees (“Advisers”), with the intention of having qualified individuals serve in an advisory capacity in order to garner experience in the mutual fund and asset management industry and be considered as potential Trustees in the future.  There are currently three Advisers to the Board of Trustees: Brian Alexander, Doug Franklin, and Claire Knoles.  As Advisers, Mr. Alexander, Mr. Franklin, and Ms. Knoles attend meetings of the Board and act as non-voting participants.  Information pertaining to the Trustees, Advisers, and the Officers of the Trust is set forth below.  The Trustees and Officers serve until their successors are duly elected and qualified or until their earlier death, resignation, or removal.  Each of the Trustees oversees 14 Hennessy Funds.  Unless otherwise indicated, the address of all persons listed below is 7250 Redwood Boulevard, Suite 200, Novato, CA 94945.  The Fund’s Statement of Additional Information includes more information about the persons listed below and is available, without charge, upon request by calling 1-800-966-4354.
 
     
Other
     
Directorships
     
Held Outside
Name, (Year of Birth),
   
of Fund
and Position Held
Start Date
Principal Occupation(s)
Complex During
with the Trust              
of Service
During Past Five Years
Past Five Years(1)
     
Disinterested Trustees and Advisers
   
       
J. Dennis DeSousa
January 1996
Mr. DeSousa is a real estate investor.
None.
(1936)
     
Trustee
     
       
Robert T. Doyle
January 1996
Mr. Doyle has been the Sheriff of
None.
(1947)
 
Marin County, California since 1996.
 
Trustee
     
       
Gerald P. Richardson
May 2004
Mr. Richardson is an independent
None.
(1945)
 
consultant in the securities industry.
 
Trustee
     
       
Brian Alexander
March 2015
Mr. Alexander has been employed
None.
(1981)
 
by Sutter Health Novato Community
 
Adviser to the Board
 
Hospital since 2012, first as an
 
   
Assistant Administrator and then,
 
   
beginning in 2013, as the Chief
 
   
Administrative Officer.  From 2011
 
   
through 2012, Mr. Alexander was
 
   
employed by Sutter Health West Bay
 
   
Region as the Regional Director of
 
   
Strategic Decision Support.
 
 

 
 
 
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TRUSTEES AND OFFICERS OF THE FUND

 
     
Other
     
Directorships
     
Held Outside
Name, (Year of Birth),
   
of Fund
and Position Held
Start Date
Principal Occupation(s)
Complex During
with the Trust              
of Service
During Past Five Years
Past Five Years(1)
       
Doug Franklin
March 2016
Mr. Franklin is a retired insurance
None.
(1964)
 
industry executive.  From 1987
 
Adviser to the Board
 
through 2015, he was employed
 
   
by Allianz-Fireman’s Fund Insurance
 
   
Company in various positions,
 
   
including Chief Actuary and
 
   
Chief Risk Officer.
 
       
Claire Knoles
December 2015
Ms. Knoles is a founder of Kiosk and
None.
(1974)
 
has served as its Chief Operating
 
Adviser to the Board
 
Officer since 2004.  Kiosk is a full
 
   
service marketing agency with
 
   
offices in the San Francisco Bay
 
   
Area, Toronto, and Liverpool, UK.
 
       
Interested Trustee(2)
     
       
Neil J. Hennessy
January 1996 as
Mr. Hennessy has been employed by
Hennessy
(1956)
a Trustee and
Hennessy Advisors, Inc. since 1989
Advisors, Inc.
Trustee, Chairman of
June 2008 as
and currently serves as its President,
 
the Board, Chief
an Officer
Chairman and Chief Executive Officer.
 
Investment Officer,
     
Portfolio Manager,
     
and President
     

 
Name, (Year of Birth),
   
and Position Held
Start Date
Principal Occupation(s)
with the Trust              
of Service
During Past Five Years
     
Officers
   
     
Teresa M. Nilsen
January 1996
Ms. Nilsen has been employed by Hennessy Advisors, Inc.
(1966)
 
since 1989 and currently serves as its Executive Vice President,
Executive Vice President
 
Chief Operations Officer, Chief Financial Officer, and Secretary.
and Treasurer
   
     
Daniel B. Steadman
March 2000
Mr. Steadman has been employed by Hennessy Advisors, Inc.
(1956)
 
since 2000 and currently serves as its Executive Vice President
Executive Vice President
 
and Chief Compliance Officer.
and Secretary
   
     
Brian Carlson
December 2013
Mr. Carlson has been employed by Hennessy Advisors, Inc.
(1972)
 
since December 2013.  Mr. Carlson was previously a co-founder
Senior Vice President and
 
and principal of Trivium Consultants, LLC from February 2011
Head of Distribution
 
through November 2013.
     
Jennifer Cheskiewicz
June 2013
Ms. Cheskiewicz has been employed by Hennessy Advisors, Inc.
(1977)
 
as its General Counsel since June 2013.  She previously served
Senior Vice President and
 
as in-house counsel to Carlson Capital, L.P., an SEC-registered
Chief Compliance Officer
 
investment advisor to several private funds, from
   
February 2010 to May 2013.

 


HENNESSY FUNDS
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Name, (Year of Birth),
   
and Position Held
Start Date
Principal Occupation(s)
with the Trust              
of Service
During Past Five Years
     
David Ellison
October 2012
Mr. Ellison has been employed by Hennessy Advisors, Inc. since
(1958)(3)
 
October 2012.  He has served as a Portfolio Manager of the
Senior Vice President
 
Hennessy Small Cap Financial Fund and the Hennessy Large
and Portfolio Manager
 
Cap Financial Fund since inception. Mr. Ellison also served as a
   
Portfolio Manager of the Hennessy Technology Fund from its
   
inception until February 2017. Mr. Ellison served as Director,
   
CIO and President of FBR Fund Advisers, Inc. from
   
December 1999 to October 2012.
     
Ryan Kelley
March 2013
Mr. Kelley has been employed by Hennessy Advisors, Inc. since
(1972)(4)
 
October 2012.  He has served as a Portfolio Manager of the
Vice President and
 
Hennessy Gas Utility Fund, the Hennessy Small Cap Financial
Portfolio Manager
 
Fund, and the Hennessy Large Cap Financial Fund since
   
October 2014.  He served as Co-Portfolio Manager of the same
   
funds from March 2013 through September 2014, and as a
   
Portfolio Analyst for the Hennessy Funds from October 2012
   
through October 2014.  Mr. Kelley has also served as a Portfolio
   
Manager of the Hennessy Cornerstone Growth Fund, the
   
Hennessy Cornerstone Mid Cap 30 Fund, the Hennessy
   
Cornerstone Large Growth Fund, and the Hennessy
   
Cornerstone Value Fund and as a Co-Portfolio Manager of the
   
Hennessy Technology Fund since February 2017. Mr. Kelley
   
served as Portfolio Manager of FBR Fund Advisers, Inc. from
   
January 2008 to October 2012.
     
Brian Peery
March 2003 as
Mr. Peery has been employed by Hennessy Advisors, Inc. since
(1969)
an Officer and
2002.  He has served as a Portfolio Manager of the Hennessy
Senior Vice President
February 2011
Cornerstone Growth Fund, the Hennessy Cornerstone Mid Cap
and Portfolio Manager
as a Co-Portfolio
30 Fund, the Hennessy Cornerstone Large Growth Fund, the
 
Manager or
Hennessy Cornerstone Value Fund, the Hennessy Total Return
 
Portfolio Manager
Fund, and the Hennessy Balanced Fund since October 2014. 
   
He served as Co-Portfolio Manager of the same funds from
   
February 2011 through September 2014.  Mr. Peery has also
   
served as a Portfolio Manager of the Hennessy Gas Utility Fund
   
since February 2015 and as Lead Portfolio Manager of the
   
Hennessy Technology Fund since February 2017.
     
Daniel P. Hennessy
December 2016
Mr. Daniel Hennessy has been employed by Hennessy Advisors,
(1990)
 
Inc. since 2015. He has served as an Associate Analyst of the
Assistant Vice President
 
Hennessy Technology Fund since February 2017. He previously
and Associate Analyst
 
served as a Mutual Fund Specialist at U.S. Bancorp Fund
   
Services, LLC from November 2014 to July 2015.  Prior to that,
   
he attended the University of San Diego, where he earned a
   
degree in Political Science.
_______________
 
(1)
Messrs. DeSousa, Doyle, Hennessy, and Richardson previously served on the Board of Directors of Hennessy Mutual Funds, Inc. (“HMFI”), The Hennessy Funds, Inc. (“HFI”), and Hennessy SPARX Funds Trust (“HSFT”).  Pursuant to an internal reorganization effective as of February 28, 2014, the series of HFMI, HFI, and HSFT were reorganized into corresponding series of Hennessy Funds Trust that mirrored them.  Subsequent to the reorganization, HFMI, HFI, and HSFT were dissolved.
(2)
Mr. Hennessy is considered an “interested person,” as defined in the Investment Company Act of 1940, as amended, because he is an officer of the Hennessy Funds.
(3)
The address of this officer is 101 Federal Street, Suite 1900, Boston, MA 02110.
(4)
The address of this officer is 1340 Environ Way, Chapel Hill, NC 27517.
 
 
 
HENNESSYFUNDS.COM

28


TRUSTEES AND OFFICERS OF THE FUND





 

 



(This Page Intentionally Left Blank.)
 

 

 


 

 




HENNESSY FUNDS
1-800-966-4354
 

29


Expense Example (Unaudited)
October 31, 2017

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 May 1, 2017, through October 31, 2017.
 
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 fee is charged by the Fund’s transfer agent.  IRA accounts will be charged a $15 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” or “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
30


 
EXPENSE EXAMPLE

 
     
Expenses Paid
 
Beginning
Ending
During Period(1)
 
Account Value
Account Value
May 1, 2017 –
 
    May 1, 2017   
October 31, 2017
October 31, 2017
Investor Class
     
Actual
$1,000.00
$1,057.30
$7.99
Hypothetical (5% return before expenses)
$1,000.00
$1,017.44
$7.83
       
Institutional Class
     
Actual
$1,000.00
$1,059.40
$5.97
Hypothetical (5% return before expenses)
$1,000.00
$1,019.41
$5.85
 
(1)
Expenses are equal to the Fund’s annualized expense ratio of 1.54% for Investor Class shares or 1.15% for Institutional Class shares, as applicable, multiplied by the average account value over the period, multiplied by 184/365 days (to reflect one-half year period).










HENNESSY FUNDS
1-800-966-4354
 

31


 
How to Obtain a Copy of the Fund’s
Proxy Voting Policy and Proxy Voting Records
 
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/proxy-voting/policy.fs; 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 without charge on both the Hennessy Funds’ website at hennessyfunds.com/proxy-voting/vote.fs 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 a 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 made 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 fiscal year 2017, certain dividends paid by the Fund may be subject to a maximum tax rate of 23.8%, 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 that qualified for the corporate dividends received deduction for fiscal year 2017 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 request an individual copy of a prospectus or financial report at any time.  If you would like to receive separate mailings, please call U.S. Bancorp Fund Services, LLC 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

32


PROXY VOTING — PRIVACY POLICY
 
Privacy Policy
 
We collect the following non-public personal information about you:
 
 
information we receive from you on or in applications or other forms, correspondence, or conversations, including, but not limited to, your name, address, phone number, social security number, assets, income, and date of birth; and
 
 
information about your transactions with us, our affiliates, or others, including, but not limited to, your account number and balance, payment history, parties to transactions, cost basis information, and other financial information.
 
We do not disclose any non-public personal information about our current or former shareholders to non-affiliated third parties, except as permitted by law.  For example, we are permitted by law to disclose all of the information we collect, as described above, to our Transfer Agent to process your transactions.  Furthermore, we restrict access to your non-public personal information to those persons who require such information to provide products or services to you.  We maintain physical, electronic, and procedural safeguards that comply with federal standards to guard your non-public personal information.
 
In the event that you hold shares of the Fund through a financial intermediary, including, but not limited to, a broker-dealer, bank, or trust company, the privacy policy of your financial intermediary would govern how your non-public personal information will be shared with non-affiliated third parties.
 










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 Boulevard, 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 Drive, 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
777 East Wisconsin Avenue
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.





ANNUAL REPORT

OCTOBER 31, 2017



 


HENNESSY LARGE CAP
FINANCIAL FUND
 
Investor Class  HLFNX
Institutional Class  HILFX




 

 



hennessyfunds.com  |  1-800-966-4354








 
 

 


(This Page Intentionally Left Blank.)
 


 
 

 

 

 

 

 


 
CONTENTS
 
Contents
 
 
Letter to Shareholders
2
Performance Overview
4
Financial Statements
 
Schedule of Investments
7
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
17
Report of Independent Registered Public Accounting Firm
24
Trustees and Officers of the Fund
25
Expense Example
28
Proxy Voting Policy and Proxy Voting Records
30
Quarterly Schedule of Investments
30
Federal Tax Distribution Information
30
Householding
30
Privacy Policy
31


 
 
 
 
 

 


HENNESSY FUNDS
1-800-966-4354
 



December 2017
 
Dear Hennessy Funds Shareholder:

Over the past year, global equity markets have made strong advances, fueled by continued, broad-based economic growth in most countries and regions, and in spite of a somewhat unsettling geopolitical backdrop.
 
U.S. stocks performed well in the first year of the new administration in Washington, and, ignoring the debate and the bluster, investors have continued to focus on what concerns them the most – tax reform, deregulation, and the hope of an increase in infrastructure spending. As we move into the final weeks of the calendar year, with the major indices reaching new highs, I find myself envisioning the Dow Jones Industrial Average building momentum toward 30,000.
 
Over the past 12 months, the U.S. economy has continued to grow at a steady rate of almost 2.5% on an annualized basis, as measured by GDP. Companies have added over 170,000 jobs per month on average over the past year, and the current unemployment rate of 4.1% is the lowest in 17 years. Consumer confidence is high and still rising, and corporate profits are at all-time highs. The Federal Reserve has been increasing interest rates, but at a gradual pace. The bond market has also continued to support the equity market and equity market valuations. Since December of last year, long bond yields have stayed within a narrow band, with the 10-year U.S. Treasury yield hovering in the 2.0% to 2.5% range, and remain low compared to historical averages. In my opinion, long bond yields have stayed low despite three increases in the Federal Funds rate over the last 12 months in part due to persistent low inflation.
 
Meanwhile, the prospective price-to-earnings multiples for the Dow Jones Industrial Average and S&P 500 Index are just above long-term averages at 19.5x and 19.9x, respectively. I believe these levels of stock valuation, while higher than a year ago, are still very reasonable. At the peak of the technology/dot-com bubble, U.S. equities sold at much higher multiples across the board than they do today, and bond yields were also much higher. In June of 1999, the Dow Jones Industrial Average sold at 28x earnings and the 10-year bond yield was close to 6%. Today, the Dow is selling at under 20x earnings and is offering a 2.2% dividend yield, on par with the yield of the 10-year government bond at 2.4%.
 
Equity markets in the U.S. have been rising for almost nine years, and financial media reports have speculated that this bull run will come to end, but why? I see no substantial reasons or indicators that a major correction is on the horizon. I remain confident that this bull market has room to run. Overall, investment fundamentals are strong. Corporate earnings are growing at a healthy rate, and companies are generating excess cash flow. Cash continues to build on corporate balance sheets, with $5.2 trillion in cash and short term investments among the S&P 500 Index companies as of October 31, 2017. If our government leaders can pass a meaningful tax reform bill and continue efforts toward regulatory relief, it could be icing on the cake for equities.
 
There have been, and will likely continue to be, downturns throughout this extended bull market. Since 2010, there have been 18 downturns in the market, 14 of which were between 5% and 10% and four of which were corrections of between 10% and 20%. Yet the market has bounced back following each pullback and then has moved higher. A correction is not the end of the bull market. What might signal that we are at the end of this bull market? Euphoria. And I still see no signs of euphoria in this market. In the past,
 
 

 
 
HENNESSYFUNDS.COM
2


 
LETTER TO SHAREHOLDERS

I have likened the current bull market to that of 1982-2000, and I am confident in the strength of the market today and believe the economy will continue its slow, but steady, growth into the coming year.
 
Thank you for your continued confidence and investment in our funds. If you have any questions or would like 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 Index are unmanaged indices commonly used to measure the performance of U.S. stocks. One cannot invest directly in an index.
 
Price to earnings is calculated by dividing a company’s market price per share by its earnings per share.  Dividend yield is calculated as the annual dividends paid by a company divided by the price of a share of its stock. Cash flow provides 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)
 
CHANGE IN VALUE OF $10,000 INVESTMENT
 

 

This graph illustrates the performance of an initial investment of $10,000 made in the Fund ten years ago and assumes the reinvestment of dividends.
 
AVERAGE ANNUAL TOTAL RETURN FOR PERIODS ENDED OCTOBER 31, 2017
 
 
One
Five
Ten
 
Year
Years
Years
Hennessy Large Cap Financial Fund –
     
  Investor Class (HLFNX)
36.41%
14.49%
6.79%
Hennessy Large Cap Financial Fund –
     
  Institutional Class (HILFX)(1)
36.92%
14.71%
6.89%
Russell 1000® Financial Services Index
30.42%
16.94%
3.08%
Russell 1000® Index
23.67%
15.18%
7.61%
 
Expense ratios:  1.68% (Investor Class); 1.23% (Institutional Class)
 
(1)
The inception date of Institutional Class shares is June 15, 2015.  Performance shown prior to the inception of Institutional Class shares reflects the performance of Investor Class shares and includes expenses that are not applicable to, and are higher than, those of Institutional Class shares.
 
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.  The performance table does not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares.  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 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.  One cannot invest directly in an index.
 
Frank Russell Company (“Russell”) is the source and owner of the trademarks, service marks, and copyrights related to the Russell Indexes.  Russell® is a trademark of Frank Russell Company.  Neither Russell nor its licensors accept any liability for any errors or omissions in the Russell Indexes or Russell ratings or underlying data and no party may rely on any Russell Indexes or Russell ratings or underlying data contained in this
 

 
 
HENNESSYFUNDS.COM
4


 
PERFORMANCE OVERVIEW

communication.  No further distribution of Russell data is permitted without Russell’s express written consent.  Russell does not promote, sponsor, or endorse the content of this communication.
 
The expense ratios presented are from the most recent prospectus.  The expense ratios for the current reporting period are available in the Financial Highlights section of this report.
 
PERFORMANCE NARRATIVE
 
Portfolio Managers David H. Ellison and Ryan C. Kelley
 
Performance:
 
For the 12-month period ended October 31, 2017, the Investor Class of the Hennessy Large Cap Financial Fund returned 36.41%, outperforming the Russell 1000® Financial Services Index and the Russell 1000® Index, which returned 30.42% and 23.67% for the same period, respectively.
 
In a year of strong performance in the broader domestic equity market, both the Fund and its primary benchmark index posted strong returns.  The Fund’s outperformance versus its primary benchmark, the Russell 1000® Financial Services Index, was principally due to the Fund’s overweight positions in U.S. and multinational banks and electronic payment processors.  Large-cap financial stocks have performed well since the Presidential election in November 2016, as expectations of tax reform, regulatory relief, steady economic growth and rising interest rates have focused positive investor attention on this group.
 
Positive contributors to the Fund’s performance during the year included PayPal Holdings, Inc., Bank of America Corporation, and PNC Financial Services Group, Inc.  Companies which most negatively affected the Fund’s performance during the period included Assured Guaranty Ltd., Ventas, Inc. and Zions Bancorporation.  The Fund continues to hold the companies mentioned, with the exception of Ventas, Inc.
 
Portfolio Strategy:
 
Traditionally, the Fund tilts its investments more heavily toward regional banks and diversified global banks, and to a lesser degree toward non-bank companies such as insurance companies, real estate companies, and asset managers.  However, we have increased our exposure to electronic payment companies over the last year.  We believe that growth in the electronic payment industry will continue as the use of mobile payment methods spreads.  In general, we seek financial companies that we believe have high-quality management teams, less complex business models, and the prospect of sustainable earnings growth over time.  We also try to identify companies that we expect will do well in the current environment, which is characterized by low, but rising, interest rates, competitive loan markets, and growing competition from electronic payment platforms. We are less interested in focusing solely on companies that appear to promise an increase in profitability when interest rates rise, loan demand increases, or pricing becomes more favorable, as the timing of these macro industry dynamics is difficult to predict.
 
Investment Commentary:
 
We believe that the financial industry as a whole has recovered well from the Financial Crisis of 2007 and 2008 and continues to prosper.  Larger financial companies in the U.S. are highly profitable, and we believe large banks are well positioned to see net interest margins rise as the Federal Reserve gradually increases short-term interest rates.  Management teams generally continue to focus on improving the efficiency of their operations and paring their cost bases, and earnings growth has been robust across the
 


HENNESSY FUNDS
1-800-966-4354
 
5

financial industry this year. We continue to see improvement in many bank industry metrics, including liquidity, capital, credit, loan loss reserves, book value growth, and cost ratios.  We expect short-term interest rates to continue to rise and anticipate that their upward movement will continue to improve bank lending and investing spreads, enhancing profitability still further.
 
We continue to have a positive outlook for the Fund. We believe the condition of the financial system in the U.S. today is stronger than it has been in quite some time and that the outlook for stocks in the Financials sector appears bright.
 
_______________
 
Opinions expressed are those of the Portfolio Managers as of the date written and are subject to change, are not guaranteed, and should not be considered investment advice or an indication of trading intent.
 
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. One cannot invest directly in an index.
 
The Fund is non-diversified, meaning it may concentrate its assets in fewer individual holdings than a diversified fund, making it more exposed to individual stock volatility than a diversified fund. Investments are focused in the Financial Services industry; sector funds may be subject to a higher degree of market risk. The Fund invests in medium-sized companies, which may have limited liquidity and greater volatility compared to larger companies. Please see the Fund’s prospectus for a more complete discussion of these and other risks.
 
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 net asset value of a company, calculated by total assets minus liabilities. Spread is the difference between the average yield a financial institution receives from loans and other interest-accruing activities and the average rate it pays on deposits and borrowings. The net interest rate spread is a key determinant of a financial institution’s profitability.  Earnings growth is not a measure of the Fund’s future performance.
 
 
 
 
 

 
 
 
HENNESSYFUNDS.COM
6

PERFORMANCE OVERVIEW/SCHEDULE OF INVESTMENTS

Financial Statements
 
Schedule of Investments as of October 31, 2017
 
HENNESSY LARGE CAP FINANCIAL FUND
(% of Net Assets)
 


 
 
TOP TEN HOLDINGS (EXCLUDING CASH/CASH EQUIVALENTS)
% NET ASSETS
MasterCard, Inc., Class A
5.55%
PayPal Holdings, Inc.
5.53%
Bank of America Corp.
5.37%
Visa, Inc., Class A
5.30%
Berkshire Hathaway, Inc., Class B
5.23%
Citigroup, Inc.
5.14%
JPMorgan Chase & Co.
5.01%
Moody’s Corp.
4.87%
Morgan Stanley
4.82%
Global Payments, Inc.
4.68%

 

 

 

 
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, as amended, the Fund uses more specific industry classifications.
 

HENNESSY FUNDS
1-800-966-4354
 

7


COMMON STOCKS – 98.92%
 
Number
         
% of
 
 
 
of Shares
   
Value
   
Net Assets
 
Financials – 74.44%
                 
American Express Co.
   
15,000
   
$
1,432,800
     
4.45
%
Assured Guaranty Ltd. (b)
   
15,000
     
556,500
     
1.73
%
Bank of America Corp.
   
63,000
     
1,725,570
     
5.37
%
Berkshire Hathaway, Inc., Class B (a)
   
9,000
     
1,682,460
     
5.23
%
Capital One Financial Corp.
   
7,000
     
645,260
     
2.01
%
Citigroup, Inc.
   
22,500
     
1,653,750
     
5.14
%
Citizens Financial Group, Inc.
   
20,000
     
760,200
     
2.36
%
Comerica, Inc.
   
5,000
     
392,850
     
1.22
%
East West Bancorp, Inc.
   
12,000
     
718,080
     
2.23
%
Fifth Third Bancorp
   
35,000
     
1,011,500
     
3.15
%
First Republic Bank
   
8,000
     
779,200
     
2.42
%
JPMorgan Chase & Co.
   
16,000
     
1,609,760
     
5.01
%
Moody’s Corp.
   
11,000
     
1,566,510
     
4.87
%
Morgan Stanley
   
31,000
     
1,550,000
     
4.82
%
Signature Bank (a)
   
7,000
     
910,070
     
2.83
%
SunTrust Banks, Inc.
   
16,000
     
963,360
     
3.00
%
The Charles Schwab Corp.
   
31,000
     
1,390,040
     
4.32
%
The Goldman Sachs Group, Inc.
   
6,000
     
1,454,880
     
4.52
%
The PNC Financial Services Group, Inc.
   
9,500
     
1,299,505
     
4.04
%
U.S. Bancorp (d)
   
17,000
     
924,460
     
2.87
%
Wells Fargo & Co.
   
13,000
     
729,820
     
2.27
%
Zions Bancorporation
   
4,000
     
185,840
     
0.58
%
 
           
23,942,415
     
74.44
%
                         
Information Technology – 24.48%
                       
Global Payments, Inc.
   
14,500
     
1,507,275
     
4.68
%
MasterCard, Inc., Class A
   
12,000
     
1,785,240
     
5.55
%
PayPal Holdings, Inc. (a)
   
24,500
     
1,777,720
     
5.53
%
Square, Inc., Class A (a)
   
16,000
     
595,040
     
1.85
%
Total System Services, Inc.
   
7,000
     
504,350
     
1.57
%
Visa, Inc., Class A
   
15,500
     
1,704,690
     
5.30
%
 
           
7,874,315
     
24.48
%
Total Common Stocks
                       
  (Cost $24,557,763)
           
31,816,730
     
98.92
%



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

8


SCHEDULE OF INVESTMENTS

SHORT-TERM INVESTMENTS – 1.07%
 
Number
         
% of
 
 
 
of Shares
   
Value
   
Net Assets
 
Money Market Funds – 1.07%
                 
Fidelity Government Portfolio, Institutional Class, 0.92% (c)
   
344,073
   
$
344,073
     
1.07
%
 
                       
Total Short-Term Investments
                       
  (Cost $344,073)
           
344,073
     
1.07
%
 
                       
Total Investments
                       
  (Cost $24,901,836) – 99.99%
           
32,160,803
     
99.99
%
Other Assets in Excess of Liabilities – 0.01%
           
2,554
     
0.01
%
TOTAL NET ASSETS – 100.00%
         
$
32,163,357
     
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 October 31, 2017.
(d)
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 year ended October 31, 2017, are as follows:

 
Issuer
 
U.S. Bancorp
 
 
Beginning Cost
 
$
751,400
 
 
Purchase Cost
 
$
632,641
 
 
Sales Cost
 
$
(545,921
)
 
Ending Cost
 
$
838,120
 
 
Dividend Income
 
$
18,840
 
 
Net Change in
       
 
  Unrealized Appreciation
 
$
32,060
 
 
Realized Gain
 
$
132,555
 
 
Shares
   
17,000
 
 
Market Value
 
$
924,460
 

 
Summary of Fair Value Exposure at October 31, 2017
 
The following is a summary of the inputs used to value the Fund’s net assets as of October 31, 2017 (see Note 3 in the accompanying notes to the financial statements):
 
Common Stocks
 
Level 1
   
Level 2
   
Level 3
   
Total
 
Financials
 
$
23,942,415
   
$
   
$
   
$
23,942,415
 
Information Technology
   
7,874,315
     
     
     
7,874,315
 
Total Common Stocks
 
$
31,816,730
   
$
   
$
   
$
31,816,730
 
Short-Term Investments
                               
Money Market Funds
 
$
344,073
   
$
   
$
   
$
344,073
 
Total Short-Term Investments
 
$
344,073
   
$
   
$
   
$
344,073
 
Total Investments
 
$
32,160,803
   
$
   
$
   
$
32,160,803
 
 
Transfers between levels are recognized at the end of the reporting period. During the year ended October 31, 2017, 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 October 31, 2017
 
ASSETS:
     
Investments in unaffiliated securities, at value (cost $24,063,716)
 
$
31,236,343
 
Investments in affiliated securities, at value (cost $838,120)
   
924,460
 
Total Investments in securities, at value (cost $24,901,836)
   
32,160,803
 
Dividends and interest receivable
   
30,765
 
Receivable for fund shares sold
   
37,802
 
Prepaid expenses and other assets
   
16,063
 
Total Assets
   
32,245,433
 
         
LIABILITIES:
       
Payable for fund shares redeemed
   
1,897
 
Payable to advisor
   
24,179
 
Payable to administrator
   
4,877
 
Payable to auditor
   
20,699
 
Accrued distribution fees
   
4,305
 
Accrued service fees
   
2,219
 
Accrued interest payable
   
91
 
Accrued trustees fees
   
5,579
 
Accrued expenses and other payables
   
18,230
 
Total Liabilities
   
82,076
 
NET ASSETS
 
$
32,163,357
 
         
NET ASSETS CONSIST OF:
       
Capital stock
 
$
23,982,221
 
Accumulated net investment loss
   
(114,001
)
Accumulated net realized gain on investments
   
1,036,170
 
Unrealized net appreciation on investments
   
7,258,967
 
Total Net Assets
 
$
32,163,357
 
         
NET ASSETS
       
Investor Class:
       
Shares authorized (no par value)
 
Unlimited
 
Net assets applicable to outstanding Investor Class shares
 
$
26,331,446
 
Shares issued and outstanding
   
1,196,060
 
Net asset value, offering price and redemption price per share
 
$
22.02
 
         
Institutional Class:
       
Shares authorized (no par value)
 
Unlimited
 
Net assets applicable to outstanding Institutional Class shares
 
$
5,831,911
 
Shares issued and outstanding
   
266,201
 
Net asset value, offering price and redemption price per share
 
$
21.91
 



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

10


STATEMENT OF ASSETS AND LIABILITIES/STATEMENT OF OPERATIONS

Financial Statements
 
Statement of Operations for the year ended October 31, 2017
 
INVESTMENT INCOME:
     
Dividend income from unaffiliated securities
 
$
393,815
 
Dividend income from affiliated securities
   
18,840
 
Interest income
   
8,102
 
Total investment income
   
420,757
 
         
EXPENSES:
       
Investment advisory fees (See Note 5)
   
271,191
 
Sub-transfer agent expenses – Investor Class (See Note 5)
   
47,315
 
Sub-transfer agent expenses – Institutional Class (See Note 5)
   
3,340
 
Distribution fees – Investor Class (See Note 5)
   
40,551
 
Federal and state registration fees
   
36,702
 
Administration, fund accounting, custody and transfer agent fees (See Note 5)
   
28,777
 
Compliance expense (See Note 5)
   
28,705
 
Service fees – Investor Class (See Note 5)
   
27,034
 
Audit fees
   
20,699
 
Trustees’ fees and expenses
   
16,136
 
Reports to shareholders
   
7,303
 
Interest expense (See Note 7)
   
2,150
 
Legal fees
   
622
 
Other expenses
   
6,569
 
Total expenses
   
537,094
 
NET INVESTMENT LOSS
 
$
(116,337
)
         
REALIZED AND UNREALIZED GAINS:
       
Net realized gain on:
       
   Unaffiliated investments
 
$
4,326,670
 
   Affiliated investments
   
132,555
 
Net change in unrealized appreciation on:
       
   Unaffiliated investments
   
4,693,017
 
   Affiliated investments
   
32,060
 
Net gain on investments
   
9,184,302
 
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS
 
$
9,067,965
 



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


 
STATEMENTS OF CHANGES IN NET ASSETS

Financial Statements
 
Statements of Changes in Net Assets
 
   
Year Ended
   
Year Ended
 
   
October 31, 2017
   
October 31, 2016
 
OPERATIONS:
           
Net investment income (loss)
 
$
(116,337
)
 
$
124,972
 
Net realized gain (loss) on investments
   
4,459,225
     
(3,033,040
)
Net change in unrealized appreciation on investments
   
4,725,077
     
(2,828,079
)
Net increase (decrease) in net
               
  assets resulting from operations
   
9,067,965
     
(5,736,147
)
                 
DISTRIBUTIONS TO SHAREHOLDERS FROM:
               
Net investment income
               
Investor Class
   
(158,906
)
   
(132,180
)
Institutional Class
   
(29,650
)
   
(3,703
)
Net realized gains
               
Investor Class
   
     
(9,653,373
)
Institutional Class
   
     
(61,676
)
Total distributions
   
(188,556
)
   
(9,850,932
)
                 
CAPITAL SHARE TRANSACTIONS:
               
Proceeds from shares subscribed – Investor Class
   
5,666,734
     
87,222,461
 
Proceeds from shares subscribed – Institutional Class
   
5,259,686
     
415,907
 
Dividends reinvested – Investor Class
   
154,596
     
9,523,602
 
Dividends reinvested – Institutional Class
   
29,650
     
65,379
 
Cost of shares redeemed – Investor Class
   
(14,389,624
)
   
(155,323,687
)
Cost of shares redeemed – Institutional Class
   
(458,597
)
   
(319,893
)
Net decrease in net assets derived
               
  from capital share transactions
   
(3,737,555
)
   
(58,416,231
)
TOTAL INCREASE (DECREASE) IN NET ASSETS
   
5,141,854
     
(74,003,310
)
                 
NET ASSETS:
               
Beginning of year
   
27,021,503
     
101,024,813
 
End of year
 
$
32,163,357
   
$
27,021,503
 
Undistributed net investment
               
  income (loss), end of year
 
$
(114,001
)
 
$
188,556
 
                 
CHANGES IN SHARES OUTSTANDING:
               
Shares sold – Investor Class
   
289,553
     
5,612,390
 
Shares sold – Institutional Class
   
265,747
     
22,100
 
Shares issued to holders as reinvestment
               
  of dividends – Investor Class
   
8,027
     
567,448
 
Shares issued to holders as reinvestment
               
  of dividends – Institutional Class
   
1,551
     
3,885
 
Shares redeemed – Investor Class
   
(745,488
)
   
(10,022,406
)
Shares redeemed – Institutional Class
   
(22,449
)
   
(20,446
)
Net decrease in shares outstanding
   
(203,059
)
   
(3,837,029
)


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

HENNESSY FUNDS
1-800-966-4354
 

13


Financial Statements
 
Financial Highlights
 
For an Investor Class share outstanding throughout each year

 

PER SHARE DATA:
Net asset value, beginning of year
 
Income from investment operations:
Net investment income (loss)
Net realized and unrealized gains (losses) on investments
Total from investment operations
 
Less distributions:
Dividends from net investment income
Dividends from net realized gains
Total distributions
Net asset value, end of year
 
TOTAL RETURN

SUPPLEMENTAL DATA AND RATIOS:
Net assets, end of year (millions)
Ratio of expenses to average net assets
Ratio of net investment income (loss) to average net assets
Portfolio turnover rate(2)







(1)
Amount is less than $0.01.
(2)
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


FINANCIAL HIGHLIGHTS — INVESTOR CLASS


 
 
 

Year Ended October 31,
   
2017
   
2016
   
2015
   
2014
   
2013
   
                             
$
16.23
   
$
18.36
   
$
20.87
   
$
19.01
   
$
14.16
   
                                       
                                       
 
(0.08
)
   
0.07
     
0.01
     
0.00
(1) 
   
(0.03
)
 
 
5.97
     
(0.49
)
   
(0.40
)
   
2.44
     
4.89
   
 
5.89
     
(0.42
)
   
(0.39
)
   
2.44
     
4.86
   
                                       
                                       
 
(0.10
)
   
(0.02
)
   
     
     
(0.01
)
 
 
     
(1.69
)
   
(2.12
)
   
(0.58
)
   
   
 
(0.10
)
   
(1.71
)
   
(2.12
)
   
(0.58
)
   
(0.01
)
 
$
22.02
   
$
16.23
   
$
18.36
   
$
20.87
   
$
19.01
   
                                       
 
36.41
%
   
(2.57
)%
   
(2.57
)%
   
13.04
%
   
34.37
%
 
                                       
                                       
$
26.33
   
$
26.67
   
$
100.73
   
$
98.07
   
$
88.30
   
 
1.81
%
   
1.66
%
   
1.57
%
   
1.49
%
   
1.57
%
 
 
(0.41
)%
   
0.16
%
   
0.03
%
   
(0.01
)%
   
(0.22
)%
 
 
76
%
   
141
%
   
74
%
   
58
%
   
75
%
 






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

HENNESSY FUNDS
1-800-966-4354
 

15

Financial Statements
 
Financial Highlights
 
For an Institutional Class share outstanding throughout each period

               
Period Ended
 
   
Year Ended October 31,
   
October 31,
 
   
2017
   
2016
   
2015(1)
 
PER SHARE DATA:
                 
Net asset value, beginning of period
 
$
16.26
   
$
18.39
   
$
19.72
 
                         
Income from investment operations:
                       
Net investment income (loss)
   
0.18
     
0.02
     
0.01
 
Net realized and unrealized
                       
  gains (losses) on investments
   
5.78
     
(0.36
)
   
(1.34
)
Total from investment operations
   
5.96
     
(0.34
)
   
(1.33
)
                         
Less distributions:
                       
Dividends from net investment income
   
(0.31
)
   
(0.09
)
   
 
Dividends from net realized gains
   
     
(1.70
)
   
 
Total distributions
   
(0.31
)
   
(1.79
)
   
 
Net asset value, end of period
 
$
21.91
   
$
16.26
   
$
18.39
 
                         
TOTAL RETURN
   
36.92
%
   
(2.14
)%
   
(6.74
)%(2)
                         
SUPPLEMENTAL DATA AND RATIOS:
                       
Net assets, end of period (millions)
 
$
5.83
   
$
0.35
   
$
0.29
 
Ratio of expenses to average net assets
   
1.50
%
   
1.24
%
   
1.19
%(3)
Ratio of net investment income (loss)
                       
  to average net assets
   
(0.17
)%
   
0.52
%
   
0.25
%(3)
Portfolio turnover rate(4)
   
76
%
   
141
%
   
74
%(2)


 
 

 


(1)
Institutional Class shares commenced operations on June 15, 2015.
(2)
Not annualized.
(3)
Annualized.
(4)
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


FINANCIAL HIGHLIGHTS — INSTITUTIONAL CLASS/NOTES TO THE FINANCIAL STATEMENTS

Financial Statements
 
Notes to the Financial Statements October 31, 2017
 
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 did not have Institutional Class shares until June 15, 2015.  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 12b-1 distribution and service, shareholder servicing, and sub-transfer agent expenses.  There are no sales charges.  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 an individual class.
 
As an investment company, the Fund follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (“FASB”) Accounting Standard Codification Topic 946 “Financial Services—Investment Companies.”
 
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 conform to 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 – No provision for federal income taxes or excise taxes has been made because 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/loss and realized gains/losses for federal income tax purposes may differ from those reported in 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.  The Fund recognizes interest and penalties related to income tax benefits, if any, in the Statement of Operations as an income tax expense.  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.  The Fund may utilize equalization accounting for tax purposes and designate earnings and profits, including net realized gains distributed to shareholders on redemption of shares, as part of the dividends paid deduction for income tax purposes.
 
 
Due to inherent differences in the recognition of income, expenses, and realized gains/losses under GAAP and federal income tax regulations, permanent differences between book and tax basis for reporting for fiscal year 2017 have been identified and appropriately reclassified in the Statement of Assets and Liabilities.  The adjustments are as follows:


HENNESSY FUNDS
1-800-966-4354
 
17


 
 
Accumulated
Accumulated
   
 
Net Investment
Net Realized
   
 
          Loss         
Gain on Investments
Capital Stock
 
 
$2,336
$(213,120)
$210,784
 
 
c).
Accounting for Uncertainty in Income Taxes – The Fund has accounting policies regarding recognition and measurement of tax positions taken or expected to be taken on a tax return.  The tax returns of the Fund for the prior three fiscal years are open for examination.  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.
 
d).
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/losses on investments are allocated to each class of shares based on such class’s net assets.
 
e).
Distributions to Shareholders – Dividends from net investment income for the Fund, if any, are declared and paid annually, usually in December.  Distributions of net realized capital gains, if any, are declared and paid annually, usually in December.
 
f).
Security Transactions – Investment and shareholder transactions are recorded on the trade date.  The Fund determines the realized gain/loss from an investment transaction 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.
 
g).
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.
 
h).
Share Valuation – The net asset value (“NAV”) per share of the Fund is calculated by dividing (i) 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 (ii) 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 NAV per share.
 
3).  SECURITIES VALUATION
 
The Fund follows 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 of changes in valuation techniques and related inputs during the period.  These inputs are summarized in the three broad levels listed below:
 

 
 
HENNESSYFUNDS.COM
18

 
NOTES TO THE FINANCIAL STATEMENTS

 
Level 1 –
Unadjusted, quoted prices in active markets for identical instruments that the Fund has the ability to access at the date of measurement.
 
 
Level 2 –
Other significant observable inputs (including, but not limited to, quoted prices in active markets for similar instruments, quoted prices in markets that are not active for identical or similar instruments, and model-derived valuations in which all significant inputs and significant value drivers are observable in active markets, such as interest rates, prepayment speeds, credit risk curves, default rates, and similar data).
 
 
Level 3 –
Significant unobservable inputs (including the Fund’s own assumptions about what market participants would use to price the asset or liability based on the best available information) when observable inputs are unavailable.
 
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, partnerships, rights, and real estate investment trusts, that are traded on a securities exchange for which a last-quoted sales price is readily available will generally 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 generally 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 generally 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.  Securities traded on foreign exchanges generally are not valued at the same time the Fund calculates its NAV because most foreign markets close well before such time.  The earlier close of most foreign markets gives rise to the possibility that significant events, including broad market moves, may have occurred in the interim.  In certain circumstances, it may be determined that a security needs to be fair valued because it appears that the value of the security might have been materially affected by events occurring after the close of the market in which the security is principally traded, but before the time the Fund calculates its NAV, such as by a development that affects an entire market or region (e.g., weather-related events) or a potentially global development (e.g., a terrorist attack that may be expected to have an effect on investor expectations worldwide).
 
 
Registered Investment Companies – Investments in registered investment companies (e.g., mutual funds) are generally priced at the ending NAV provided by the applicable registered investment company’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 generally 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 observable market data, such as reported sales of similar securities, broker quotes, yields, bids, offers, and reference data.  Certain securities are valued primarily using dealer quotations.  These securities are generally classified in Level 2 of the fair value hierarchy.
 


HENNESSY FUNDS
1-800-966-4354
 
19


 
Short-Term Securities – Short-term equity investments, including money market funds, are valued in the manner specified above.  Short-term debt investments with an original term to maturity of 60 days or less are valued at amortized cost, which approximates fair market value.  If the original term to maturity of a short-term debt investment exceeded 60 days, then the values as of the 61st day prior to maturity are amortized.  Amortized cost is not used if its use would be inappropriate due to credit or other impairments of the issuer, in which case the security’s fair value would be determined, as described below.  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, such as the trading volume of a security and markets, the values of other similar securities, and news events with direct bearing on a security or markets.  Fair value pricing results in an estimated price for a security that reflects the amount the Fund might reasonably expect to receive in a current sale.  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.
 
The fair valuation 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’ values as determined by the Board or its designee instead of being determined by the market.  Using a fair value pricing methodology to price a foreign security may result in a value that is different from the foreign security’s most recent closing price and from the prices used by other investment companies to calculate their NAVs and are generally classified in Level 2 of 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 “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 to determine 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 October 31, 2017, are included in the Schedule of Investments.
 
4).  INVESTMENT TRANSACTIONS
 
Purchases and sales of investment securities (excluding government and short-term investments) for the Fund during fiscal year 2017 were $21,862,285 and $24,822,454, respectively.
 
 
 
 
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20


NOTES TO THE FINANCIAL STATEMENTS

There were no purchases or sales/maturities of long-term U.S. government securities for the Fund during fiscal year 2017.
 
The Fund is permitted to purchase or sell securities from or to another fund in the Hennessy Funds family of funds (the “Hennessy Funds”) under specified conditions outlined in procedures adopted by the Board.  The procedures have been designed to ensure that any purchase or sale of securities by the Fund from or to another Hennessy Fund complies with Rule 17a-7 of the Investment Company Act of 1940, as amended.  For fiscal year 2017, the Fund did not engage in purchases or sales of securities pursuant to Rule 17a-7 of the Investment Company Act of 1940, as amended.
 
5).  INVESTMENT MANAGEMENT FEE AND OTHER TRANSACTIONS WITH AFFILIATES
 
The Advisor provides the Fund with investment management services under an Investment Advisory Agreement.  The Advisor provides all investment advice, office space, and facilities, as well as 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 an annual rate of 0.90%.  The net investment advisory fees expensed by the Fund during fiscal year 2017 are included in the Statement of Operations.
 
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.  The shareholder service fees expensed by the Fund during fiscal year 2017 are included in the Statement of Operations.
 
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.  Even though the authorized rate is up to 0.25%, the Fund is currently only using up to 0.15% of its average daily net assets attributable to Investor Class shares for such purpose.  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, shareholder account servicing, the printing and mailing of prospectuses to other than current shareholders, the printing and mailing of sales literature, and compensation for sales and marketing activities or to financial institutions and others, such as dealers and distributors.  The distribution fees expensed by the Fund during fiscal year 2017 are included in the Statement of Operations.
 
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.  The sub-transfer agent fees expensed by the Fund during fiscal year 2017 are included in the Statement of Operations.
 
U.S. Bancorp Fund Services, LLC (“USBFS”) provides the Fund with administrative, fund accounting, and transfer agent services and necessary office equipment.  As administrator, USBFS is responsible for activities such as (i) preparing various federal and state regulatory filings, reports, and returns for the Fund, (ii) preparing reports and materials to be supplied to the Board, (iii) monitoring the activities of the Fund’s
 


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21

custodian, transfer agent, and accountants, and (iv) coordinating the preparation and payment of the Fund’s expenses and reviewing the Fund’s expense accruals.  U.S. Bank, N.A., an affiliate of USBFS, serves as the Fund’s custodian.  The servicing agreements between the Trust, USBFS, and U.S. Bank N.A. contain a fee schedule that is inclusive of administrative, fund accounting, custody, and transfer agent fees.  The administrative, fund accounting, custody, and transfer agent fees expensed by the Fund during fiscal year 2017 are included in the Statement of Operations.
 
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.
 
The officers of the Fund are affiliated with the Advisor.  Such officers, with the exception of the Chief Compliance Officer and the Senior Compliance Officer, receive no compensation from the Fund for serving in their respective roles.  The Fund, along with the other Hennessy Funds, makes reimbursement payments, on an equal basis, to the Advisor for a portion of the salary and benefits associated with the office of the Chief Compliance Officer and for all of the salary and benefits associated with the office of the Senior Compliance Officer.  The compliance fees expensed by the Fund during fiscal year 2017 are included in the Statement of Operations.
 
6).  GUARANTEES AND INDEMNIFICATIONS
 
Under the Hennessy Funds’ organizational documents, their officers and trustees are indemnified by the Hennessy Funds against certain liabilities arising out of the performance of their duties to the Hennessy Funds.  Additionally, in the normal course of business, the Hennessy Funds enter into contracts with service providers that contain general indemnification clauses.  The Fund’s maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Fund that have not yet occurred.  Currently, the Fund expects the risk of loss to be remote.
 
7).  LINE OF CREDIT
 
The Fund has an uncommitted line of credit with the other 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 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 and are secured by all of the Fund’s assets (as to its own borrowings only).  During fiscal year 2017, the Fund had an outstanding average daily balance and a weighted average interest rate of $10,734 and 3.97%, respectively.  The interest expensed by the Fund during fiscal year 2017 is included in the Statement of Operations.  The maximum amount outstanding for the Fund during the period was $779,000.  At October 31, 2017, the Fund did not have any borrowings outstanding under the line of credit.
 
 

 
 
 
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22


 
NOTES TO THE FINANCIAL STATEMENTS
 
8).  FEDERAL TAX INFORMATION
 
As of October 31, 2017, the components of accumulated earnings (losses) for income tax purposes were as follows:
 
 
 
Investments
 
Cost of investments for tax purposes
 
$
25,381,152
 
Gross tax unrealized appreciation
 
$
7,376,803
 
Gross tax unrealized depreciation
   
(597,152
)
Net tax unrealized appreciation
 
$
6,779,651
 
Undistributed ordinary income
 
$
 
Undistributed long-term capital gains
   
1,515,486
 
Total distributable earnings
 
$
1,515,486
 
Other accumulated loss
 
$
(114,001
)
Total accumulated gain
 
$
8,181,136
 
 
The difference between book-basis unrealized appreciation/depreciation (as shown in the Statement of Assets and Liabilities) and tax-basis unrealized appreciation/depreciation (as shown above) is attributable primarily to wash sales.
 
At October 31, 2017, the Fund had no tax basis capital losses to offset future capital gains.
 
During fiscal year 2017, the capital losses utilized for the Fund were $1,792,283.
 
At October 31, 2017, the Fund deferred, on a tax basis, a late-year ordinary loss of $114,001.  Late-year ordinary losses are net ordinary losses incurred after December 31, 2016, but within the taxable year, that are deemed to arise on the first day of the Fund’s next taxable year.
 
During fiscal years 2017 and 2016, the tax character of distributions paid by the Fund was as follows:
 
 
 
Year Ended
   
Year Ended
 
 
 
October 31, 2017
   
October 31, 2016
 
Ordinary income(1)
 
$
187,217
   
$
114,806
 
Long-term capital gain
   
1,339
     
9,736,126
 
 
 
$
188,556
   
$
9,850,932
 
 
 
(1)
Ordinary income includes short-term gain/loss.
 
9).  EVENTS SUBSEQUENT TO YEAR END
 
Management has evaluated the Fund’s related events and transactions that occurred subsequent to October 31, 2017, through the date of issuance of the Fund’s financial statements.  Other than as disclosed below, management has determined that there were no subsequent events requiring recognition or disclosure in the financial statements.
 
On December 7, 2017, capital gains were declared and paid to shareholders of record on December 6, 2017, as follows:
 
   
Long-term
 
Investor Class
$1.00493
 
Institutional Class
$1.00418
 
 


HENNESSY FUNDS
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23

Report of Independent Registered Public
Accounting Firm

To the Board of Trustees of Hennessy Funds Trust
and the Shareholders of the Hennessy Large Cap Financial Fund
Novato, CA
 
We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of the Hennessy Large Cap Financial Fund (the “Fund”), a series of Hennessy Funds Trust (the “Trust”) as of October 31, 2017, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Fund’s management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.
 
We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States).  Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement.  The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purposes of expressing an opinion on the effectiveness of the Fund’s internal control over financial reporting.  Accordingly, we express no such opinion.  An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements.  Our procedures included confirmation of securities owned as of October 31, 2017, by correspondence with the custodian. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation.  We believe that our audits provide a reasonable basis for our opinion.
 
In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of the Hennessy Large Cap Financial Fund as of October 31, 2017, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.
 
TAIT, WELLER & BAKER LLP
 
Philadelphia, Pennsylvania
December 22, 2017
 
 
 
 
 
 
HENNESSYFUNDS.COM

24


REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM/TRUSTEES AND OFFICERS

Trustees and Officers of the Fund (Unaudited)

The business and affairs of the Funds are managed under the direction of the Board of Trustees of the Trust, and the Board of Trustees elects the Officers of the Trust.  Beginning in March 2015, the Board of Trustees has from time to time appointed advisers to the Board of Trustees (“Advisers”), with the intention of having qualified individuals serve in an advisory capacity in order to garner experience in the mutual fund and asset management industry and be considered as potential Trustees in the future.  There are currently three Advisers to the Board of Trustees: Brian Alexander, Doug Franklin, and Claire Knoles.  As Advisers, Mr. Alexander, Mr. Franklin, and Ms. Knoles attend meetings of the Board and act as non-voting participants.  Information pertaining to the Trustees, Advisers, and the Officers of the Trust is set forth below.  The Trustees and Officers serve until their successors are duly elected and qualified or until their earlier death, resignation, or removal.  Each of the Trustees oversees 14 Hennessy Funds.  Unless otherwise indicated, the address of all persons listed below is 7250 Redwood Boulevard, Suite 200, Novato, CA 94945.  The Fund’s Statement of Additional Information includes more information about the persons listed below and is available, without charge, upon request by calling 1-800-966-4354.
 
     
Other
     
Directorships
     
Held Outside
Name, (Year of Birth),
   
of Fund
and Position Held
Start Date
Principal Occupation(s)
Complex During
with the Trust              
of Service
During Past Five Years
Past Five Years(1)
 
Disinterested Trustees and Advisers
       
J. Dennis DeSousa
January 1996
Mr. DeSousa is a real estate investor.
None.
(1936)
     
Trustee
     
       
Robert T. Doyle
January 1996
Mr. Doyle has been the Sheriff of
None.
(1947)
 
Marin County, California since 1996.
 
Trustee
     
       
Gerald P. Richardson
May 2004
Mr. Richardson is an independent
None.
(1945)
 
consultant in the securities industry.
 
Trustee
     
       
Brian Alexander
March 2015
Mr. Alexander has been employed
None.
(1981)
 
by Sutter Health Novato Community
 
Adviser to the Board
 
Hospital since 2012, first as an
 
   
Assistant Administrator and then,
 
   
beginning in 2013, as the Chief
 
   
Administrative Officer.  From 2011
 
   
through 2012, Mr. Alexander was
 
   
employed by Sutter Health West Bay
 
   
Region as the Regional Director of
 
   
Strategic Decision Support.
 
 
 

 

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Other
     
Directorships
     
Held Outside
Name, (Year of Birth),
   
of Fund
and Position Held
Start Date
Principal Occupation(s)
Complex During
with the Trust              
of Service
During Past Five Years
Past Five Years(1)
       
Doug Franklin
March 2016
Mr. Franklin is a retired insurance
None.
(1964)
 
industry executive.  From 1987
 
Adviser to the Board
 
through 2015, he was employed
 
   
by Allianz-Fireman’s Fund Insurance
 
   
Company in various positions,
 
   
including Chief Actuary and
 
   
Chief Risk Officer.
 
       
Claire Knoles
December 2015
Ms. Knoles is a founder of Kiosk and
None.
(1974)
 
has served as its Chief Operating
 
Adviser to the Board
 
Officer since 2004.  Kiosk is a full
 
   
service marketing agency with
 
   
offices in the San Francisco Bay
 
   
Area, Toronto, and Liverpool, UK.
 
       
Interested Trustee(2)
     
       
Neil J. Hennessy
January 1996 as
Mr. Hennessy has been employed by
Hennessy
(1956)
a Trustee and
Hennessy Advisors, Inc. since 1989
Advisors, Inc.
Trustee, Chairman of
June 2008 as
and currently serves as its President,
 
the Board, Chief
an Officer
Chairman and Chief Executive Officer.
 
Investment Officer,
     
Portfolio Manager,
     
and President
     

 
Name, (Year of Birth),
   
and Position Held
Start Date
Principal Occupation(s)
with the Trust              
of Service
During Past Five Years
     
Officers
   
     
Teresa M. Nilsen
January 1996
Ms. Nilsen has been employed by Hennessy Advisors, Inc.
(1966)
 
since 1989 and currently serves as its Executive Vice President,
Executive Vice President
 
Chief Operations Officer, Chief Financial Officer, and Secretary.
and Treasurer
   
     
Daniel B. Steadman
March 2000
Mr. Steadman has been employed by Hennessy Advisors, Inc.
(1956)
 
since 2000 and currently serves as its Executive Vice President
Executive Vice President
 
and Chief Compliance Officer.
and Secretary
   
     
Brian Carlson
December 2013
Mr. Carlson has been employed by Hennessy Advisors, Inc.
(1972)
 
since December 2013.  Mr. Carlson was previously a co-founder
Senior Vice President and
 
and principal of Trivium Consultants, LLC from February 2011
Head of Distribution
 
through November 2013.
     
Jennifer Cheskiewicz
June 2013
Ms. Cheskiewicz has been employed by Hennessy Advisors, Inc.
(1977)
 
as its General Counsel since June 2013.  She previously served
Senior Vice President and
 
as in-house counsel to Carlson Capital, L.P., an SEC-registered
Chief Compliance Officer
 
investment advisor to several private funds, from
   
February 2010 to May 2013.
 

 
 
 
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26


 
TRUSTEES AND OFFICERS OF THE FUND

Name, (Year of Birth),
   
and Position Held
Start Date
Principal Occupation(s)
with the Trust              
of Service
During Past Five Years
     
David Ellison
October 2012
Mr. Ellison has been employed by Hennessy Advisors, Inc. since
(1958)(3)
 
October 2012.  He has served as a Portfolio Manager of the
Senior Vice President
 
Hennessy Small Cap Financial Fund and the Hennessy Large
and Portfolio Manager
 
Cap Financial Fund since inception. Mr. Ellison also served as a
   
Portfolio Manager of the Hennessy Technology Fund from its
   
inception until February 2017. Mr. Ellison served as Director,
   
CIO and President of FBR Fund Advisers, Inc. from
   
December 1999 to October 2012.
     
Ryan Kelley
March 2013
Mr. Kelley has been employed by Hennessy Advisors, Inc. since
(1972)(4)
 
October 2012.  He has served as a Portfolio Manager of the
Vice President and
 
Hennessy Gas Utility Fund, the Hennessy Small Cap Financial
Portfolio Manager
 
Fund, and the Hennessy Large Cap Financial Fund since
   
October 2014.  He served as Co-Portfolio Manager of the same
   
funds from March 2013 through September 2014, and as a
   
Portfolio Analyst for the Hennessy Funds from October 2012
   
through October 2014.  Mr. Kelley has also served as a Portfolio
   
Manager of the Hennessy Cornerstone Growth Fund, the
   
Hennessy Cornerstone Mid Cap 30 Fund, the Hennessy
   
Cornerstone Large Growth Fund, and the Hennessy
   
Cornerstone Value Fund and as a Co-Portfolio Manager of the
   
Hennessy Technology Fund since February 2017. Mr. Kelley
   
served as Portfolio Manager of FBR Fund Advisers, Inc. from
   
January 2008 to October 2012.
     
Brian Peery
March 2003 as
Mr. Peery has been employed by Hennessy Advisors, Inc. since
(1969)
an Officer and
2002.  He has served as a Portfolio Manager of the Hennessy
Senior Vice President
February 2011
Cornerstone Growth Fund, the Hennessy Cornerstone Mid Cap
and Portfolio Manager
as a Co-Portfolio
30 Fund, the Hennessy Cornerstone Large Growth Fund, the
 
Manager or
Hennessy Cornerstone Value Fund, the Hennessy Total Return
 
Portfolio Manager
Fund, and the Hennessy Balanced Fund since October 2014. 
   
He served as Co-Portfolio Manager of the same funds from
   
February 2011 through September 2014.  Mr. Peery has also
   
served as a Portfolio Manager of the Hennessy Gas Utility Fund
   
since February 2015 and as Lead Portfolio Manager of the
   
Hennessy Technology Fund since February 2017.
     
Daniel P. Hennessy
December 2016
Mr. Daniel Hennessy has been employed by Hennessy Advisors,
(1990)
 
Inc. since 2015. He has served as an Associate Analyst of the
Assistant Vice President
 
Hennessy Technology Fund since February 2017. He previously
and Associate Analyst
 
served as a Mutual Fund Specialist at U.S. Bancorp Fund
   
Services, LLC from November 2014 to July 2015.  Prior to that,
   
he attended the University of San Diego, where he earned a
   
degree in Political Science.
_______________
 
(1)
Messrs. DeSousa, Doyle, Hennessy, and Richardson previously served on the Board of Directors of Hennessy Mutual Funds, Inc. (“HMFI”), The Hennessy Funds, Inc. (“HFI”), and Hennessy SPARX Funds Trust (“HSFT”).  Pursuant to an internal reorganization effective as of February 28, 2014, the series of HFMI, HFI, and HSFT were reorganized into corresponding series of Hennessy Funds Trust that mirrored them.  Subsequent to the reorganization, HFMI, HFI, and HSFT were dissolved.
(2)
Mr. Hennessy is considered an “interested person,” as defined in the Investment Company Act of 1940, as amended, because he is an officer of the Hennessy Funds.
(3)
The address of this officer is 101 Federal Street, Suite 1900, Boston, MA 02110.
(4)
The address of this officer is 1340 Environ Way, Chapel Hill, NC 27517.

 

HENNESSY FUNDS
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Expense Example (Unaudited)
October 31, 2017

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 May 1, 2017, through October 31, 2017.
 
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 fee is charged by the Fund’s transfer agent.  IRA accounts will be charged a $15 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” or “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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EXPENSE EXAMPLE

     
Expenses Paid
 
Beginning
Ending
During Period(1)
 
Account Value
Account Value
May 1, 2017 –
 
    May 1, 2017   
October 31, 2017
October 31, 2017
Investor Class
     
Actual
$1,000.00
$1,148.10
$9.58
Hypothetical (5% return before expenses)
$1,000.00
$1,016.28
$9.00
       
Institutional Class
     
Actual
$1,000.00
$1,149.50
$8.34
Hypothetical (5% return before expenses)
$1,000.00
$1,017.44
$7.83
 
(1)
Expenses are equal to the Fund’s annualized expense ratio of 1.77% for Investor Class shares or 1.54% for Institutional Class shares, as applicable, multiplied by the average account value over the period, multiplied by 184/365 days (to reflect one-half year period).


 
 
 
 
 

 





HENNESSY FUNDS
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29

How to Obtain a Copy of the Fund’s
Proxy Voting Policy and Proxy Voting Records
 
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/proxy-voting/policy.fs; 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 without charge on both the Hennessy Funds’ website at hennessyfunds.com/proxy-voting/vote.fs 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 a 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 made 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 fiscal year 2017, certain dividends paid by the Fund may be subject to a maximum tax rate of 23.8%, 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 that qualified for the corporate dividends received deduction for fiscal year 2017 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 request an individual copy of a prospectus or financial report at any time.  If you would like to receive separate mailings, please call U.S. Bancorp Fund Services, LLC 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


PROXY VOTING — PRIVACY POLICY
 
Privacy Policy
 
We collect the following non-public personal information about you:
 
 
information we receive from you on or in applications or other forms, correspondence, or conversations, including, but not limited to, your name, address, phone number, social security number, assets, income, and date of birth; and
 
 
information about your transactions with us, our affiliates, or others, including, but not limited to, your account number and balance, payment history, parties to transactions, cost basis information, and other financial information.
 
We do not disclose any non-public personal information about our current or former shareholders to non-affiliated third parties, except as permitted by law.  For example, we are permitted by law to disclose all of the information we collect, as described above, to our Transfer Agent to process your transactions.  Furthermore, we restrict access to your non-public personal information to those persons who require such information to provide products or services to you.  We maintain physical, electronic, and procedural safeguards that comply with federal standards to guard your non-public personal information.
 
In the event that you hold shares of the Fund through a financial intermediary, including, but not limited to, a broker-dealer, bank, or trust company, the privacy policy of your financial intermediary would govern how your non-public personal information will be shared with non-affiliated third parties.
 
 
 
 
 
 
 
 

HENNESSY FUNDS
1-800-966-4354
 

31










(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 Boulevard, 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 Drive, 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
777 East Wisconsin Avenue
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.
 



 

ANNUAL REPORT

OCTOBER 31, 2017




 

HENNESSY TECHNOLOGY FUND
 
Investor Class  HTECX
Institutional Class  HTCIX








hennessyfunds.com  |  1-800-966-4354






 
 
 

 


(This Page Intentionally Left Blank.)
 

 

 

 

 

 
 

 
CONTENTS

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
Report of Independent Registered Public Accounting Firm
 
25
Trustees and Officers of the Fund
 
26
Expense Example
 
30
Proxy Voting Policy and Proxy Voting Records
 
32
Quarterly Schedule of Investments
 
32
Householding
 
32
Privacy Policy
 
33




 
 
 
 

 



HENNESSY FUNDS
1-800-966-4354
 


December 2017
 
Dear Hennessy Funds Shareholder:

Over the past year, global equity markets have made strong advances, fueled by continued, broad-based economic growth in most countries and regions, and in spite of a somewhat unsettling geopolitical backdrop.
 
U.S. stocks performed well in the first year of the new administration in Washington, and, ignoring the debate and the bluster, investors have continued to focus on what concerns them the most – tax reform, deregulation, and the hope of an increase in infrastructure spending. As we move into the final weeks of the calendar year, with the major indices reaching new highs, I find myself envisioning the Dow Jones Industrial Average building momentum toward 30,000.
 
Over the past 12 months, the U.S. economy has continued to grow at a steady rate of almost 2.5% on an annualized basis, as measured by GDP. Companies have added over 170,000 jobs per month on average over the past year, and the current unemployment rate of 4.1% is the lowest in 17 years. Consumer confidence is high and still rising, and corporate profits are at all-time highs. The Federal Reserve has been increasing interest rates, but at a gradual pace. The bond market has also continued to support the equity market and equity market valuations. Since December of last year, long bond yields have stayed within a narrow band, with the 10-year U.S. Treasury yield hovering in the 2.0% to 2.5% range, and remain low compared to historical averages. In my opinion, long bond yields have stayed low despite three increases in the Federal Funds rate over the last 12 months in part due to persistent low inflation.
 
Meanwhile, the prospective price-to-earnings multiples for the Dow Jones Industrial Average and S&P 500 Index are just above long-term averages at 19.5x and 19.9x, respectively. I believe these levels of stock valuation, while higher than a year ago, are still very reasonable. At the peak of the technology/dot-com bubble, U.S. equities sold at much higher multiples across the board than they do today, and bond yields were also much higher. In June of 1999, the Dow Jones Industrial Average sold at 28x earnings and the 10-year bond yield was close to 6%. Today, the Dow is selling at under 20x earnings and is offering a 2.2% dividend yield, on par with the yield of the 10-year government bond at 2.4%.
 
Equity markets in the U.S. have been rising for almost nine years, and financial media reports have speculated that this bull run will come to end, but why? I see no substantial reasons or indicators that a major correction is on the horizon. I remain confident that this bull market has room to run. Overall, investment fundamentals are strong. Corporate earnings are growing at a healthy rate, and companies are generating excess cash flow. Cash continues to build on corporate balance sheets, with $5.2 trillion in cash and short term investments among the S&P 500 Index companies as of October 31, 2017. If our government leaders can pass a meaningful tax reform bill and continue efforts toward regulatory relief, it could be icing on the cake for equities.
 
There have been, and will likely continue to be, downturns throughout this extended bull market. Since 2010, there have been 18 downturns in the market, 14 of which were between 5% and 10% and four of which were corrections of between 10% and 20%. Yet the market has bounced back following each pullback and then has moved higher. A correction is not the end of the bull market. What might signal that we are at the end of this bull market? Euphoria. And I still see no signs of euphoria in this market. In the past,
 

 
 
HENNESSYFUNDS.COM
 
2


 
LETTER TO SHAREHOLDERS

 
I have likened the current bull market to that of 1982-2000, and I am confident in the strength of the market today and believe the economy will continue its slow, but steady, growth into the coming year.
 
Thank you for your continued confidence and investment in our funds. If you have any questions or would like 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 Index are unmanaged indices commonly used to measure the performance of U.S. stocks. One cannot invest directly in an index.
 
Price to earnings is calculated by dividing a company’s market price per share by its earnings per share.  Dividend yield is calculated as the annual dividends paid by a company divided by the price of a share of its stock. Cash flow provides 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)
 
CHANGE IN VALUE OF $10,000 INVESTMENT
 



This graph illustrates the performance of an initial investment of $10,000 made in the Fund ten years ago and assumes the reinvestment of dividends.
 
AVERAGE ANNUAL TOTAL RETURN FOR PERIODS ENDED OCTOBER 31, 2017
 
 
One
Five
Ten
 
Year
Years
Years
Hennessy Technology Fund –
     
  Investor Class (HTECX)
16.69%
11.59%
  4.35%
Hennessy Technology Fund –
     
  Institutional Class (HTCIX)(1)
17.01%
11.93%
  4.57%
NASDAQ Composite Index
31.13%
19.21%
10.19%
S&P 500 Index
23.63%
15.18%
  7.51%
 
Expense ratios:
Gross 3.46%, Net 1.24%(2) (Investor Class);
 
Gross 3.12%, Net 0.99%(2) (Institutional Class)
 
(1)
The inception date of Institutional Class shares is March 12, 2010.  Performance shown prior to the inception of Institutional Class shares reflects the performance of Investor Class shares and includes expenses that are not applicable to, and are higher than, those of Institutional Class shares.
(2)
The Fund’s investment advisor has contractually agreed to limit expenses until February 28, 2018.
 
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.  The performance table does not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares.  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 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.  One cannot invest directly in an index.
 
The expense ratios presented are from the most recent prospectus.  The expense ratios for the current reporting period are available in the Financial Highlights section of this report.

 
 
HENNESSYFUNDS.COM
4


 
PERFORMANCE OVERVIEW

 
PERFORMANCE NARRATIVE
 
Portfolio Managers Brian E. Peery (Lead Portfolio Manager) and Ryan C. Kelley (Co-Portfolio Manager)
 
Performance:
 
For the 12-month period ended October 31, 2017, the Investor Class of the Hennessy Technology Fund returned 16.69%, underperforming the NASDAQ Composite Index and the S&P 500 Index, which returned 31.13% and 23.63%, respectively, for the period.
 
The Fund’s investments in consumer-oriented technology stocks in the Consumer Discretionary sector contributed positively to the Fund’s performance, while our allocation to the Industrials sector was a significant detractor from performance over the period. As a result of the investment strategy modification discussed below, the Fund no longer holds Industrial sector stocks, but continues to hold Consumer Discretionary sector stocks.
 
On an individual stock basis, major positive contributors to the Fund’s performance included Yirendai Ltd., a Chinese consumer finance business, Red Hat, Inc., a software developer, Dexcom, Inc., a medical device company, Paycom Software, Inc., an employment software solutions company, and Match Group, Inc., an online dating service. The Fund’s underweight position in several widely held, large-cap technology companies, primarily Microsoft Corp., Apple, Inc., Alphabet, Inc., and Facebook, Inc., that performed well over the period negatively affected the Fund’s relative performance. The Fund continues to hold Yirendai, Red Hat, Paycom Software, Match Group and Apple.
 
Portfolio Strategy:
 
The Fund modified its investment strategy in February 2017. The Fund’s modified investment strategy is based on identifying technology-related stocks that have sector-leading cash flows and profits and that we believe have the ability to sustain profitability. The Fund seeks out companies that have historically delivered returns in excess of the cost of capital and that have relatively low debt on their balance sheets, strong cash flows, and attractive relative valuations. The Fund owns not only large, well-known companies, but also a collection of smaller companies that are growing quickly. The Fund now concentrates its investments in the Technology sector and no longer holds Health Care sector stocks. We think this modified investment strategy meets our goal of offering investors a conservative way to invest in a highly volatile area of the market.
 
Investment Commentary:
 
The Technology sector has performed well over the past 12 months, and we expect the sector to continue to deliver positive returns to investors in the coming year. Equity valuations, however, are higher than they were, and in an environment of rising interest rates, some richly valued stocks could be vulnerable to a correction. Despite high valuations in some areas, we believe the sector can continue to perform well, and we think there is still exceptional growth opportunity in the stocks we own. We expect high-growth areas of the Technology sector, particularly software and cybersecurity, to continue to post strong earnings growth and for this growth to drive share price appreciation.
 
We continue to believe the Fund offers investors exposure to companies that are working on innovative solutions to common problems, developing products to increase productivity, and bringing new and attractive consumer and industrial products to market.
 
_______________
 
Opinions expressed are those of the Portfolio Managers as of the date written and are subject to change, are not guaranteed, and should not be considered investment advice or an indication of trading intent.


HENNESSY FUNDS
1-800-966-4354
 
5


 
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. One cannot invest directly in an index.
 
The Fund is non-diversified, meaning it may concentrate its assets in fewer individual holdings than a diversified fund, making it more exposed to individual stock volatility than a diversified fund. Investments are focused in the Technology sector; sector funds may be subject to a higher degree of market risk. Investments in foreign securities may involve political, economic, and currency risks, greater volatility and differences in accounting methods. The Fund invests in small- and medium-sized companies, which may have more limited liquidity and greater volatility compared to larger companies. Please see the Fund’s prospectus for a more complete discussion of these and other risks.
 
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.
 
Cash flow provides an indication of a company’s financial strength and represents earnings before depreciation, amortization, and non-cash charges.
 
Earnings growth is not a measure of the Fund’s future performance.
 


 
 
 
 
 
 

 
 
 
HENNESSYFUNDS.COM

6


PERFORMANCE OVERVIEW/SCHEDULE OF INVESTMENTS

Financial Statements

Schedule of Investments as of October 31, 2017
 
HENNESSY TECHNOLOGY FUND
(% of Net Assets)
 


 
 
TOP TEN HOLDINGS (EXCLUDING CASH/CASH EQUIVALENTS)
% NET ASSETS
Semiconductor Manufacturing International Corp. – ADR
2.15%
Ichor Holdings, Ltd.
1.88%
Shutterstock, Inc.
1.83%
Amazon.com, Inc.
1.80%
Paycom Software, Inc.
1.74%
Applied Materials, Inc.
1.72%
Paylocity Holding Corp.
1.69%
Science Applications International Corp.
1.69%
Everi Holdings, Inc.
1.69%
Red Hat, Inc.
1.69%

 

 

 
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, as amended, the Fund uses more specific industry classifications.

HENNESSY FUNDS
1-800-966-4354
 

7


COMMON STOCKS – 95.69%
 
Number
         
% of
 
 
 
of Shares
   
Value
   
Net Assets
 
Consumer Discretionary – 4.59%
                 
Amazon.com, Inc. (a)
   
72
   
$
79,580
     
1.80
%
FTD Companies, Inc. (a)
   
5,250
     
56,700
     
1.28
%
Wayfair, Inc., Class A (a)
   
952
     
66,545
     
1.51
%
 
           
202,825
     
4.59
%
                         
Information Technology – 91.10%
                       
Accenture PLC, Class A (b)
   
514
     
73,173
     
1.66
%
Advanced Semiconductor Engineering, Inc. – ADR (b)
   
11,267
     
69,405
     
1.57
%
Applied Materials, Inc.
   
1,347
     
76,011
     
1.72
%
Automatic Data Processing, Inc.
   
624
     
72,546
     
1.64
%
Booz Allen Hamilton Holding Corp.
   
1,829
     
69,118
     
1.57
%
Cadence Design Systems, Inc. (a)
   
1,727
     
74,537
     
1.69
%
Carbonite, Inc. (a)
   
3,138
     
71,233
     
1.61
%
Cars.com, Inc. (a)
   
2,479
     
59,050
     
1.34
%
CDK Global, Inc.
   
1,082
     
68,772
     
1.56
%
CDW Corp. of Delaware
   
997
     
69,790
     
1.58
%
Celestica, Inc. (a)(b)
   
5,482
     
55,094
     
1.25
%
CommerceHub, Inc., Series A (a)
   
3,008
     
67,169
     
1.52
%
Convergys Corp.
   
2,684
     
69,059
     
1.56
%
CSRA, Inc.
   
2,174
     
69,546
     
1.58
%
eBay, Inc. (a)
   
1,798
     
67,677
     
1.53
%
EchoStar Corp., Class A (a)
   
1,222
     
68,371
     
1.55
%
Everi Holdings, Inc. (a)
   
9,004
     
74,643
     
1.69
%
Everspin Technologies, Inc. (a)
   
4,442
     
45,708
     
1.04
%
EVERTEC, Inc. (b)
   
4,485
     
67,275
     
1.52
%
Extreme Networks, Inc. (a)
   
5,526
     
66,312
     
1.50
%
Fiserv, Inc. (a)
   
541
     
70,022
     
1.59
%
Fortinet, Inc. (a)
   
1,885
     
74,288
     
1.68
%
Hackett Group, Inc.
   
4,549
     
70,237
     
1.59
%
Hewlett Packard Enterprise Co.
   
4,697
     
65,382
     
1.48
%
Hortonworks, Inc. (a)
   
4,121
     
68,038
     
1.54
%
Ichor Holdings, Ltd. (a)(b)
   
2,654
     
82,778
     
1.88
%
International Business Machines Corp.
   
475
     
73,178
     
1.66
%
Intuit, Inc.
   
487
     
73,547
     
1.67
%
JA Solar Holdings Company, Ltd. – ADR (a)(b)
   
9,232
     
68,778
     
1.56
%
 

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

8


SCHEDULE OF INVESTMENTS

COMMON STOCKS
 
Number
         
% of
 
 
 
of Shares
   
Value
   
Net Assets
 
Information Technology (Continued)
                 
Jabil Circuit, Inc.
   
2,331
   
$
65,921
     
1.49
%
Jack Henry & Associates, Inc.
   
669
     
73,677
     
1.67
%
JinkoSolar Holding Company Ltd. – ADR (a)(b)
   
2,755
     
73,366
     
1.66
%
KLA-Tencor Corp.
   
675
     
73,501
     
1.66
%
LG Display Co., Ltd. – ADR (a)(b)
   
5,078
     
65,963
     
1.49
%
Manhattan Associates, Inc. (a)
   
1,526
     
63,878
     
1.45
%
MasterCard, Inc., Class A
   
489
     
72,748
     
1.65
%
Match Group, Inc. (a)
   
2,759
     
73,776
     
1.67
%
MercadoLibre, Inc.
   
264
     
63,442
     
1.44
%
Mimecast Ltd. (a)(b)
   
2,337
     
74,293
     
1.68
%
Palo Alto Networks, Inc. (a)
   
483
     
71,098
     
1.61
%
Paychex, Inc.
   
1,110
     
70,807
     
1.60
%
Paycom Software, Inc. (a)
   
934
     
76,775
     
1.74
%
Paylocity Holding Corp. (a)
   
1,401
     
74,827
     
1.69
%
Pegasystems, Inc.
   
1,180
     
68,794
     
1.56
%
PROS Holdings, Inc. (a)
   
2,867
     
64,765
     
1.47
%
Red Hat, Inc. (a)
   
617
     
74,552
     
1.69
%
Rosetta Stone, Inc. (a)
   
6,802
     
69,176
     
1.57
%
Science Applications International Corp.
   
1,018
     
74,660
     
1.69
%
Semiconductor Manufacturing International Corp. – ADR (a)(b)
   
12,525
     
95,065
     
2.15
%
ServiceNow, Inc. (a)
   
589
     
74,432
     
1.69
%
Shutterstock, Inc. (a)
   
2,068
     
80,631
     
1.83
%
Synaptics, Inc. (a)
   
1,817
     
67,447
     
1.53
%
The Ultimate Software Group, Inc. (a)
   
365
     
73,945
     
1.68
%
The Western Union Co.
   
3,581
     
71,119
     
1.61
%
Tower Semiconductor Ltd. (a)(b)
   
2,219
     
73,360
     
1.66
%
Workiva, Inc. (a)
   
3,160
     
70,626
     
1.60
%
Yirendai Ltd. – ADR (b)
   
1,564
     
67,862
     
1.54
%
 
           
4,021,243
     
91.10
%
Total Common Stocks
                       
  (Cost $3,874,007)
           
4,224,068
     
95.69
%



The accompanying notes are an integral part of these financial statements.
 
HENNESSY FUNDS
1-800-966-4354
 

9


SHORT-TERM INVESTMENTS – 4.68%
 
Number
         
% of
 
 
 
of Shares
   
Value
   
Net Assets
 
Money Market Funds – 4.68%
                 
Fidelity Government Portfolio, Institutional Class, 0.92% (c)
   
206,374
   
$
206,374
     
4.68
%
 
                       
Total Short-Term Investments
                       
  (Cost $206,374)
           
206,374
     
4.68
%
 
                       
Total Investments
                       
  (Cost $4,080,381) – 100.37%
           
4,430,442
     
100.37
%
Liabilities in Excess of Other Assets – (0.37)%
           
(16,345
)
   
(0.37
)%
TOTAL NET ASSETS – 100.00%
         
$
4,414,097
     
100.00
%

Percentages are stated as a percent of net assets.

ADR – American Depositary Receipt
(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 October 31, 2017.
 
 
Summary of Fair Value Exposure at October 31, 2017
 
The following is a summary of the inputs used to value the Fund’s net assets as of October 31, 2017 (see Note 3 in the accompanying notes to the financial statements):
 
Common Stocks
 
Level 1
   
Level 2
   
Level 3
   
Total
 
Consumer Discretionary
 
$
202,825
   
$
   
$
   
$
202,825
 
Information Technology
   
4,021,243
     
     
     
4,021,243
 
Total Common Stocks
 
$
4,224,068
   
$
   
$
   
$
4,224,068
 
Short-Term Investments
                               
Money Market Funds
 
$
206,374
   
$
   
$
   
$
206,374
 
Total Short-Term Investments
 
$
206,374
   
$
   
$
   
$
206,374
 
Total Investments
 
$
4,430,442
   
$
   
$
   
$
4,430,442
 
 
Transfers between levels are recognized at the end of the reporting period. During the year ended October 31, 2017, the Fund recognized no transfers between levels.
 



 
 
HENNESSYFUNDS.COM

10


SCHEDULE OF INVESTMENTS/STATEMENT OF ASSETS AND LIABILITIES

Financial Statements

Statement of Assets and Liabilities as of October 31, 2017
 
ASSETS:
     
Investments in securities, at value (cost $4,080,381)
 
$
4,430,442
 
Dividends and interest receivable
   
1,771
 
Receivable for fund shares sold
   
700
 
Prepaid expenses and other assets
   
15,888
 
Due from Advisor
   
7,262
 
Total Assets
   
4,456,063
 
         
LIABILITIES:
       
Payable to administrator
   
1,050
 
Payable to auditor
   
20,700
 
Accrued distribution fees
   
7,047
 
Accrued service fees
   
271
 
Accrued trustees fees
   
5,579
 
Accrued expenses and other payables
   
7,319
 
Total Liabilities
   
41,966
 
NET ASSETS
 
$
4,414,097
 
         
NET ASSETS CONSIST OF:
       
Capital stock
 
$
3,714,224
 
Accumulated net investment loss
   
(22,185
)
Accumulated net realized gain on investments
   
371,997
 
Unrealized net appreciation on investments
   
350,061
 
Total Net Assets
 
$
4,414,097
 
         
NET ASSETS
       
Investor Class:
       
Shares authorized (no par value)
 
Unlimited
 
Net assets applicable to outstanding Investor Class shares
 
$
3,197,581
 
Shares issued and outstanding
   
173,217
 
Net asset value, offering price and redemption price per share
 
$
18.46
 
         
Institutional Class:
       
Shares authorized (no par value)
 
Unlimited
 
Net assets applicable to outstanding Institutional Class shares
 
$
1,216,516
 
Shares issued and outstanding
   
64,539
 
Net asset value, offering price and redemption price per share
 
$
18.85
 

 

 

The accompanying notes are an integral part of these financial statements.
 
HENNESSY FUNDS
1-800-966-4354
 

11


Financial Statements

Statement of Operations for the year ended October 31, 2017
 
INVESTMENT INCOME:
     
Dividend income(1)
 
$
38,240
 
Interest income
   
1,349
 
Total investment income
   
39,589
 
         
EXPENSES:
       
Investment advisory fees (See Note 5)
   
31,408
 
Federal and state registration fees
   
30,927
 
Compliance expense (See Note 5)
   
28,705
 
Audit fees
   
20,699
 
Trustees’ fees and expenses
   
16,042
 
Reports to shareholders
   
8,054
 
Sub-transfer agent expenses – Investor Class (See Note 5)
   
5,090
 
Legal fees
   
5,067
 
Distribution fees – Investor Class (See Note 5)
   
4,373
 
Administration, fund accounting, custody and transfer agent fees (See Note 5)
   
3,796
 
Service fees – Investor Class (See Note 5)
   
2,915
 
Interest expense (See Note 7)
   
8
 
Other expenses
   
3,776
 
Total expenses before reimbursement by advisor
   
160,860
 
Expense reimbursement by advisor – Investor Class (See Note 5)
   
(58,612
)
Expense reimbursement by advisor – Institutional Class (See Note 5)
   
(20,906
)
Net expenses
   
81,342
 
NET INVESTMENT LOSS
 
$
(41,753
)
         
REALIZED AND UNREALIZED GAINS:
       
Net realized gain on investments
 
$
632,539
 
Net change in unrealized appreciation on investments
   
31,853
 
Net gain on investments
   
664,392
 
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS
 
$
622,639
 

 

 

(1)    Net of foreign taxes withheld and issuance fees of $2,345.

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

12


STATEMENT OF OPERATIONS/STATEMENTS OF CHANGES IN NET ASSETS

Financial Statements

Statements of Changes in Net Assets
 
   
Year Ended
   
Year Ended
 
   
October 31, 2017
   
October 31, 2016
 
OPERATIONS:
           
Net investment loss
 
$
(41,753
)
 
$
(125,047
)
Net realized gain on investments
   
632,539
     
182,075
 
Net change in unrealized appreciation on investments
   
31,853
     
41,566
 
Net increase in net assets resulting from operations
   
622,639
     
98,594
 
                 
CAPITAL SHARE TRANSACTIONS:
               
Proceeds from shares subscribed – Investor Class
   
422,345
     
247,599
 
Proceeds from shares subscribed – Institutional Class
   
218,028
     
40,176
 
Cost of shares redeemed – Investor Class
   
(587,405
)
   
(1,442,265
)
Cost of shares redeemed – Institutional Class
   
(74,362
)
   
(117,763
)
Net decrease in net assets derived
               
  from capital share transactions
   
(21,394
)
   
(1,272,253
)
TOTAL INCREASE (DECREASE) IN NET ASSETS
   
601,245
     
(1,173,659
)
                 
NET ASSETS:
               
Beginning of year
   
3,812,852
     
4,986,511
 
End of year
 
$
4,414,097
   
$
3,812,852
 
Undistributed net investment loss, end of year
 
$
(22,185
)
 
$
(104,428
)
                 
CHANGES IN SHARES OUTSTANDING:
               
Shares sold – Investor Class
   
24,507
     
16,968
 
Shares sold – Institutional Class
   
12,743
     
2,730
 
Shares redeemed – Investor Class
   
(35,133
)
   
(95,956
)
Shares redeemed – Institutional Class
   
(4,356
)
   
(7,566
)
Net decrease in shares outstanding
   
(2,239
)
   
(83,824
)


 

 

The accompanying notes are an integral part of these financial statements.
 
HENNESSY FUNDS
1-800-966-4354
 

13


Financial Statements
 
Financial Highlights
 
For an Investor Class share outstanding throughout each year

 

PER SHARE DATA:
Net asset value, beginning of year
 
Income from investment operations:
Net investment loss
Net realized and unrealized gains on investments
Total from investment operations
Net asset value, end of year
 
TOTAL RETURN

SUPPLEMENTAL DATA AND RATIOS:
Net assets, end of year (millions)
Ratio of expenses to average net assets:
Before expense reimbursement
After expense reimbursement
Ratio of net investment income to average net assets:
Before expense reimbursement
After expense reimbursement
Portfolio turnover rate(2)

 

 

 
(1)
The Fund’s current expense limitation agreement, which became effective on February 28, 2017, was in effect for eight months of the year ended October 31, 2017. The Fund previously had an expense limitation agreement in effect from October 26, 2012, to February 28, 2015.
(2)
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


FINANCIAL HIGHLIGHTS — INVESTOR CLASS

 


 
Year Ended October 31,
   
2017
   
2016
   
2015
   
2014
   
2013
   
                             
$
15.82
   
$
15.36
   
$
14.86
   
$
13.57
   
$
10.67
   
                                       
                                       
 
(0.23
)
   
(0.68
)
   
(0.38
)
   
(0.23
)
   
(0.20
)
 
 
2.87
     
1.14
     
0.88
     
1.52
     
3.10
   
 
2.64
     
0.46
     
0.50
     
1.29
     
2.90
   
$
18.46
   
$
15.82
   
$
15.36
   
$
14.86
   
$
13.57
   
                                       
 
16.69
%
   
2.99
%
   
3.36
%
   
9.51
%
   
27.18
%
 
                                       
                                       
$
3.20
   
$
2.91
   
$
4.04
   
$
4.99
   
$
4.49
   
                                       
 
4.16
%
   
3.61
%
   
3.13
%
   
2.92
%
   
3.04
%
 
 
2.15
%(1)
   
3.61
%
   
2.75
%
   
1.95
%
   
1.95
%
 
                                       
 
(3.16
)%
   
(2.92
)%
   
(2.30
)%
   
(2.53
)%
   
(2.36
)%
 
 
(1.15
)%(1)
   
(2.92
)%
   
(1.92
)%
   
(1.55
)%
   
(1.27
)%
 
 
267
%
   
80
%
   
163
%
   
204
%
   
164
%
 



 
 

 


The accompanying notes are an integral part of these financial statements.
 
HENNESSY FUNDS
1-800-966-4354
 

15


Financial Statements

Financial Highlights
 
For an Institutional Class share outstanding throughout each year
 

 
PER SHARE DATA:
Net asset value, beginning of year
 
Income from investment operations:
Net investment loss
Net realized and unrealized gains on investments
Total from investment operations
Net asset value, end of year
 
TOTAL RETURN

SUPPLEMENTAL DATA AND RATIOS:
Net assets, end of year (millions)
Ratio of expenses to average net assets:
Before expense reimbursement
After expense reimbursement
Ratio of net investment income to average net assets:
Before expense reimbursement
After expense reimbursement
Portfolio turnover rate(2)

 

 

 

 
(1)
The Fund’s current expense limitation agreement, which became effective on February 28, 2017, was in effect for eight months of the year ended October 31, 2017. The Fund previously had an expense limitation agreement in effect from October 26, 2012, to February 28, 2015.
(2)
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


FINANCIAL HIGHLIGHTS — INSTITUTIONAL CLASS
 

 
 

 
Year Ended October 31,
   
2017
   
2016
   
2015
   
2014
   
2013
   
                             
$
16.11
   
$
15.58
   
$
15.02
   
$
13.68
   
$
10.73
   
                                       
                                       
 
(0.12
)
   
(0.43
)
   
(0.25
)
   
(0.26
)
   
(0.12
)
 
 
2.86
     
0.96
     
0.81
     
1.60
     
3.07
   
 
2.74
     
0.53
     
0.56
     
1.34
     
2.95
   
$
18.85
   
$
16.11
   
$
15.58
   
$
15.02
   
$
13.68
   
                                       
 
17.01
%
   
3.40
%
   
3.73
%
   
9.80
%
   
27.49
%
 
                                       
                                       
$
1.22
   
$
0.90
   
$
0.95
   
$
0.93
   
$
1.19
   
                                       
 
3.74
%
   
3.28
%
   
2.76
%
   
2.60
%
   
2.76
%
 
 
1.77
%(1)
   
3.28
%
   
2.44
%
   
1.70
%
   
1.70
%
 
                                       
 
(2.74
)%
   
(2.59
)%
   
(1.92
)%
   
(2.23
)%
   
(2.10
)%
 
 
(0.77
)%(1)
   
(2.59
)%
   
(1.60
)%
   
(1.33
)%
   
(1.04
)%
 
 
267
%
   
80
%
   
163
%
   
204
%
   
164
%
 



 
 

 

The accompanying notes are an integral part of these financial statements.
 
HENNESSY FUNDS
1-800-966-4354
 

17


Financial Statements

Notes to the Financial Statements October 31, 2017
 
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 investment objective of the Fund is long-term 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 12b-1 distribution and service, shareholder servicing, and sub-transfer agent expenses.  There are no sales charges.  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 an individual class.
 
As an investment company, the Fund follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (“FASB”) Accounting Standard Codification Topic 946 “Financial Services—Investment Companies.”
 
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 conform to 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 – No provision for federal income taxes or excise taxes has been made because 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/loss and realized gains/losses for federal income tax purposes may differ from those reported in 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.  The Fund recognizes interest and penalties related to income tax benefits, if any, in the Statement of Operations as an income tax expense.  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.  The Fund may utilize equalization accounting for tax purposes and designate earnings and profits, including net realized gains distributed to shareholders on redemption of shares, as part of the dividends paid deduction for income tax purposes.
   
 
Due to inherent differences in the recognition of income, expenses, and realized gains/losses under GAAP and federal income tax regulations, permanent differences between book and tax basis for reporting for fiscal year 2017 have been identified and appropriately reclassified in the Statement of Assets and Liabilities.  The adjustments are as follows:

 
Accumulated
Accumulated
   
 
Net Investment
Net Realized
   
 
          Loss         
Gain on Investments
Capital Stock
 
 
$123,996
$(142,634)
$18,638
 

 
 
 
HENNESSYFUNDS.COM
18


 
NOTES TO THE FINANCIAL STATEMENTS

 
c).
Accounting for Uncertainty in Income Taxes – The Fund has accounting policies regarding recognition and measurement of tax positions taken or expected to be taken on a tax return.  The tax returns of the Fund for the prior three fiscal years are open for examination.  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.
   
d).
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/losses on investments are allocated to each class of shares based on such class’s net assets.
   
e).
Distributions to Shareholders – Dividends from net investment income for the Fund, if any, are declared and paid annually, usually in December.  Distributions of net realized capital gains, if any, are declared and paid annually, usually in December.
 
f).
Security Transactions – Investment and shareholder transactions are recorded on the trade date.  The Fund determines the realized gain/loss from an investment transaction 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.
   
g).
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.
   
h).
Share Valuation – The net asset value (“NAV”) per share of the Fund is calculated by dividing (i) 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 (ii) 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 NAV per share.
 
3).  SECURITIES VALUATION
 
The Fund follows 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 of changes in valuation techniques and related inputs during the period.  These inputs are summarized in the three broad levels listed below:
 
 
Level 1 –
Unadjusted, quoted prices in active markets for identical instruments that the Fund has the ability to access at the date of measurement.
     
 
Level 2 –
Other significant observable inputs (including, but not limited to, quoted prices in active markets for similar instruments, quoted prices in markets that are not active for identical or similar instruments, and model-derived valuations in which all significant inputs and significant value drivers are
 

HENNESSY FUNDS
1-800-966-4354
 
19


 
   
observable in active markets, such as interest rates, prepayment speeds, credit risk curves, default rates, and similar data).
     
 
Level 3 –
Significant unobservable inputs (including the Fund’s own assumptions about what market participants would use to price the asset or liability based on the best available information) when observable inputs are unavailable.
 
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, partnerships, rights, and real estate investment trusts, that are traded on a securities exchange for which a last-quoted sales price is readily available will generally 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 generally 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 generally 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.  Securities traded on foreign exchanges generally are not valued at the same time the Fund calculates its NAV because most foreign markets close well before such time.  The earlier close of most foreign markets gives rise to the possibility that significant events, including broad market moves, may have occurred in the interim.  In certain circumstances, it may be determined that a security needs to be fair valued because it appears that the value of the security might have been materially affected by events occurring after the close of the market in which the security is principally traded, but before the time the Fund calculates its NAV, such as by a development that affects an entire market or region (e.g., weather-related events) or a potentially global development (e.g., a terrorist attack that may be expected to have an effect on investor expectations worldwide).
   
 
Registered Investment Companies – Investments in registered investment companies (e.g., mutual funds) are generally priced at the ending NAV provided by the applicable registered investment company’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 generally 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 observable market data, such as reported sales of similar securities, broker quotes, yields, bids, offers, and reference data.  Certain securities are valued primarily 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 with an original term to maturity of 60 days or less are valued at amortized cost, which approximates fair market value.  If the original term to maturity of a short-term debt investment exceeded 60 days, then the values as of the 61st day prior to maturity are amortized.  Amortized cost is not used if its use would be inappropriate due to credit
 
 
 
HENNESSYFUNDS.COM
20


 
NOTES TO THE FINANCIAL STATEMENTS

 
 
or other impairments of the issuer, in which case the security’s fair value would be determined, as described below.  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, such as the trading volume of a security and markets, the values of other similar securities, and news events with direct bearing on a security or markets.  Fair value pricing results in an estimated price for a security that reflects the amount the Fund might reasonably expect to receive in a current sale.  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.
 
The fair valuation 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’ values as determined by the Board or its designee instead of being determined by the market.  Using a fair value pricing methodology to price a foreign security may result in a value that is different from the foreign security’s most recent closing price and from the prices used by other investment companies to calculate their NAVs and are generally classified in Level 2 of 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 “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 to determine 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 October 31, 2017, are included in the Schedule of Investments.
 
4).  INVESTMENT TRANSACTIONS
 
Purchases and sales of investment securities (excluding government and short-term investments) for the Fund during fiscal year 2017 were $10,067,071 and $10,129,377, respectively.
 
There were no purchases or sales/maturities of long-term U.S. government securities for the Fund during fiscal year 2017.
 
The Fund is permitted to purchase or sell securities from or to another fund in the Hennessy Funds family of funds (the “Hennessy Funds”) under specified conditions outlined in procedures adopted by the Board.  The procedures have been designed to ensure that any purchase or sale of securities by the Fund from or to another Hennessy Fund complies with Rule 17a-7 of the Investment Company Act of 1940, as amended. 
 

HENNESSY FUNDS
1-800-966-4354
 
21


 
For fiscal year 2017, the Fund did not engage in purchases or sales of securities pursuant to Rule 17a-7 of the Investment Company Act of 1940, as amended.
 
5).  INVESTMENT MANAGEMENT FEE AND OTHER TRANSACTIONS WITH AFFILIATES
 
The Advisor provides the Fund with investment management services under an Investment Advisory Agreement.  The Advisor provides all investment advice, office space, and facilities, as well as 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 an annual rate of 0.74%, effective as of February 28, 2017.  Prior to that date, including in fiscal year 2017 during the period from November 1, 2016, to February 28, 2017, the annual rate was 0.90%.  The net investment advisory fees expensed by the Fund during fiscal year 2017 are included in the Statement of Operations.
 
The Advisor has contractually agreed to limit total annual operating expenses to 0.98% of the Fund’s net assets for both Investor Class shares and Institutional Class shares (excluding all federal, state, and local taxes, interest, brokerage commissions, 12b-1 fees, shareholder servicing fees payable to the Advisor, acquired fund fees and expenses and other costs incurred in connection with the purchase and sale of securities, and extraordinary items) through February 28, 2018.  In addition, in the past, the Advisor had contractually agreed to limit the total annual operating expenses to 1.95% and 1.70% of the Fund’s net assets for Investor Class shares and Institutional Class shares, respectively (excluding interest, taxes, brokerage commissions, dividend expenses, acquired fund fees and expenses, extraordinary legal expenses, any other extraordinary expenses, and, from and after November 1, 2014, 12b-1 fees).  This prior expense limitation agreement for the Fund expired as of February 28, 2015.
 
For a period of three years after the year in which the Advisor waived or reimbursed expenses, the Advisor may seek reimbursement from the Fund to the extent that total annual fund operating expenses are less than the expense limitation that was in effect at the time the Advisor waived or reimbursed expenses.  As of October 31, 2017, cumulative expenses subject to potential recovery under the aforementioned conditions and year of expiration were as follows:
 
 
 
October 31,
   
October 31,
       
 
 
2018
   
2020
   
Total
 
Investor Class
 
$
16,551
   
$
58,612
   
$
75,163
 
Institutional Class
 
$
3,036
   
$
20,906
   
$
23,942
 
 
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.  The shareholder service fees expensed by the Fund during fiscal year 2017 are included in the Statement of Operations.
 
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.  Even though the authorized rate is up to 0.25%, the Fund is currently only using up to 0.15% of its average daily net assets attributable to Investor Class shares for such purpose.  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, shareholder account servicing, the printing and mailing of prospectuses to other than current shareholders, the printing and mailing of
 
 
 
HENNESSYFUNDS.COM
22


 
NOTES TO THE FINANCIAL STATEMENTS

 
sales literature, and compensation for sales and marketing activities or to financial institutions and others, such as dealers and distributors.  The distribution fees expensed by the Fund during fiscal year 2017 are included in the Statement of Operations.
 
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.  The sub-transfer agent fees expensed by the Fund during fiscal year 2017 are included in the Statement of Operations.
 
U.S. Bancorp Fund Services, LLC (“USBFS”) provides the Fund with administrative, fund accounting, and transfer agent services and necessary office equipment.  As administrator, USBFS is responsible for activities such as (i) preparing various federal and state regulatory filings, reports, and returns for the Fund, (ii) preparing reports and materials to be supplied to the Board, (iii) monitoring the activities of the Fund’s custodian, transfer agent, and accountants, and (iv) coordinating the preparation and payment of the Fund’s expenses and reviewing the Fund’s expense accruals.  U.S. Bank, N.A., an affiliate of USBFS, serves as the Fund’s custodian.  The servicing agreements between the Trust, USBFS, and U.S. Bank N.A. contain a fee schedule that is inclusive of administrative, fund accounting, custody, and transfer agent fees.  The administrative, fund accounting, custody, and transfer agent fees expensed by the Fund during fiscal year 2017 are included in the Statement of Operations.
 
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.
 
The officers of the Fund are affiliated with the Advisor.  Such officers, with the exception of the Chief Compliance Officer and the Senior Compliance Officer, receive no compensation from the Fund for serving in their respective roles.  The Fund, along with the other Hennessy Funds, makes reimbursement payments, on an equal basis, to the Advisor for a portion of the salary and benefits associated with the office of the Chief Compliance Officer and for all of the salary and benefits associated with the office of the Senior Compliance Officer.  The compliance fees expensed by the Fund during fiscal year 2017 are included in the Statement of Operations.
 
6).  GUARANTEES AND INDEMNIFICATIONS
 
Under the Hennessy Funds’ organizational documents, their officers and trustees are indemnified by the Hennessy Funds against certain liabilities arising out of the performance of their duties to the Hennessy Funds.  Additionally, in the normal course of business, the Hennessy Funds enter into contracts with service providers that contain general indemnification clauses.  The Fund’s maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Fund that have not yet occurred.  Currently, the Fund expects the risk of loss to be remote.
 
7).  LINE OF CREDIT
 
The Fund has an uncommitted line of credit with the other 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 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
 

HENNESSY FUNDS
1-800-966-4354
 
23

bank, U.S. Bank, N.A.  Borrowings under this arrangement bear interest at the bank’s prime rate and are secured by all of the Fund’s assets (as to its own borrowings only).  During fiscal year 2017, the Fund had an outstanding average daily balance and a weighted average interest rate of $219 and 3.97%, respectively.  The interest expensed by the Fund during fiscal year 2017 is included in the Statement of Operations.  The maximum amount outstanding for the Fund during the period was $80,000.  At October 31, 2017, the Fund did not have any borrowings outstanding under the line of credit.
 
8).  FEDERAL TAX INFORMATION
 
As of October 31, 2017, the components of accumulated earnings (losses) for income tax purposes were as follows:
 
 
 
Investments
 
Cost of investments for tax purposes
 
$
4,099,812
 
Gross tax unrealized appreciation
 
$
533,548
 
Gross tax unrealized depreciation
   
(202,918
)
Net tax unrealized appreciation
 
$
330,630
 
Undistributed ordinary income
 
$
 
Undistributed long-term capital gains
   
391,428
 
Total distributable earnings
 
$
391,428
 
Other accumulated loss
 
$
(22,185
)
Total accumulated gain
 
$
699,873
 
 
The difference between book-basis unrealized appreciation/depreciation (as shown in the Statement of Assets and Liabilities) and tax-basis unrealized appreciation/depreciation (as shown above) is attributable primarily to wash sales.
 
At October 31, 2017, the Fund had no tax basis capital losses to offset future capital gains.
 
During fiscal year 2017, the capital losses utilized for the Fund were $64,213.
 
Capital losses sustained in fiscal year 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 loss incurred during those taxable years will be required to be utilized prior to the losses incurred in taxable years prior to 2012.  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, 2017, the Fund deferred, on a tax basis, a late-year ordinary loss of $22,185.  Late-year ordinary losses are net ordinary losses incurred after December 31, 2016, but within the taxable year, that are deemed to arise on the first day of the Fund’s next taxable year.
 
During fiscal years 2017 and 2016, the Fund did not pay any distributions.
 
9).  EVENTS SUBSEQUENT TO YEAR END
 
Management has evaluated the Fund’s related events and transactions that occurred subsequent to October 31, 2017, through the date of issuance of the Fund’s financial statements.  Other than as disclosed below, management has determined that there were no subsequent events requiring recognition or disclosure in the financial statements.
 
On December 7, 2017, capital gains were declared and paid to shareholders of record on December 6, 2017, as follows:

   
Long-term
 
Investor Class
$1.63413
 
Institutional Class
$1.66909
 
 
 
HENNESSYFUNDS.COM

24


NOTES/REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

Report of Independent Registered Public
 Accounting Firm

To the Board of Trustees of Hennessy Funds Trust
and the Shareholders of the Hennessy Technology Fund
Novato, CA
 
We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of the Hennessy Technology Fund (the “Fund”), a series of Hennessy Funds Trust (the “Trust”) as of October 31, 2017, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Fund’s management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.
 
We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States).  Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement.  The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purposes of expressing an opinion on the effectiveness of the Fund’s internal control over financial reporting. Accordingly, we express no such opinion.  An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements.  Our procedures included confirmation of securities owned as of October 31, 2017, by correspondence with the custodian. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation.  We believe that our audits provide a reasonable basis for our opinion.
 
In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of the Hennessy Technology Fund as of October 31, 2017, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.
 
TAIT, WELLER & BAKER LLP
 
Philadelphia, Pennsylvania
December 22, 2017
 



 



HENNESSY FUNDS
1-800-966-4354
 

25


Trustees and Officers of the Fund (Unaudited)

The business and affairs of the Funds are managed under the direction of the Board of Trustees of the Trust, and the Board of Trustees elects the Officers of the Trust.  Beginning in March 2015, the Board of Trustees has from time to time appointed advisers to the Board of Trustees (“Advisers”), with the intention of having qualified individuals serve in an advisory capacity in order to garner experience in the mutual fund and asset management industry and be considered as potential Trustees in the future.  There are currently three Advisers to the Board of Trustees: Brian Alexander, Doug Franklin, and Claire Knoles.  As Advisers, Mr. Alexander, Mr. Franklin, and Ms. Knoles attend meetings of the Board and act as non-voting participants.  Information pertaining to the Trustees, Advisers, and the Officers of the Trust is set forth below.  The Trustees and Officers serve until their successors are duly elected and qualified or until their earlier death, resignation, or removal.  Each of the Trustees oversees 14 Hennessy Funds.  Unless otherwise indicated, the address of all persons listed below is 7250 Redwood Boulevard, Suite 200, Novato, CA 94945.  The Fund’s Statement of Additional Information includes more information about the persons listed below and is available, without charge, upon request by calling 1-800-966-4354.
 
     
Other
     
Directorships
     
Held Outside
Name, (Year of Birth),
   
of Fund
and Position Held
Start Date
Principal Occupation(s)
Complex During
with the Trust              
of Service
During Past Five Years
Past Five Years(1)
     
Disinterested Trustees and Advisers
   
       
J. Dennis DeSousa
January 1996
Mr. DeSousa is a real estate investor.
None.
(1936)
     
Trustee
     
       
Robert T. Doyle
January 1996
Mr. Doyle has been the Sheriff of
None.
(1947)
 
Marin County, California since 1996.
 
Trustee
     
       
Gerald P. Richardson
May 2004
Mr. Richardson is an independent
None.
(1945)
 
consultant in the securities industry.
 
Trustee
     
       
Brian Alexander
March 2015
Mr. Alexander has been employed
None.
(1981)
 
by Sutter Health Novato Community
 
Adviser to the Board
 
Hospital since 2012, first as an
 
   
Assistant Administrator and then,
 
   
beginning in 2013, as the Chief
 
   
Administrative Officer.  From 2011
 
   
through 2012, Mr. Alexander was
 
   
employed by Sutter Health West Bay
 
   
Region as the Regional Director of
 
   
Strategic Decision Support.
 

 
 

 
 
HENNESSYFUNDS.COM
26


 
TRUSTEES AND OFFICERS OF THE FUND

 
     
Other
     
Directorships
     
Held Outside
Name, (Year of Birth),
   
of Fund
and Position Held
Start Date
Principal Occupation(s)
Complex During
with the Trust              
of Service
During Past Five Years
Past Five Years(1)
       
Doug Franklin
March 2016
Mr. Franklin is a retired insurance
None.
(1964)
 
industry executive.  From 1987
 
Adviser to the Board
 
through 2015, he was employed
 
   
by Allianz-Fireman’s Fund Insurance
 
   
Company in various positions,
 
   
including Chief Actuary and
 
   
Chief Risk Officer.
 
       
Claire Knoles
December 2015
Ms. Knoles is a founder of Kiosk and
None.
(1974)
 
has served as its Chief Operating
 
Adviser to the Board
 
Officer since 2004.  Kiosk is a full
 
   
service marketing agency with
 
   
offices in the San Francisco Bay
 
   
Area, Toronto, and Liverpool, UK.
 
Interested Trustee(2)
     
       
Neil J. Hennessy
January 1996 as
Mr. Hennessy has been employed by
Hennessy
(1956)
a Trustee and
Hennessy Advisors, Inc. since 1989
Advisors, Inc.
Trustee, Chairman of
June 2008 as
and currently serves as its President,
 
the Board, Chief
an Officer
Chairman and Chief Executive Officer.
 
Investment Officer,
     
Portfolio Manager,
     
and President
     

 
Name, (Year of Birth),
   
and Position Held
Start Date
Principal Occupation(s)
with the Trust              
of Service
During Past Five Years
     
Officers
   
     
Teresa M. Nilsen
January 1996
Ms. Nilsen has been employed by Hennessy Advisors, Inc.
(1966)
 
since 1989 and currently serves as its Executive Vice President,
Executive Vice President
 
Chief Operations Officer, Chief Financial Officer, and Secretary.
and Treasurer
   
     
Daniel B. Steadman
March 2000
Mr. Steadman has been employed by Hennessy Advisors, Inc.
(1956)
 
since 2000 and currently serves as its Executive Vice President
Executive Vice President
 
and Chief Compliance Officer.
and Secretary
   
     
Brian Carlson
December 2013
Mr. Carlson has been employed by Hennessy Advisors, Inc.
(1972)
 
since December 2013.  Mr. Carlson was previously a co-founder
Senior Vice President and
 
and principal of Trivium Consultants, LLC from February 2011
Head of Distribution
 
through November 2013.
     
Jennifer Cheskiewicz
June 2013
Ms. Cheskiewicz has been employed by Hennessy Advisors, Inc.
(1977)
 
as its General Counsel since June 2013.  She previously served
Senior Vice President and
 
as in-house counsel to Carlson Capital, L.P., an SEC-registered
Chief Compliance Officer
 
investment advisor to several private funds, from
   
February 2010 to May 2013.

 

HENNESSY FUNDS
1-800-966-4354
 
27


 
Name, (Year of Birth),
   
and Position Held
Start Date
Principal Occupation(s)
with the Trust              
of Service
During Past Five Years
     
David Ellison
October 2012
Mr. Ellison has been employed by Hennessy Advisors, Inc. since
(1958)(3)
 
October 2012.  He has served as a Portfolio Manager of the
Senior Vice President
 
Hennessy Small Cap Financial Fund and the Hennessy Large
and Portfolio Manager
 
Cap Financial Fund since inception. Mr. Ellison also served as a
   
Portfolio Manager of the Hennessy Technology Fund from its
   
inception until February 2017. Mr. Ellison served as Director,
   
CIO and President of FBR Fund Advisers, Inc. from
   
December 1999 to October 2012.
     
Ryan Kelley
March 2013
Mr. Kelley has been employed by Hennessy Advisors, Inc. since
(1972)(4)
 
October 2012.  He has served as a Portfolio Manager of the
Vice President and
 
Hennessy Gas Utility Fund, the Hennessy Small Cap Financial
Portfolio Manager
 
Fund, and the Hennessy Large Cap Financial Fund since
   
October 2014.  He served as Co-Portfolio Manager of the same
   
funds from March 2013 through September 2014, and as a
   
Portfolio Analyst for the Hennessy Funds from October 2012
   
through October 2014.  Mr. Kelley has also served as a Portfolio
   
Manager of the Hennessy Cornerstone Growth Fund, the
   
Hennessy Cornerstone Mid Cap 30 Fund, the Hennessy
   
Cornerstone Large Growth Fund, and the Hennessy
   
Cornerstone Value Fund and as a Co-Portfolio Manager of the
   
Hennessy Technology Fund since February 2017. Mr. Kelley
   
served as Portfolio Manager of FBR Fund Advisers, Inc. from
   
January 2008 to October 2012.
     
Brian Peery
March 2003 as
Mr. Peery has been employed by Hennessy Advisors, Inc. since
(1969)
an Officer and
2002.  He has served as a Portfolio Manager of the Hennessy
Senior Vice President
February 2011
Cornerstone Growth Fund, the Hennessy Cornerstone Mid Cap
and Portfolio Manager
as a Co-Portfolio
30 Fund, the Hennessy Cornerstone Large Growth Fund, the
 
Manager or
Hennessy Cornerstone Value Fund, the Hennessy Total Return
 
Portfolio Manager
Fund, and the Hennessy Balanced Fund since October 2014. 
   
He served as Co-Portfolio Manager of the same funds from
   
February 2011 through September 2014.  Mr. Peery has also
   
served as a Portfolio Manager of the Hennessy Gas Utility Fund
   
since February 2015 and as Lead Portfolio Manager of the
   
Hennessy Technology Fund since February 2017.
     
Daniel P. Hennessy
December 2016
Mr. Daniel Hennessy has been employed by Hennessy Advisors,
(1990)
 
Inc. since 2015. He has served as an Associate Analyst of the
Assistant Vice President
 
Hennessy Technology Fund since February 2017. He previously
and Associate Analyst
 
served as a Mutual Fund Specialist at U.S. Bancorp Fund
   
Services, LLC from November 2014 to July 2015.  Prior to that,
   
he attended the University of San Diego, where he earned a
   
degree in Political Science.
_______________
 
(1)
Messrs. DeSousa, Doyle, Hennessy, and Richardson previously served on the Board of Directors of Hennessy Mutual Funds, Inc. (“HMFI”), The Hennessy Funds, Inc. (“HFI”), and Hennessy SPARX Funds Trust (“HSFT”).  Pursuant to an internal reorganization effective as of February 28, 2014, the series of HFMI, HFI, and HSFT were reorganized into corresponding series of Hennessy Funds Trust that mirrored them.  Subsequent to the reorganization, HFMI, HFI, and HSFT were dissolved.
(2)
Mr. Hennessy is considered an “interested person,” as defined in the Investment Company Act of 1940, as amended, because he is an officer of the Hennessy Funds.
(3)
The address of this officer is 101 Federal Street, Suite 1900, Boston, MA 02110.
(4)
The address of this officer is 1340 Environ Way, Chapel Hill, NC 27517.
 
 
 
HENNESSYFUNDS.COM

28


TRUSTEES AND OFFICERS OF THE FUND




 

 



(This Page Intentionally Left Blank.)
 

 

 

 

 

 


HENNESSY FUNDS
1-800-966-4354
 
29


 
Expense Example (Unaudited)
October 31, 2017

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 May 1, 2017, through October 31, 2017.
 
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 fee is charged by the Fund’s transfer agent.  IRA accounts will be charged a $15 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” or “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
30


 
EXPENSE EXAMPLE

     
Expenses Paid
 
Beginning
Ending
During Period(1)
 
Account Value
Account Value
May 1, 2017 –
 
   May 1, 2017   
October 31, 2017
October 31, 2017
Investor Class
     
Actual
$1,000.00
$1,102.70
$6.52
Hypothetical (5% return before expenses)
$1,000.00
$1,019.00
$6.26
       
Institutional Class
     
Actual
$1,000.00
$1,104.30
$5.20
Hypothetical (5% return before expenses)
$1,000.00
$1,020.27
$4.99
 
(1)
Expenses are equal to the Fund’s annualized expense ratio of 1.23% for Investor Class shares or 0.98% for Institutional Class shares, as applicable, multiplied by the average account value over the period, multiplied by 184/365 days (to reflect one-half year period).

 

 

 

 

 

 

 

 

 


HENNESSY FUNDS
1-800-966-4354
 
31


 
 
How to Obtain a Copy of the Fund’s
Proxy Voting Policy and Proxy Voting Records
 
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/proxy-voting/policy.fs; 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 without charge on both the Hennessy Funds’ website at hennessyfunds.com/proxy-voting/vote.fs 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 a 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 made 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 request an individual copy of a prospectus or financial report at any time.  If you would like to receive separate mailings, please call U.S. Bancorp Fund Services, LLC 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
32


 
PROXY VOTING — PRIVACY POLICY

 
Privacy Policy
 
We collect the following non-public personal information about you:
 
 
information we receive from you on or in applications or other forms, correspondence, or conversations, including, but not limited to, your name, address, phone number, social security number, assets, income, and date of birth; and
 
 
information about your transactions with us, our affiliates, or others, including, but not limited to, your account number and balance, payment history, parties to transactions, cost basis information, and other financial information.
 
We do not disclose any non-public personal information about our current or former shareholders to non-affiliated third parties, except as permitted by law.  For example, we are permitted by law to disclose all of the information we collect, as described above, to our Transfer Agent to process your transactions.  Furthermore, we restrict access to your non-public personal information to those persons who require such information to provide products or services to you.  We maintain physical, electronic, and procedural safeguards that comply with federal standards to guard your non-public personal information.
 
In the event that you hold shares of the Fund through a financial intermediary, including, but not limited to, a broker-dealer, bank, or trust company, the privacy policy of your financial intermediary would govern how your non-public personal information will be shared with non-affiliated third parties.
 








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 Boulevard, 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 Drive, 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
777 East Wisconsin Avenue
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.









ANNUAL REPORT

OCTOBER 31, 2017
 



 
HENNESSY JAPAN FUND
 
Investor Class  HJPNX
Institutional Class  HJPIX







 


hennessyfunds.com  |  1-800-966-4354









(This Page Intentionally Left Blank.)
 

 

 
 

 

CONTENTS
 
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
Report of Independent Registered Public Accounting Firm
   
26
Trustees and Officers of the Fund
   
27
Expense Example
   
30
Proxy Voting Policy and Proxy Voting Records
   
32
Quarterly Schedule of Investments
   
32
Householding
   
32
Privacy Policy
   
33
 
 
 

 
 
HENNESSY FUNDS
1-800-966-4354
 
 

December 2017
 
Dear Hennessy Funds Shareholder:
 
During the 12-month period ended October 31, 2017, the Japanese stock market, as measured by the Tokyo Stock Price Index (TOPIX), increased over 19% in U.S. dollar terms.
 
Although there was a large decline in the Japanese market on the day after the U.S. presidential election in November 2016, the market rebounded over the next several days and gained ground steadily thereafter, spurred by two factors. First, the yen continued to weaken against the U.S. dollar, as a result of expectations for higher interest rates in the U.S. The weak currency encouraged investors to bid up the stock prices of export-oriented Japanese companies in anticipation of higher earnings. Second, market participants raised their expectations for economic growth in the U.S., hoping that President-elect Trump would loosen fiscal policy and jump-start government spending, thereby providing a boost to economic growth globally, which would benefit Japan.
 
The start of 2017 saw minor ebbs and flows in the Japanese stock market. Although the U.S. market continued to rally and provide support for Japanese equities, the Japanese stock market moved sideways for a period as investors became concerned that the exchange rate, which had stalled at 115 yen to one U.S. dollar, would weaken no further. Over the summer months, the Japanese stock market continued to fluctuate, rising when the yen was weak and falling when the yen rallied.
 
The landslide victory in the Lower House for the incumbent Liberal Democratic Party on October 22, 2017, provided a catalyst for investors, securing a stable political back drop for equities and giving Prime Minister Abe an even stronger mandate to continue with his economic reforms. Japanese equities rallied enthusiastically on the news and continued to rise through the end of the period, buoyed also by strong corporate profits growth and confirmation from the Federal Reserve in the U.S. that the central bank would continue with a policy of very gradual monetary tightening.
 
With stocks trading at 15x 2017 earnings, Japan remains an attractive market for global investors. Over the past five years, corporate earnings per share and the TOPIX have both risen by about 120%. In other words, even though the Japanese market has risen, it has not seen any multiple expansion over this time period and is no more expensive today relative to earnings than it was five years ago. In the third calendar quarter, Japan’s GDP grew for the 10th straight quarter, completing the longest stretch of growth since 2006. Such growth was the result of stronger personal consumption (despite the geopolitical concerns over North Korea) and higher capital spending. With Prime Minister Abe’s Liberal Democratic Party landslide victory in the Lower House election in October, we expect business-friendly and pro-growth policies to continue, keeping the economy improving. We believe Japan continues to move in the right direction with a pro-growth central bank and a reform-minded government implementing structural reforms.
 
While Japan continues to enjoy political stability and a sound corporate profits growth environment, we would like to reiterate our call for an acceleration in structural reforms to raise Japan’s potential economic growth rate. We believe these reforms have the power to raise consumer and business confidence so that economic actors can become more forward-looking and possibly prompted to spend money that, in turn, could produce a welcome increase in inflationary pressures. On this point, we find it encouraging that the government and the Bank of Japan have been, and we expect them to continue to be, mindful of the priorities of the business community in the pursuit of sustainable, long-term growth.
 
 
 
HENNESSYFUNDS.COM
 
2

LETTER TO SHAREHOLDERS
 
We remain optimistic about the long-term prospects for Japan and its stock market. Thank you for your continued confidence and investment in our Funds.
 
Sincerely,
 
   
   
   
Tadahiro Fujimura
Masakazu Takeda
Portfolio Manager,
Portfolio Manager,
Hennessy Japan Small Cap Fund;
Hennessy Japan Fund;
Chief Investment Officer
Fund Manager
SPARX Asset Management Co., Ltd.
SPARX Asset Management Co., Ltd.
 
SPARX Asset Management Co., Ltd., located in Tokyo, Japan, is the sub-advisor to the Hennessy Japan Fund and the Hennessy Japan Small Cap Fund.
 
Past performance does not guarantee future results.
 
Mutual fund investing involves risk. Principal loss is possible.
 
Opinions expressed are those of Tadahiro Fujimura and Masakazu Takeda and are subject to change, are not guaranteed and should not be considered investment advice.
 
The Tokyo Stock Price Index (TOPIX) is an unmanaged index commonly used to measure the performance of Japanese stocks. One cannot invest directly in an index.
 
Earnings per share is the portion of a company’s profit allocated to each outstanding share of common stock. It serves as an indicator of a company’s profitability.
 

 
HENNESSY FUNDS
1-800-966-4354
 

3

Performance Overview (Unaudited)
 
 
CHANGE IN VALUE OF $10,000 INVESTMENT
 


 
This graph illustrates the performance of an initial investment of $10,000 made in the Fund ten years ago and assumes the reinvestment of dividends.
 
AVERAGE ANNUAL TOTAL RETURN FOR PERIODS ENDED OCTOBER 31, 2017
 
 
One
Five
Ten
 
Year
Years
Years
Hennessy Japan Fund –
     
  Investor Class (HJPNX)
17.76%
16.30%
7.33%
Hennessy Japan Fund –
     
  Institutional Class (HJPIX)
18.24%
16.63%
7.56%
Russell/Nomura Total MarketTM Index
20.18%
13.21%
3.17%
Tokyo Price Index (TOPIX)
19.47%
13.06%
3.09%
 
Expense ratios:  1.49% (Investor Class); 1.11% (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.  The performance table does not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares.  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 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.  One cannot invest directly in an index.
 
Frank Russell Company (“Russell”) is the source and owner of the trademarks, service marks, and copyrights related to the Russell Indexes.  Russell® is a trademark of Frank Russell Company.  Neither Russell nor its licensors accept any liability for any errors or omissions in the Russell Indexes or Russell ratings or underlying data and no party may rely on any Russell Indexes or Russell ratings or underlying data contained in this communication.  No further distribution of Russell data is permitted without Russell’s express written consent.  Russell does not promote, sponsor, or endorse the content of this communication.
 
 
 
HENNESSYFUNDS.COM
4

PERFORMANCE OVERVIEW
 
The expense ratios presented are from the most recent prospectus.  The expense ratios for the current reporting period are available in the Financial Highlights section of this report.
 
PERFORMANCE NARRATIVE
 
Portfolio Managers Masakazu Takeda, CFA and CMA*, and Yu Shimizu, CMA*
SPARX Asset Management Co., Ltd. (sub-advisor)
 
Performance:
 
For the 12-month period ended October 31, 2017, the Investor Class of the Hennessy Japan Fund returned 17.76%, underperforming both the Russell/Nomura Total Market™ Index and the Tokyo Stock Price Index (TOPIX), which returned 20.18% and 19.47% respectively for the same period, in U.S. Dollar terms.
 
The largest positive contributors to the Fund’s performance among the 33 TOPIX sub-industries were shares in Electric Appliances, Wholesale Trade, and Services businesses. No sub-industry negatively impacted the Fund’s performance over the 12-month period.
 
Among the strongest performing stocks in the Fund during the period were Recruit Holdings Co., Ltd., Japan’s unique print & online media giant specializing in the classified advertising business as well as the provision of HR services, Fuji Seal International, Inc., the world’s leading shrink wrap label manufacturer, and MISUMI Group, Inc., a maker and distributor of metal mold components and precision machinery parts. Shares of Recruit increased on continued strong performance of its business operations, especially its U.S. subsidiary, Indeed, Inc. Shares of Fuji Seal made gains, driven by solid growth in sales. Lastly, shares of MISUMI Group advanced on strong sales and profits growth from both its made-to-order business and its third-party distribution business, the combination of which has created durable barriers to entry for the company as a whole. The Fund continues to hold all of the companies mentioned.
 
As for the laggards, ASICS Corporation, the high performance running shoe maker, SHIMANO, Inc., the largest global bicycle parts manufacturer, and Unicharm Corporation, Japan’s baby and feminine care products maker, were the major detractors to the Fund’s performance. The fall in ASICS is attributable to weakening demand for its products in western markets. Shares of SHIMANO suffered after the company revised down its full-year earnings projections on weaker-than-expected demand growth in Europe and China, along with raw material cost increases. We believe Unicharm, a major exporter to Asian countries, has been lagging as a result of the recent weakness of Asian currencies relative to the yen. The Fund continues to hold all of the companies mentioned.
 
Portfolio Strategy:
 
The Fund seeks long-term capital appreciation by investing in securities of Japanese companies regardless of market capitalization.  We screen for companies that we believe have strong businesses and management, and are trading at an attractive price. Through in-depth and rigorous analysis and on-site research, we identify stocks with a “value gap.”  The portfolio is limited to our best ideas and maintains a concentrated number of holdings.
 
Investment Commentary:
 
Over the period, some stocks in the Fund have continuously lagged the broader market, and we have been an opportunistic buyer of these stocks. As we manage the Fund with a long-term perspective, in any given year there are likely to be both strong performers and weak performers in the portfolio. With our typical low-turnover approach, we rarely sever ties with underperformers unless the businesses are on the verge of losing their
 
 
HENNESSY FUNDS
1-800-966-4354
 
5

competitive advantages. Instead, we try to ignore the crowd and slowly add to these positions while gradually taking profits in the Fund’s best performers. We believe this policy of trimming winners and adding to underperformers has the potential to reduce investment risk for the Fund. On occasion, we may buy an underperforming stock for a period of two to three years.
 
Generally speaking, we believe consensus opinion tends to be a moderately good predictor of both a company’s near-term performance and short-term movements in its stock price. Nevertheless, it tends to be a poor predictor of a company’s performance longer term. We believe contrarian investing can produce successful investment results over the long term. We have been buying shares in the Fund’s laggards because we believe these stocks will recover and perform better in the future. The poorly performing stocks we are buying share certain business characteristics. First, we believe their products and services have a low probability of being exposed to rapid technological change or shifts in consumption trends, which could render their products and services obsolete. Second, they already have a large global customer base that is likely to drive faster demand growth than businesses exposed only to Japan’s domestic market and its demographic headwinds. Third, they have demonstrated the ability to generate consistent cash flows, even during an earnings downtrend. As a result, their financial condition is unlikely to deteriorate significantly even if a recovery in profitability takes longer than initially expected.
 
As patient proponents of this long-term, contrarian investment strategy, we are willing to wait several years before witnessing a recovery in a company’s business and a revival in its share price. This investment approach naturally leads to low turnover for the Fund. In contrast, many professional investors are impatient and are unwilling to tolerate poor investment results for even just a few months, which leads to higher turnover in their funds. We believe our patience, and more importantly, that of our clients, gives us an indispensable edge in beating the market over the long term.


*  Chartered Member of the Security Analysts Association of Japan
 
Opinions expressed are those of the Portfolio Managers as of the date written and are subject to change, are not guaranteed, and should not be considered investment advice or an indication of trading intent.
 
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. One cannot invest directly in an index.
 
The Fund invests in small- and medium-capitalization companies, which may have more limited liquidity and greater price volatility than large-capitalization companies. The Fund invests in the stocks of companies operating in Japan; single-country funds may be subject to a higher degree of risk. The Fund may experience higher fees due to investments in pooled investment vehicles (including ETFs).
 
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.
 
Cash flow refers to the net amount of cash and cash equivalents moving into and out of a company.
 
 
 
HENNESSYFUNDS.COM

6

PERFORMANCE OVERVIEW/SCHEDULE OF INVESTMENTS

Financial Statements
 
Schedule of Investments as of October 31, 2017

 
HENNESSY JAPAN FUND
(% of Net Assets)
 

 
 
TOP TEN HOLDINGS (EXCLUDING CASH/CASH EQUIVALENTS)
 
% NET ASSETS 
Recruit Holdings Co., Ltd.
   
5.86
%
Nidec Corp.
   
5.21
%
Misumi Group, Inc.
   
5.13
%
Daikin Industries
   
4.88
%
Keyence Corp.
   
4.88
%
Softbank Group Co.
   
4.86
%
Sumitomo Mitsui Financial Group, Inc.
   
4.85
%
Mitsubishi Corp.
   
4.83
%
Fast Retailing Co., Ltd.
   
4.83
%
Terumo Corp.
   
4.75
%
 
 
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, as amended, the Fund uses more specific industry classifications.
 
 
HENNESSY FUNDS
1-800-966-4354
 

7

COMMON STOCKS – 95.56%
 
Number
         
% of
 
 
 
of Shares
   
Value
   
Net Assets
 
Consumer Discretionary – 22.06%
                 
Asics Corp.
   
801,700
   
$
12,255,881
     
4.68
%
Fast Retailing Co., Ltd.
   
37,800
     
12,646,942
     
4.83
%
Isuzu Motors, Ltd.
   
438,900
     
6,410,313
     
2.45
%
Ryohin Keikaku Co., Ltd.
   
29,600
     
8,731,913
     
3.33
%
Shimano, Inc.
   
89,100
     
12,192,561
     
4.66
%
Toyota Motor Corp.
   
89,100
     
5,526,524
     
2.11
%
 
           
57,764,134
     
22.06
%
 
                       
Consumer Staples – 14.93%
                       
Japan Tobacco, Inc.
   
368,200
     
12,187,494
     
4.66
%
Kao Corp.
   
196,800
     
11,893,637
     
4.54
%
Pigeon Corp.
   
75,400
     
2,675,788
     
1.02
%
Unicharm Corp.
   
542,200
     
12,338,169
     
4.71
%
 
           
39,095,088
     
14.93
%
 
                       
Financials – 5.94%
                       
Mizuho Financial Group
   
1,573,200
     
2,858,317
     
1.09
%
Sumitomo Mitsui Financial Group, Inc.
   
316,500
     
12,679,855
     
4.85
%
 
           
15,538,172
     
5.94
%
 
                       
Health Care – 9.49%
                       
Rohto Pharmaceutical Co., Ltd.
   
537,700
     
12,411,545
     
4.74
%
Terumo Corp.
   
298,600
     
12,442,751
     
4.75
%
 
           
24,854,296
     
9.49
%
 
                       
Industrials – 30.49%
                       
Daikin Industries
   
115,700
     
12,786,108
     
4.88
%
Kubota Corp.
   
636,900
     
11,983,588
     
4.58
%
Misumi Group, Inc.
   
490,600
     
13,441,239
     
5.13
%
Mitsubishi Corp.
   
540,400
     
12,655,057
     
4.83
%
Nidec Corp.
   
102,500
     
13,630,749
     
5.21
%
Recruit Holdings Co., Ltd.
   
626,100
     
15,350,502
     
5.86
%
 
           
79,847,243
     
30.49
%
 
                       
Information Technology – 4.88%
                       
Keyence Corp.
   
23,000
     
12,770,174
     
4.88
%
 
                       
Materials – 2.91%
                       
Fuji Seal International, Inc.
   
232,200
     
7,620,450
     
2.91
%
 
 
The accompanying notes are an integral part of these financial statements.
 
 
HENNESSYFUNDS.COM
8

SCHEDULE OF INVESTMENTS
 
COMMON STOCKS
 
Number
         
% of
 
 
 
of Shares
   
Value
   
Net Assets
 
Telecommunication Services – 4.86%
                 
Softbank Group Co.
   
143,700
   
$
12,735,009
     
4.86
%
 
                       
Total Common Stocks
                       
  (Cost $177,105,504)
           
250,224,566
     
95.56
%
 
                       
SHORT-TERM INVESTMENTS – 4.34%
                       
 
                       
Money Market Funds – 4.34%
                       
Fidelity Government Portfolio, Institutional Class, 0.92% (a)
   
11,374,965
     
11,374,965
     
4.34
%
 
                       
Total Short-Term Investments
                       
  (Cost $11,374,965)
           
11,374,965
     
4.34
%
 
                       
Total Investments
                       
  (Cost $188,480,469) – 99.90%
           
261,599,531
     
99.90
%
Other Assets in Excess of Liabilities – 0.10%
           
265,813
     
0.10
%
TOTAL NET ASSETS – 100.00%
         
$
261,865,344
     
100.00
%

Percentages are stated as a percent of net assets.

(a)
The rate listed is the fund’s 7-day yield as of October 31, 2017.
 
 

 
The accompanying notes are an integral part of these financial statements.
 
HENNESSY FUNDS
1-800-966-4354
 

9

Summary of Fair Value Exposure at October 31, 2017
 
The following is a summary of the inputs used to value the Fund’s net assets as of October 31, 2017 (See Note 3 in the accompanying notes to the financial statements):
 
Common Stocks
 
Level 1
   
Level 2
   
Level 3
   
Total
 
Consumer Discretionary
 
$
   
$
57,764,134
   
$
   
$
57,764,134
 
Consumer Staples
   
     
39,095,088
     
     
39,095,088
 
Financials
   
     
15,538,172
     
     
15,538,172
 
Health Care
   
     
24,854,296
     
     
24,854,296
 
Industrials
   
     
79,847,243
     
     
79,847,243
 
Information Technology
   
     
12,770,174
     
     
12,770,174
 
Materials
   
     
7,620,450
     
     
7,620,450
 
Telecommunication Services
   
     
12,735,009
     
     
12,735,009
 
Total Common Stocks
 
$
   
$
250,224,566
   
$
   
$
250,224,566
 
Short-Term Investments
                               
Money Market Funds
 
$
11,374,965
   
$
   
$
   
$
11,374,965
 
Total Short-Term Investments
 
$
11,374,965
   
$
   
$
   
$
11,374,965
 
Total Investments
 
$
11,374,965
   
$
250,224,566
   
$
   
$
261,599,531
 
 
Transfers between levels are recognized at the end of the reporting period. During the year ended October 31, 2017, the Fund recognized significant transfers between Levels 1 and 2.
 
Transfers between Level 1 and Level 2 relate to the use of 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. 100% of common stocks held at October 31, 2016, were classified as Level 1. Such securities still held at October 31, 2017, were transferred to Level 2. Other than transfers due to the fair value pricing services, no transfers were recognized.
 
 
 

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

10

SCHEDULE OF INVESTMENTS/STATEMENT OF ASSETS AND LIABILITIES
 
Financial Statements
 
Statement of Assets and Liabilities as of October 31, 2017
 
ASSETS:
     
Investments in securities, at value (cost $188,480,469)
 
$
261,599,531
 
Dividends and interest receivable
   
985,048
 
Receivable for fund shares sold
   
1,167,406
 
Prepaid expenses and other assets
   
31,543
 
Total Assets
   
263,783,528
 
         
LIABILITIES:
       
Payable for securities purchased
   
1,555,683
 
Payable for fund shares redeemed
   
62,518
 
Payable to advisor
   
170,259
 
Payable to administrator
   
38,603
 
Payable to auditor
   
21,305
 
Accrued distribution fees
   
13,134
 
Accrued service fees
   
6,924
 
Accrued trustees fees
   
4,833
 
Accrued expenses and other payables
   
44,925
 
Total Liabilities
   
1,918,184
 
NET ASSETS
 
$
261,865,344
 
         
NET ASSETS CONSIST OF:
       
Capital stock
 
$
195,134,730
 
Accumulated net realized loss on investments
   
(6,371,579
)
Unrealized net appreciation on investments
   
73,102,193
 
Total Net Assets
 
$
261,865,344
 
         
NET ASSETS
       
Investor Class:
       
Shares authorized (no par value)
 
Unlimited
 
Net assets applicable to outstanding Investor Class shares
 
$
84,441,863
 
Shares issued and outstanding
   
2,578,410
 
Net asset value, offering price and redemption price per share
 
$
32.75
 
         
Institutional Class:
       
Shares authorized (no par value)
 
Unlimited
 
Net assets applicable to outstanding Institutional Class shares
 
$
177,423,481
 
Shares issued and outstanding
   
5,273,522
 
Net asset value, offering price and redemption price per share
 
$
33.64
 
 
 
The accompanying notes are an integral part of these financial statements.
 
HENNESSY FUNDS
1-800-966-4354
 

11

Financial Statements
 
Statement of Operations for the year ended October 31, 2017
 
INVESTMENT INCOME:
     
Dividend income(1)
 
$
2,426,073
 
Interest income
   
86,066
 
Total investment income
   
2,512,139
 
         
EXPENSES:
       
Investment advisory fees (See Note 5)
   
1,511,561
 
Sub-transfer agent expenses – Investor Class (See Note 5)
   
173,284
 
Sub-transfer agent expenses – Institutional Class (See Note 5)
   
96,364
 
Administration, fund accounting, custody and transfer agent fees (See Note 5)
   
180,177
 
Distribution fees – Investor Class (See Note 5)
   
108,632
 
Service fees – Investor Class (See Note 5)
   
72,422
 
Federal and state registration fees
   
35,983
 
Compliance expense (See Note 5)
   
28,705
 
Audit fees
   
21,316
 
Reports to shareholders
   
20,566
 
Trustees’ fees and expenses
   
15,821
 
Legal fees
   
1,650
 
Other expenses
   
12,129
 
Total expenses
   
2,278,610
 
NET INVESTMENT INCOME
 
$
233,529
 
         
REALIZED AND UNREALIZED GAINS (LOSSES):
       
Net realized loss on investments
 
$
(281,051
)
Net change in unrealized appreciation on investments
   
36,173,877
 
Net gain on investments
   
35,892,826
 
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS
 
$
36,126,355
 
 
 
 
 
(1)
Net of foreign taxes withheld of $269,138.

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

 
HENNESSYFUNDS.COM
12


STATEMENT OF OPERATIONS/STATEMENTS OF CHANGES IN NET ASSETS

Financial Statements

Statements of Changes in Net Assets
 
   
Year Ended
   
Year Ended
 
   
October 31, 2017
   
October 31, 2016
 
OPERATIONS:
           
Net investment income (loss)
 
$
233,529
   
$
(249,157
)
Net realized gain (loss) on investments
   
(281,051
)
   
1,638,917
 
Net change in unrealized appreciation on investments
   
36,173,877
     
14,734,429
 
Net increase in net assets resulting from operations
   
36,126,355
     
16,124,189
 
                 
CAPITAL SHARE TRANSACTIONS:
               
Proceeds from shares subscribed – Investor Class
   
48,195,357
     
28,493,995
 
Proceeds from shares subscribed – Institutional Class
   
115,058,173
     
46,172,033
 
Cost of shares redeemed – Investor Class
   
(38,068,126
)
   
(36,063,591
)
Cost of shares redeemed – Institutional Class
   
(29,067,977
)
   
(40,793,598
)
Net increase (decrease) in net assets derived
               
  from capital share transactions
   
96,117,427
     
(2,191,161
)
TOTAL INCREASE IN NET ASSETS
   
132,243,782
     
13,933,028
 
                 
NET ASSETS:
               
Beginning of year
   
129,621,562
     
115,688,534
 
End of year
 
$
261,865,344
   
$
129,621,562
 
Undistributed net investment
               
  income (loss), end of year
 
$
   
$
(141,042
)
                 
CHANGES IN SHARES OUTSTANDING:
               
Shares sold – Investor Class
   
1,683,845
     
1,150,149
 
Shares sold – Institutional Class
   
3,882,507
     
1,820,006
 
Shares redeemed – Investor Class
   
(1,329,272
)
   
(1,483,205
)
Shares redeemed – Institutional Class
   
(990,930
)
   
(1,643,088
)
Net increase (decrease) in shares outstanding
   
3,246,150
     
(156,138
)
 
 

 
The accompanying notes are an integral part of these financial statements.
 
HENNESSY FUNDS
1-800-966-4354
 

13

Financial Statements

Financial Highlights
 
For an Investor Class share outstanding throughout each year

 
 
PER SHARE DATA:
Net asset value, beginning of year
 
Income from investment operations:
Net investment loss
Net realized and unrealized gains on investments
Total from investment operations
 
Less distributions:
Dividends from net investment income
Dividends from return of capital
Total distributions
Net asset value, end of year
 
TOTAL RETURN

SUPPLEMENTAL DATA AND RATIOS:
Net assets, end of year (millions)
Ratio of expenses to average net assets
Ratio of net investment loss to average net assets
Portfolio turnover rate(1)
 
 
 
 
 
 
 
(1)
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

FINANCIAL HIGHLIGHTS — INVESTOR CLASS
 
 
 
 
 
Year Ended October 31,
 
2017
   
2016
   
2015
   
2014
   
2013
 
                           
$
27.81
   
$
24.07
   
$
21.77
   
$
19.68
   
$
15.40
 
                                     
                                     
 
(0.03
)
   
(0.11
)
   
(0.10
)
   
(0.06
)
   
(0.04
)
 
4.97
     
3.85
     
2.40
     
2.15
     
4.33
 
 
4.94
     
3.74
     
2.30
     
2.09
     
4.29
 
                                     
                                     
 
     
     
     
     
 
 
     
     
     
     
(0.01
)
 
     
     
     
     
(0.01
)
$
32.75
   
$
27.81
   
$
24.07
   
$
21.77
   
$
19.68
 
                                     
 
17.76
%
   
15.54
%
   
10.56
%
   
10.62
%
   
27.87
%
                                     
                                     
$
84.44
   
$
61.85
   
$
61.56
   
$
27.26
   
$
31.32
 
 
1.46
%
   
1.50
%
   
1.53
%
   
1.70
%
   
1.90
%
 
(0.15
)%
   
(0.38
)%
   
(0.44
)%
   
(0.18
)%
   
(0.35
)%
 
0
%
   
5
%
   
21
%
   
22
%
   
6
%
 
 

 

The accompanying notes are an integral part of these financial statements.
 
HENNESSY FUNDS
1-800-966-4354
 

15

Financial Statements

Financial Highlights
 
For an Institutional Class share outstanding throughout each year

 
 
PER SHARE DATA:
Net asset value, beginning of year

Income from investment operations:
Net investment income (loss)
Net realized and unrealized gains on investments
Total from investment operations

Less distributions:
Dividends from net investment income
Dividends from return of capital
Total distributions
Net asset value, end of year

TOTAL RETURN

SUPPLEMENTAL DATA AND RATIOS:
Net assets, end of year (millions)
Ratio of expenses to average net assets
Ratio of net investment income (loss) to average net assets
Portfolio turnover rate(1)
 
 
 
 
(1)
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

FINANCIAL HIGHLIGHTS — INSTITUTIONAL CLASS
 
 
 
 
 
Year Ended October 31,
 
2017
   
2016
   
2015
   
2014
   
2013
 
                           
$
28.45
   
$
24.55
   
$
22.15
   
$
19.98
   
$
15.60
 
                                     
                                     
 
0.03
     
(0.01
)
   
(0.02
)
   
0.07
     
(0.03
)
 
5.16
     
3.91
     
2.42
     
2.10
     
4.42
 
 
5.19
     
3.90
     
2.40
     
2.17
     
4.39
 
                                     
                                     
 
     
     
     
     
 
 
     
     
     
     
(0.01
)
 
     
     
     
     
(0.01
)
$
33.64
   
$
28.45
   
$
24.55
   
$
22.15
   
$
19.98
 
                                     
 
18.24
%
   
15.89
%
   
10.84
%
   
10.86
%
   
28.19
%
                                     
                                     
$
177.42
   
$
67.78
   
$
54.13
   
$
25.75
   
$
9.07
 
 
1.05
%
   
1.17
%
   
1.27
%
   
1.50
%
   
1.66
%
 
0.30
%
   
(0.03
)%
   
(0.08
)%
   
0.26
%
   
(0.20
)%
 
0
%
   
5
%
   
21
%
   
22
%
   
6
%
 
 
 
 

 

The accompanying notes are an integral part of these financial statements.
 
HENNESSY FUNDS
1-800-966-4354
 
 
17

Financial Statements

Notes to the Financial Statements October 31, 2017
 
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 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.  Each class of shares differs principally in its respective 12b-1 distribution and service, shareholder servicing, and sub-transfer agent expenses.  There are no sales charges.  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 an individual class.
 
As an investment company, the Fund follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (“FASB”) Accounting Standard Codification Topic 946 “Financial Services—Investment Companies.”
 
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 conform to 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 – No provision for federal income taxes or excise taxes has been made because 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/loss and realized gains/losses for federal income tax purposes may differ from those reported in 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.  The Fund recognizes interest and penalties related to income tax benefits, if any, in the Statement of Operations as an income tax expense.  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.  The Fund may utilize equalization accounting for tax purposes and designate earnings and profits, including net realized gains distributed to shareholders on redemption of shares, as part of the dividends paid deduction for income tax purposes.

 
Due to inherent differences in the recognition of income, expenses, and realized gains/losses under GAAP and federal income tax regulations, permanent differences between book and tax basis for reporting for fiscal year 2017 have been identified and appropriately reclassified in the Statement of Assets and Liabilities.  The adjustments are as follows:

 
Accumulated
Accumulated
   
 
Net Investment
Net Realized
   
 
        Income       
Loss on Investments
Capital Stock
 
 
$(92,487)
$15,731,797
$(15,639,310)
 
 
 
 
HENNESSYFUNDS.COM
18

NOTES TO THE FINANCIAL STATEMENTS
 
c).
Accounting for Uncertainty in Income Taxes – The Fund has accounting policies regarding recognition and measurement of tax positions taken or expected to be taken on a tax return.  The tax returns of the Fund for the prior three fiscal years are open for examination.  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.
   
d).
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/losses on investments are allocated to each class of shares based on such class’s net assets.
   
e).
Distributions to Shareholders – Dividends from net investment income for the Fund, if any, are declared and paid annually, usually in December.  Distributions of net realized capital gains, if any, are declared and paid annually, usually in December.
   
f).
Security Transactions – Investment and shareholder transactions are recorded on the trade date.  The Fund determines the realized gain/loss from an investment transaction 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.
   
g).
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.
   
h).
Share Valuation – The net asset value (“NAV”) per share of the Fund is calculated by dividing (i) 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 (ii) 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 NAV per share.
   
i).
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/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.

 
HENNESSY FUNDS
1-800-966-4354
 
 
19

3).  SECURITIES VALUATION
 
The Fund follows 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 of changes in valuation techniques and related inputs during the period.  These inputs are summarized in the three broad levels listed below:
 
 
Level 1 –
Unadjusted, quoted prices in active markets for identical instruments that the Fund has the ability to access at the date of measurement.
     
 
Level 2 –
Other significant observable inputs (including, but not limited to, quoted prices in active markets for similar instruments, quoted prices in markets that are not active for identical or similar instruments, and model-derived valuations in which all significant inputs and significant value drivers are observable in active markets, such as interest rates, prepayment speeds, credit risk curves, default rates, and similar data).
     
 
Level 3 –
Significant unobservable inputs (including the Fund’s own assumptions about what market participants would use to price the asset or liability based on the best available information) when observable inputs are unavailable.
 
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, partnerships, rights, and real estate investment trusts, that are traded on a securities exchange for which a last-quoted sales price is readily available will generally 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 generally 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 generally 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.  Securities traded on foreign exchanges generally are not valued at the same time the Fund calculates its NAV because most foreign markets close well before such time.  The earlier close of most foreign markets gives rise to the possibility that significant events, including broad market moves, may have occurred in the interim.  In certain circumstances, it may be determined that a security needs to be fair valued because it appears that the value of the security might have been materially affected by events occurring after the close of the market in which the security is principally traded, but before the time the Fund calculates its NAV, such as by a development that affects an entire market or region (e.g., weather-related events) or a potentially global development (e.g., a terrorist attack that may be expected to have an effect on investor expectations worldwide).
   
 
Registered Investment Companies – Investments in registered investment companies (e.g., mutual funds) are generally priced at the ending NAV provided by the applicable registered investment company’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 generally valued at market on the basis of valuations furnished by
 
 
 
HENNESSYFUNDS.COM
20


 
NOTES TO THE FINANCIAL STATEMENTS
 
 
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 observable market data, such as reported sales of similar securities, broker quotes, yields, bids, offers, and reference data.  Certain securities are valued primarily 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 with an original term to maturity of 60 days or less are valued at amortized cost, which approximates fair market value.  If the original term to maturity of a short-term debt investment exceeded 60 days, then the values as of the 61st day prior to maturity are amortized.  Amortized cost is not used if its use would be inappropriate due to credit or other impairments of the issuer, in which case the security’s fair value would be determined, as described below.  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, such as the trading volume of a security and markets, the values of other similar securities, and news events with direct bearing on a security or markets.  Fair value pricing results in an estimated price for a security that reflects the amount the Fund might reasonably expect to receive in a current sale.  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.
 
The fair valuation 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’ values as determined by the Board or its designee instead of being determined by the market.  Using a fair value pricing methodology to price a foreign security may result in a value that is different from the foreign security’s most recent closing price and from the prices used by other investment companies to calculate their NAVs and are generally classified in Level 2 of 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 “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 to determine the value of the Fund’s investments.  The inputs or methodology
 
 
HENNESSY FUNDS
1-800-966-4354
 
 
21

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 October 31, 2017, are included in the Schedule of Investments.
 
4).  INVESTMENT TRANSACTIONS
 
Purchases and sales of investment securities (excluding government and short-term investments) for the Fund during fiscal year 2017 were $94,639,014 and $0, respectively.
 
There were no purchases or sales/maturities of long-term U.S. government securities for the Fund during fiscal year 2017.
 
The Fund is permitted to purchase or sell securities from or to another fund in the Hennessy Funds family of funds (the “Hennessy Funds”) under specified conditions outlined in procedures adopted by the Board.  The procedures have been designed to ensure that any purchase or sale of securities by the Fund from or to another Hennessy Fund complies with Rule 17a-7 of the Investment Company Act of 1940, as amended.  For fiscal year 2017, the Fund did not engage in purchases or sales of securities pursuant to Rule 17a-7 of the Investment Company Act of 1940, as amended.
 
5).  INVESTMENT MANAGEMENT FEE AND OTHER TRANSACTIONS WITH AFFILIATES
 
The Advisor provides the Fund with investment management services under an Investment Advisory Agreement.  The Advisor provides all investment advice, office space, and facilities, as well as 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 an annual rate of 0.80%, effective as of March 1, 2016.  Prior to that date, the annual rate was 1.00%.  The net investment advisory fees expensed by the Fund during fiscal year 2017 are included in the Statement of Operations.
 
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-advisory fees from its own assets, and these fees are not an additional expense of the Fund.  For the most recent fiscal year, the Advisor (not the Fund) paid a sub-advisory fee, based upon the daily net assets of the Fund, at a rate of 0.35%.
 
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.  The shareholder service fees expensed by the Fund during fiscal year 2017 are included in the Statement of Operations.
 
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.  Even though the authorized rate is up to 0.25%, the Fund is currently only using up to 0.15% of its average daily net assets attributable to Investor Class shares for such purpose.  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, shareholder account servicing, the printing and mailing of prospectuses to other than current shareholders, the printing and mailing of sales literature, and compensation for sales and marketing activities or to financial institutions and others, such as dealers and distributors.  The distribution fees expensed by the Fund during fiscal year 2017 are included in the Statement of Operations.
 
 
 
HENNESSYFUNDS.COM
22

NOTES TO THE FINANCIAL STATEMENTS
 
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.  The sub-transfer agent fees expensed by the Fund during fiscal year 2017 are included in the Statement of Operations.
 
U.S. Bancorp Fund Services, LLC (“USBFS”) provides the Fund with administrative, fund accounting, and transfer agent services and necessary office equipment.  As administrator, USBFS is responsible for activities such as (i) preparing various federal and state regulatory filings, reports, and returns for the Fund, (ii) preparing reports and materials to be supplied to the Board, (iii) monitoring the activities of the Fund’s custodian, transfer agent, and accountants, and (iv) coordinating the preparation and payment of the Fund’s expenses and reviewing the Fund’s expense accruals.  U.S. Bank, N.A., an affiliate of USBFS, serves as the Fund’s custodian.  The servicing agreements between the Trust, USBFS, and U.S. Bank N.A. contain a fee schedule that is inclusive of administrative, fund accounting, custody, and transfer agent fees.  The administrative, fund accounting, custody, and transfer agent fees expensed by the Fund during fiscal year 2017 are included in the Statement of Operations.
 
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.
 
The officers of the Fund are affiliated with the Advisor.  Such officers, with the exception of the Chief Compliance Officer and the Senior Compliance Officer, receive no compensation from the Fund for serving in their respective roles.  The Fund, along with the other Hennessy Funds, makes reimbursement payments, on an equal basis, to the Advisor for a portion of the salary and benefits associated with the office of the Chief Compliance Officer and for all of the salary and benefits associated with the office of the Senior Compliance Officer.  The compliance fees expensed by the Fund during fiscal year 2017 are included in the Statement of Operations.
 
6).  GUARANTEES AND INDEMNIFICATIONS
 
Under the Hennessy Funds’ organizational documents, their officers and trustees are indemnified by the Hennessy Funds against certain liabilities arising out of the performance of their duties to the Hennessy Funds.  Additionally, in the normal course of business, the Hennessy Funds enter into contracts with service providers that contain general indemnification clauses.  The Fund’s maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Fund that have not yet occurred.  Currently, the Fund expects the risk of loss to be remote.
 
7).  LINE OF CREDIT
 
The Fund has an uncommitted line of credit with the other 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 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 and are secured by all of the Fund’s assets (as to its own borrowings only).  During fiscal year 2017, the Fund did not have any borrowings outstanding under the line of credit.
 
 
HENNESSY FUNDS
1-800-966-4354
 
 
23

8).  FEDERAL TAX INFORMATION
 
As of October 31, 2017, the components of accumulated earnings (losses) for income tax purposes were as follows:
 
 
 
Investments
 
Cost of investments for tax purposes
 
$
188,621,761
 
Gross tax unrealized appreciation
 
$
76,695,159
 
Gross tax unrealized depreciation
   
(3,717,389
)
Net tax unrealized appreciation
 
$
72,977,770
 
Undistributed ordinary income
 
$
 
Undistributed long-term capital gains
   
 
Total distributable earnings
 
$
 
Other accumulated loss
 
$
(6,247,156
)
Total accumulated gain
 
$
66,730,614
 
 
The difference between book-basis unrealized appreciation/depreciation (as shown in the Statement of Assets and Liabilities) and tax-basis unrealized appreciation/depreciation (as shown above) is attributable primarily to wash sales.
 
At October 31, 2017, the Fund had capital loss carryforwards that expire as follows:
 
 
$
6,121,138
   
October 31, 2018
 
$
109,149
   
Unlimited Short-Term
 
Capital losses sustained in fiscal year 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 loss incurred during those taxable years will be required to be utilized prior to the losses incurred in taxable years prior to 2012.  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, 2017, the Fund did not defer, on a tax basis, any late-year ordinary losses.  Late-year ordinary losses are net ordinary losses incurred after December 31, 2016, but within the taxable year, that are deemed to arise on the first day of the Fund’s next taxable year.
 
During fiscal years 2017 and 2016, the Fund did not pay any distributions.
 
9).  CHANGE IN AUDITOR DISCLOSURE
 
On September 11, 2017, the Trust, by action of the Audit Committee of the Board and on behalf of the Fund, the Hennessy Cornerstone Growth Fund, the Hennessy Cornerstone Mid Cap 30 Fund, the Hennessy Cornerstone Large Growth Fund, the Hennessy Cornerstone Value Fund, the Hennessy Total Return Fund, the Hennessy Balanced Fund, and the Hennessy Japan Small Cap Fund (collectively, the “Applicable Funds”), dismissed KPMG LLP (“KPMG”) and engaged Tait, Weller & Baker LLP (“Tait Weller”) to serve as the independent registered public accounting firm to audit the financial statements of all series of the Trust for fiscal year 2017.  Tait Weller previously served as the independent registered public accounting firm for the series of the Trust that are not one of the Applicable Funds.
 
KPMG’s reports on the financial statements for the Applicable Funds for each of fiscal years 2015 and 2016 contained no adverse opinion or disclaimer of opinion, nor were they qualified or modified as to uncertainty, audit scope, or accounting principles.  During fiscal years 2015 and 2016 and the interim period of November 1, 2016, through September 11, 2017 (the “Interim Period”), there were no (i) disagreements with KPMG
 
 
 
HENNESSYFUNDS.COM
24

NOTES TO THE FINANCIAL STATEMENTS
 
on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which disagreements, if not resolved to the satisfaction of KPMG, would have caused it to make reference to the subject matter of the disagreements in connection with its reports on the Applicable Funds’ financial statements for such years, nor (ii) “reportable events” of the kind described in Item 304(a)(1)(v) of Regulation S-K under the Securities Exchange Act of 1934, as amended.
 
During fiscal years 2015 and 2016 and the Interim Period, neither the Applicable Funds nor anyone on behalf of the Applicable Funds has consulted Tait Weller on items that concerned (a) the application of accounting principles to a specified transaction, either completed or proposed, or the type of audit opinion that might be rendered on an Applicable Fund’s financial statements, or (b) the subject of a disagreement (as defined in paragraph (a)(1)(iv) of Item 304 of Regulation S-K and related instructions) or reportable events (as described in paragraph (a)(1)(v) of Item 304 of Regulation S-K).  The selection of Tait Weller does not reflect any disagreements or dissatisfaction by the Applicable Funds, the Board, or the Audit Committee with the performance of KPMG.
 
10).  EVENTS SUBSEQUENT TO YEAR END
 
Management has evaluated the Fund’s related events and transactions that occurred subsequent to October 31, 2017, through the date of issuance of the Fund’s financial statements.  Management has determined that there were no subsequent events requiring recognition or disclosure in the financial statements.
 
 
 
 
 
HENNESSY FUNDS
1-800-966-4354
 
 
25

Report of Independent Registered Public Accounting Firm

To the Board of Trustees of Hennessy Funds Trust
and the Shareholders of the Hennessy Japan Fund
Novato, CA
 
We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of the Hennessy Japan Fund (the “Fund”), a series of Hennessy Funds Trust as of October 31, 2017, and the related statement of operations, the statement of changes in net assets, and the financial highlights for the year then ended. The statement of changes in net assets for the year ended October 31, 2016 and the financial highlights for each of the four years in the period ended October 31, 2016 have been audited by other auditors, whose report dated December 22, 2016 expressed unqualified opinions on such financial statements and financial highlights. These financial statements and financial highlights are the responsibility of the Fund’s management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audit.
 
We conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board (United States).  Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement.  The Fund is not required to have, nor were we engaged to perform, an audit of the Fund’s internal control over financial reporting. Our audit included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purposes of expressing an opinion on the effectiveness of the Fund’s internal control over financial reporting. Accordingly, we express no such opinion.  An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements.  Our procedures included confirmation of securities owned as of October 31, 2017, by correspondence with the custodian and brokers, or other appropriate auditing procedures where replies from brokers were not received.  An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation.  We believe that our audit provides a reasonable basis for our opinion.
 
In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of the Hennessy Japan Fund as of October 31, 2017, the results of its operations, the changes in its net assets, and the financial highlights for the year then ended, in conformity with accounting principles generally accepted in the United States of America.
 
TAIT, WELLER & BAKER LLP
 
Philadelphia, Pennsylvania
December 22, 2017
 
 
 
 
 
 
HENNESSYFUNDS.COM

26

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM/TRUSTEES AND OFFICERS

Trustees and Officers of the Fund (Unaudited)

The business and affairs of the Funds are managed under the direction of the Board of Trustees of the Trust, and the Board of Trustees elects the Officers of the Trust.  Beginning in March 2015, the Board of Trustees has from time to time appointed advisers to the Board of Trustees (“Advisers”), with the intention of having qualified individuals serve in an advisory capacity in order to garner experience in the mutual fund and asset management industry and be considered as potential Trustees in the future.  There are currently three Advisers to the Board of Trustees: Brian Alexander, Doug Franklin, and Claire Knoles.  As Advisers, Mr. Alexander, Mr. Franklin, and Ms. Knoles attend meetings of the Board and act as non-voting participants.  Information pertaining to the Trustees, Advisers, and the Officers of the Trust is set forth below.  The Trustees and Officers serve until their successors are duly elected and qualified or until their earlier death, resignation, or removal.  Each of the Trustees oversees 14 Hennessy Funds.  Unless otherwise indicated, the address of all persons listed below is 7250 Redwood Boulevard, Suite 200, Novato, CA 94945.  The Fund’s Statement of Additional Information includes more information about the persons listed below and is available, without charge, upon request by calling 1-800-966-4354.
 
     
Other
     
Directorships
     
Held Outside
Name, (Year of Birth),
   
of Fund
and Position Held
Start Date
Principal Occupation(s)
Complex During
with the Trust              
of Service
During Past Five Years
Past Five Years(1)
 
Disinterested Trustees and Advisers 
       
J. Dennis DeSousa
January 1996
Mr. DeSousa is a real estate investor.
None.
(1936)
     
Trustee
     
       
Robert T. Doyle
January 1996
Mr. Doyle has been the Sheriff of
None.
(1947)
 
Marin County, California since 1996.
 
Trustee
     
       
Gerald P. Richardson
May 2004
Mr. Richardson is an independent
None.
(1945)
 
consultant in the securities industry.
 
Trustee
     
       
Brian Alexander
March 2015
Mr. Alexander has been employed
None.
(1981)
 
by Sutter Health Novato Community
 
Adviser to the Board
 
Hospital since 2012, first as an
 
   
Assistant Administrator and then,
 
   
beginning in 2013, as the Chief
 
   
Administrative Officer.  From 2011
 
   
through 2012, Mr. Alexander was
 
   
employed by Sutter Health West Bay
 
   
Region as the Regional Director of
 
   
Strategic Decision Support.
 
 

 
 
HENNESSY FUNDS
1-800-966-4354
 
 
27


 
     
Other
     
Directorships
     
Held Outside
Name, (Year of Birth),
   
of Fund
and Position Held
Start Date
Principal Occupation(s)
Complex During
with the Trust              
of Service
During Past Five Years
Past Five Years(1)
       
Doug Franklin
March 2016
Mr. Franklin is a retired insurance
None.
(1964)
 
industry executive.  From 1987
 
Adviser to the Board
 
through 2015, he was employed
 
   
by Allianz-Fireman’s Fund Insurance
 
   
Company in various positions,
 
   
including Chief Actuary and
 
   
Chief Risk Officer.
 
       
Claire Knoles
December 2015
Ms. Knoles is a founder of Kiosk and
None.
(1974)
 
has served as its Chief Operating
 
Adviser to the Board
 
Officer since 2004.  Kiosk is a full
 
   
service marketing agency with
 
   
offices in the San Francisco Bay
 
   
Area, Toronto, and Liverpool, UK.
 
       
Interested Trustee(2)
     
       
Neil J. Hennessy
January 1996 as
Mr. Hennessy has been employed by
Hennessy
(1956)
a Trustee and
Hennessy Advisors, Inc. since 1989
Advisors, Inc.
Trustee, Chairman of
June 2008 as
and currently serves as its President,
 
the Board, Chief
an Officer
Chairman and Chief Executive Officer.
 
Investment Officer,
     
Portfolio Manager,
     
and President
     

 
Name, (Year of Birth),
   
and Position Held
Start Date
Principal Occupation(s)
with the Trust              
of Service
During Past Five Years
     
Officers
   
     
Teresa M. Nilsen
January 1996
Ms. Nilsen has been employed by Hennessy Advisors, Inc.
(1966)
 
since 1989 and currently serves as its Executive Vice President,
Executive Vice President
 
Chief Operations Officer, Chief Financial Officer, and Secretary.
and Treasurer
   
     
     
Daniel B. Steadman
March 2000
Mr. Steadman has been employed by Hennessy Advisors, Inc.
(1956)
 
since 2000 and currently serves as its Executive Vice President
Executive Vice President
 
and Chief Compliance Officer.
and Secretary
   
     
     
Brian Carlson
December 2013
Mr. Carlson has been employed by Hennessy Advisors, Inc.
(1972)
 
since December 2013.  Mr. Carlson was previously a co-founder
Senior Vice President and
 
and principal of Trivium Consultants, LLC from February 2011
Head of Distribution
 
through November 2013.
     
     
Jennifer Cheskiewicz
June 2013
Ms. Cheskiewicz has been employed by Hennessy Advisors, Inc.
(1977)
 
as its General Counsel since June 2013.  She previously served
Senior Vice President and
 
as in-house counsel to Carlson Capital, L.P., an SEC-registered
Chief Compliance Officer
 
investment advisor to several private funds, from
   
February 2010 to May 2013.

 
 
HENNESSYFUNDS.COM
28

TRUSTEES AND OFFICERS OF THE FUND
 
Name, (Year of Birth),
   
and Position Held
Start Date
Principal Occupation(s)
with the Trust              
of Service
During Past Five Years
     
David Ellison
October 2012
Mr. Ellison has been employed by Hennessy Advisors, Inc. since
(1958)(3)
 
October 2012.  He has served as a Portfolio Manager of the
Senior Vice President
 
Hennessy Small Cap Financial Fund and the Hennessy Large
and Portfolio Manager
 
Cap Financial Fund since inception. Mr. Ellison also served as a
   
Portfolio Manager of the Hennessy Technology Fund from its
   
inception until February 2017. Mr. Ellison served as Director,
   
CIO and President of FBR Fund Advisers, Inc. from
   
December 1999 to October 2012.
     
Ryan Kelley
March 2013
Mr. Kelley has been employed by Hennessy Advisors, Inc. since
(1972)(4)
 
October 2012.  He has served as a Portfolio Manager of the
Vice President and
 
Hennessy Gas Utility Fund, the Hennessy Small Cap Financial
Portfolio Manager
 
Fund, and the Hennessy Large Cap Financial Fund since
   
October 2014.  He served as Co-Portfolio Manager of the same
   
funds from March 2013 through September 2014, and as a
   
Portfolio Analyst for the Hennessy Funds from October 2012
   
through October 2014.  Mr. Kelley has also served as a Portfolio
   
Manager of the Hennessy Cornerstone Growth Fund, the
   
Hennessy Cornerstone Mid Cap 30 Fund, the Hennessy
   
Cornerstone Large Growth Fund, and the Hennessy
   
Cornerstone Value Fund and as a Co-Portfolio Manager of the
   
Hennessy Technology Fund since February 2017. Mr. Kelley
   
served as Portfolio Manager of FBR Fund Advisers, Inc. from
   
January 2008 to October 2012.
     
Brian Peery
March 2003 as
Mr. Peery has been employed by Hennessy Advisors, Inc. since
(1969)
an Officer and
2002.  He has served as a Portfolio Manager of the Hennessy
Senior Vice President
February 2011
Cornerstone Growth Fund, the Hennessy Cornerstone Mid Cap
and Portfolio Manager
as a Co-Portfolio
30 Fund, the Hennessy Cornerstone Large Growth Fund, the
 
Manager or
Hennessy Cornerstone Value Fund, the Hennessy Total Return
 
Portfolio Manager
Fund, and the Hennessy Balanced Fund since October 2014. 
   
He served as Co-Portfolio Manager of the same funds from
   
February 2011 through September 2014.  Mr. Peery has also
   
served as a Portfolio Manager of the Hennessy Gas Utility Fund
   
since February 2015 and as Lead Portfolio Manager of the
   
Hennessy Technology Fund since February 2017.
     
Daniel P. Hennessy
December 2016
Mr. Daniel Hennessy has been employed by Hennessy Advisors,
(1990)
 
Inc. since 2015. He has served as an Associate Analyst of the
Assistant Vice President
 
Hennessy Technology Fund since February 2017. He previously
and Associate Analyst
 
served as a Mutual Fund Specialist at U.S. Bancorp Fund
   
Services, LLC from November 2014 to July 2015.  Prior to that,
   
he attended the University of San Diego, where he earned a
   
degree in Political Science.
 
(1)
Messrs. DeSousa, Doyle, Hennessy, and Richardson previously served on the Board of Directors of Hennessy Mutual Funds, Inc. (“HMFI”), The Hennessy Funds, Inc. (“HFI”), and Hennessy SPARX Funds Trust (“HSFT”).  Pursuant to an internal reorganization effective as of February 28, 2014, the series of HFMI, HFI, and HSFT were reorganized into corresponding series of Hennessy Funds Trust that mirrored them.  Subsequent to the reorganization, HFMI, HFI, and HSFT were dissolved.
(2)
Mr. Hennessy is considered an “interested person,” as defined in the Investment Company Act of 1940, as amended, because he is an officer of the Hennessy Funds.
(3)
The address of this officer is 101 Federal Street, Suite 1900, Boston, MA 02110.
(4)
The address of this officer is 1340 Environ Way, Chapel Hill, NC 27517.

 
HENNESSY FUNDS
1-800-966-4354
 
 
29

Expense Example (Unaudited)
October 31, 2017
 
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 May 1, 2017, through October 31, 2017.
 
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 fee is charged by the Fund’s transfer agent.  IRA accounts will be charged a $15 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” or “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
30


 
EXPENSE EXAMPLE

               
Expenses Paid
 
   
Beginning
   
Ending
   
During Period(1)
 
   
Account Value
   
Account Value
   
May 1, 2017 –
 
   
May 1, 2017
   
October 31, 2017
   
October 31, 2017
 
                   
Investor Class
                 
Actual
 
$
1,000.00
   
$
1,152.80
   
$
7.92
 
Hypothetical (5% return before expenses)
 
$
1,000.00
   
$
1,017.85
   
$
7.43
 
                         
Institutional Class
                       
Actual
 
$
1,000.00
   
$
1,154.80
   
$
5.70
 
Hypothetical (5% return before expenses)
 
$
1,000.00
   
$
1,019.91
   
$
5.35
 

(1)
Expenses are equal to the Fund’s annualized expense ratio of 1.46% for Investor Class shares or 1.05% for Institutional Class shares, as applicable, multiplied by the average account value over the period, multiplied by 184/365 days (to reflect one-half year period).
 
 
 
 
 
 
 
 
HENNESSY FUNDS
1-800-966-4354
 

31

How to Obtain a Copy of the Fund’s
Proxy Voting Policy and Proxy Voting Records
 
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/proxy-voting/policy.fs; 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 without charge on both the Hennessy Funds’ website at hennessyfunds.com/proxy-voting/vote.fs 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 a 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 made 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 request an individual copy of a prospectus or financial report at any time.  If you would like to receive separate mailings, please call U.S. Bancorp Fund Services, LLC 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

32

PROXY VOTING — PRIVACY POLICY
 
Privacy Policy
 
We collect the following non-public personal information about you:
 
 
information we receive from you on or in applications or other forms, correspondence, or conversations, including, but not limited to, your name, address, phone number, social security number, assets, income, and date of birth; and
     
 
information about your transactions with us, our affiliates, or others, including, but not limited to, your account number and balance, payment history, parties to transactions, cost basis information, and other financial information.
 
We do not disclose any non-public personal information about our current or former shareholders to non-affiliated third parties, except as permitted by law.  For example, we are permitted by law to disclose all of the information we collect, as described above, to our Transfer Agent to process your transactions.  Furthermore, we restrict access to your non-public personal information to those persons who require such information to provide products or services to you.  We maintain physical, electronic, and procedural safeguards that comply with federal standards to guard your non-public personal information.
 
In the event that you hold shares of the Fund through a financial intermediary, including, but not limited to, a broker-dealer, bank, or trust company, the privacy policy of your financial intermediary would govern how your non-public personal information will be shared with non-affiliated third parties.
 
 
 
 
 
 
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 Boulevard, 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 Drive, 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
777 East Wisconsin Avenue
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.





 

ANNUAL REPORT

OCTOBER 31, 2017
 



 
HENNESSY JAPAN SMALL CAP FUND
 
Investor Class  HJPSX
Institutional Class  HJSIX








hennessyfunds.com  |  1-800-966-4354
 











(This Page Intentionally Left Blank.)
 

 
 
 

 

 

CONTENTS
 
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
   
19
Report of Independent Registered Public Accounting Firm
   
27
Trustees and Officers of the Fund
   
28
Expense Example
   
32
Proxy Voting Policy and Proxy Voting Records
   
34
Quarterly Schedule of Investments
   
34
Federal Tax Distribution Information
   
34
Householding
   
34
Privacy Policy
   
35
 
 
 
 
 
 
HENNESSY FUNDS
1-800-966-4354
 
 

December 2017
 
Dear Hennessy Funds Shareholder:
 

During the 12-month period ended October 31, 2017, the Japanese stock market, as measured by the Tokyo Stock Price Index (TOPIX), increased over 19% in U.S. dollar terms.
 
Although there was a large decline in the Japanese market on the day after the U.S. presidential election in November 2016, the market rebounded over the next several days and gained ground steadily thereafter, spurred by two factors. First, the yen continued to weaken against the U.S. dollar, as a result of expectations for higher interest rates in the U.S. The weak currency encouraged investors to bid up the stock prices of export-oriented Japanese companies in anticipation of higher earnings. Second, market participants raised their expectations for economic growth in the U.S., hoping that President-elect Trump would loosen fiscal policy and jump-start government spending, thereby providing a boost to economic growth globally, which would benefit Japan.
 
The start of 2017 saw minor ebbs and flows in the Japanese stock market. Although the U.S. market continued to rally and provide support for Japanese equities, the Japanese stock market moved sideways for a period as investors became concerned that the exchange rate, which had stalled at 115 yen to one U.S. dollar, would weaken no further. Over the summer months, the Japanese stock market continued to fluctuate, rising when the yen was weak and falling when the yen rallied.
 
The landslide victory in the Lower House for the incumbent Liberal Democratic Party on October 22, 2017, provided a catalyst for investors, securing a stable political back drop for equities and giving Prime Minister Abe an even stronger mandate to continue with his economic reforms. Japanese equities rallied enthusiastically on the news and continued to rise through the end of the period, buoyed also by strong corporate profits growth and confirmation from the Federal Reserve in the U.S. that the central bank would continue with a policy of very gradual monetary tightening.
 
With stocks trading at 15x 2017 earnings, Japan remains an attractive market for global investors. Over the past five years, corporate earnings per share and the TOPIX have both risen by about 120%. In other words, even though the Japanese market has risen, it has not seen any multiple expansion over this time period and is no more expensive today relative to earnings than it was five years ago. In the third calendar quarter, Japan’s GDP grew for the 10th straight quarter, completing the longest stretch of growth since 2006. Such growth was the result of stronger personal consumption (despite the geopolitical concerns over North Korea) and higher capital spending. With Prime Minister Abe’s Liberal Democratic Party landslide victory in the Lower House election in October, we expect business-friendly and pro-growth policies to continue, keeping the economy improving. We believe Japan continues to move in the right direction with a pro-growth central bank and a reform-minded government implementing structural reforms.
 
While Japan continues to enjoy political stability and a sound corporate profits growth environment, we would like to reiterate our call for an acceleration in structural reforms to raise Japan’s potential economic growth rate. We believe these reforms have the power to raise consumer and business confidence so that economic actors can become more forward-looking and possibly prompted to spend money that, in turn, could produce a welcome increase in inflationary pressures. On this point, we find it encouraging that the government and the Bank of Japan have been, and we expect them to continue to be, mindful of the priorities of the business community in the pursuit of sustainable, long-term growth.
 
 
 
HENNESSYFUNDS.COM
 
2

LETTER TO SHAREHOLDERS

We remain optimistic about the long-term prospects for Japan and its stock market. Thank you for your continued confidence and investment in our Funds.
 
Sincerely,
 
   
   
Tadahiro Fujimura
Masakazu Takeda
Portfolio Manager,
Portfolio Manager,
Hennessy Japan Small Cap Fund;
Hennessy Japan Fund;
Chief Investment Officer
Fund Manager
SPARX Asset Management Co., Ltd.
SPARX Asset Management Co., Ltd.
 
SPARX Asset Management Co., Ltd., located in Tokyo, Japan, is the sub-advisor to the Hennessy Japan Fund and the Hennessy Japan Small Cap Fund.
 
 
Past performance does not guarantee future results.
 
Mutual fund investing involves risk. Principal loss is possible.
 
Opinions expressed are those of Tadahiro Fujimura and Masakazu Takeda and are subject to change, are not guaranteed and should not be considered investment advice.
 
The Tokyo Stock Price Index (TOPIX) is an unmanaged index commonly used to measure the performance of Japanese stocks. One cannot invest directly in an index.
 
Earnings per share is the portion of a company’s profit allocated to each outstanding share of common stock. It serves as an indicator of a company’s profitability.
 
 
 
HENNESSY FUNDS
1-800-966-4354
 

3

Performance Overview (Unaudited)
 
 
CHANGE IN VALUE OF $10,000 INVESTMENT
 
 
 
This graph illustrates the performance of an initial investment of $10,000 made in the Fund ten years ago and assumes the reinvestment of dividends.
 
AVERAGE ANNUAL TOTAL RETURN FOR PERIODS ENDED OCTOBER 31, 2017
 
 
One
Five
Ten
 
Year
Years
Years
Hennessy Japan Small Cap Fund –
     
  Investor Class (HJPSX)
34.82%
21.35%
10.35%
Hennessy Japan Small Cap Fund –
     
  Institutional Class (HJSIX)(1)
35.17%
21.50%
10.41%
Russell/Nomura Small CapTM Index
24.61%
15.88%
7.01%
Tokyo Price Index (TOPIX)
19.47%
13.06%
3.09%
 
Expense ratios:  1.84% (Investor Class); 1.51% (Institutional Class)
 
(1)
The inception date of Institutional Class shares is June 15, 2015.  Performance shown prior to the inception of Institutional Class shares reflects the performance of Investor Class shares and includes expenses that are not applicable to, and are higher than, those of Institutional Class shares.
 
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.  The performance table does not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares.  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 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.  One cannot invest directly in an index.
 
Frank Russell Company (“Russell”) is the source and owner of the trademarks, service marks, and copyrights related to the Russell Indexes.  Russell® is a trademark of Frank Russell Company.  Neither Russell nor its licensors accept any liability for any errors or omissions in the Russell Indexes or Russell ratings or underlying data and no party may rely on any Russell Indexes or Russell ratings or underlying data contained in this
 
 
 
HENNESSYFUNDS.COM
4

PERFORMANCE OVERVIEW

communication.  No further distribution of Russell data is permitted without Russell’s express written consent.  Russell does not promote, sponsor, or endorse the content of this communication.
 
The expense ratios presented are from the most recent prospectus.  The expense ratios for the current reporting period are available in the Financial Highlights section of this report.
 
PERFORMANCE NARRATIVE
 
Portfolio Managers Tadahiro Fujimura, CFA and CMA*, and Tetsuya Hirano, CMA*
SPARX Asset Management Co., Ltd. (sub-advisor)
 
Performance:
 
For the 12-month period ended October 31, 2017, the Investor Class of the Hennessy Japan Small Cap Fund returned 34.82%, outperforming both the Russell/Nomura Small Cap™ Index and the Tokyo Stock Price Index (TOPIX), which returned 24.61% and 19.47% for the same period, respectively, in U.S. Dollar terms.
 
The largest positive contributors to the Fund’s performance among the 33 TOPIX sub-industries were Machinery and Electric Appliances. Over the period, Machinery companies performed well due to strong demand for automation products used to improve factory productivity. In the latter half of the period, Electric Appliances companies contributed most to the positive performance of the Fund, driven by demand for semiconductors. The Fund’s strategy of avoiding investments in banks also contributed positively to the Fund’s performance. The worst performing sector was Insurance.
 
Among the stocks that performed well over the period, Nittoku Engineering Co., Ltd., which produces automatic winding machines, had the greatest positive impact on the Fund’s performance. Strong demand for products used in electric vehicles, such as coil-forming machines, was one of the main drivers of the company’s good performance. Another positive contributor to Fund performance was KOA Corporation, which produces resistors. Demand from customers producing in-vehicle parts and electric appliances such as air conditioners remained strong, which supported an improvement in the company’s profitability. Nissei ASB Machine Co., Ltd., the world’s second largest manufacturer of machines that produce plastic bottles, was another positive contributor. Favorable changes in several developing countries, including India, helped increase sales volumes.
 
As for laggards, Adastria Co., Ltd., a women’s apparel retailer, was the worst performer this year. Sales in Japan were below market expectations due to some unusual weather events. Additionally, due to stiff competition, the company’s operations in China also disappointed investors. Toyo Denki Seizo K.K., an electrical equipment producer for drive trains and automobile testing equipment, also detracted from performance. Orders had been strong, but its earnings were impacted by a delay in the opening of a new factory and worsening profitability. Press Kogyo Co., Ltd., a producer of auto components, also performed poorly as earnings were impacted by the slower than expected recovery in profitability of the company’s operations in Thailand.  The Fund continues to hold all companies mentioned expect for Adastria and Press Kogyo.
 
Portfolio Strategy:
 
The Fund seeks long-term capital appreciation by investing in securities of smaller Japanese companies, defined as those with market capitalizations in the bottom 15% of all Japanese companies.  It screens for small-caps that we believe have strong businesses and management, and are trading at an attractive price. Through in-depth and rigorous
 
 
HENNESSY FUNDS
1-800-966-4354
 
5

analysis and on-site research, we identify stocks with a “value gap.”  The portfolio is limited to our best ideas and is unconfined to benchmarks.
 
Investment Commentary:
 
Some investors have already started to express concern over the possibility of a correction in the Japanese stock market, which closed at its highest level in the last 20 years on November 9, 2017. However, when we consider Japan’s performance, especially over a longer time frame, the Japanese stock market’s recent rally looks less troubling. The Japanese market has been supported recently by strong fundamental factors, such as the good performance of the U.S. stock market, robust corporate profits growth, a weaker yen, and a stable situation politically. Moreover, since the 1990s, the Japanese stock market has lagged behind other developed countries’ markets significantly, due, in part, to the problem of persistent deflation. We believe the recent rally is only the start of a recovery in performance for the Japanese stock market, and that at the current level, the market has not fully priced in the improvement in the inflationary environment or the other economic and regulatory achievements of the recent past. Moreover, the PE multiple of the market remains consistent with its near-term historical averages and well below its long-term historical averages. Considering the growth potential for Japanese companies, we believe the market remains attractive going forward. Small caps outperformed large caps this past year, but they remain attractive due to their higher growth potential.
 
Our investment strategy remains unchanged. We invest in companies based on our fundamental bottom-up approach. In the current environment, we believe smaller and newer companies have more opportunities to grow than companies in more established industries. We intend to focus our investments to take advantage of structural changes brought about by technological innovation, an aging society, and other economic and social developments.
 


*  Chartered Member of the Security Analysts Association of Japan
 
Opinions expressed are those of the Portfolio Managers as of the date written and are subject to change, are not guaranteed, and should not be considered investment advice or an indication of trading intent.
 
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. One cannot invest directly in an index.
 
The Fund invests in small- and medium-capitalization companies, which may have more limited liquidity and greater price volatility than large-capitalization companies. The Fund invests in the stocks of companies operating in Japan; single-country funds may be subject to a higher degree of risk. The Fund may experience higher fees due to investments in pooled investment vehicles (including ETFs). Please see the Fund’s prospectus for a more complete discussion of these and other risks.
 
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.

 
 
HENNESSYFUNDS.COM
6

PERFORMANCE OVERVIEW/SCHEDULE OF INVESTMENTS

Financial Statements
 
Schedule of Investments as of October 31, 2017

 
HENNESSY JAPAN SMALL CAP FUND
(% of Net Assets)
 
 

TOP TEN HOLDINGS (EXCLUDING CASH/CASH EQUIVALENTS)
 
% NET ASSETS 
MIRAIT Holdings Corp.
   
2.01
%
LINTEC Corp.
   
1.95
%
Hanwa Co., Ltd.
   
1.94
%
Mimaki Engineering Co., Ltd.
   
1.92
%
Nippon Koei Co., Ltd.
   
1.90
%
Sanko Gosei, Ltd.
   
1.90
%
Nihon Unisys, Ltd.
   
1.88
%
BELLSYSTEM24 Holdings, Inc.
   
1.87
%
Asia Pile Holdings Co.
   
1.86
%
Hamakyorex Co., Ltd.
   
1.86
%
 
 
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, as amended, the Fund uses more specific industry classifications.
 
HENNESSY FUNDS
1-800-966-4354
 
 
7

COMMON STOCKS – 90.69%
 
Number
         
% of
 
 
 
of Shares
   
Value
   
Net Assets
 
Consumer Discretionary – 16.73%
                 
Adastria Co., Ltd.
   
39,000
   
$
850,060
     
0.86
%
Aeon Fantasy Co.
   
21,900
     
859,939
     
0.87
%
DCM Holdings Co., Ltd.
   
192,500
     
1,768,435
     
1.79
%
Doshisha Co., Ltd.
   
81,400
     
1,788,757
     
1.82
%
Foster Electric Co., Ltd.
   
74,200
     
1,741,571
     
1.77
%
Hiramatsu, Inc.
   
255,100
     
1,405,986
     
1.43
%
Honeys Co., Ltd.
   
123,100
     
1,302,725
     
1.32
%
Nippon Seiki Co., Ltd.
   
65,000
     
1,506,248
     
1.53
%
Pacific Industrial Co., Ltd.
   
72,700
     
945,306
     
0.96
%
Seiren Co., Ltd.
   
79,800
     
1,392,798
     
1.41
%
Starts Corp., Inc.
   
66,500
     
1,803,552
     
1.83
%
Sun Corp.
   
165,500
     
1,127,110
     
1.14
%
 
           
16,492,487
     
16.73
%
 
                       
Financials – 2.47%
                       
AEON Financial Service Co., Ltd.
   
61,600
     
1,322,951
     
1.34
%
INTELLEX Co., Ltd.
   
59,700
     
525,389
     
0.54
%
Lifenet Insurance Co.
   
165,100
     
583,057
     
0.59
%
 
           
2,431,397
     
2.47
%
 
                       
Health Care – 3.34%
                       
JEOL Ltd.
   
302,000
     
1,599,747
     
1.62
%
Ship Healthcare Holdings, Inc.
   
54,200
     
1,694,937
     
1.72
%
 
           
3,294,684
     
3.34
%
 
                       
Industrials – 43.24%
                       
BELLSYSTEM24 Holdings, Inc.
   
168,600
     
1,845,079
     
1.87
%
Benefit One, Inc.
   
70,600
     
1,356,325
     
1.38
%
Bunka Shutter Co., Ltd.
   
169,500
     
1,444,462
     
1.47
%
Daihen Corp.
   
157,000
     
1,414,714
     
1.43
%
Fuji Machine Manufacturing Co., Ltd.
   
83,600
     
1,594,554
     
1.62
%
Hamakyorex Co., Ltd.
   
65,300
     
1,832,413
     
1.86
%
Hanwa Co., Ltd.
   
50,300
     
1,909,130
     
1.94
%
Hito Communication, Inc.
   
97,400
     
1,719,931
     
1.74
%
Kanematsu Corp.
   
139,100
     
1,829,931
     
1.86
%
Kito Corp.
   
134,300
     
1,724,867
     
1.75
%
Kondotec, Inc.
   
147,100
     
1,561,963
     
1.58
%
 
 
The accompanying notes are an integral part of these financial statements.
 
 
HENNESSYFUNDS.COM

8

SCHEDULE OF INVESTMENTS

COMMON STOCKS
 
Number
         
% of
 
 
 
of Shares
   
Value
   
Net Assets
 
Industrials (Continued)
                 
Maeda Kosen Co., Ltd.
   
78,900
   
$
1,369,702
     
1.39
%
MIRAIT Holdings Corp.
   
151,300
     
1,977,132
     
2.01
%
Nippon Koei Co., Ltd.
   
51,000
     
1,873,211
     
1.90
%
Nippon Yusoki Co., Ltd.
   
165,700
     
1,217,660
     
1.24
%
Nissei ASB Machine Co., Ltd.
   
35,600
     
1,581,979
     
1.60
%
Nittoku Engineering Co., Ltd.
   
38,400
     
1,476,981
     
1.50
%
Okamura Corp.
   
159,400
     
1,788,210
     
1.81
%
Sanko Gosei, Ltd.
   
376,100
     
1,872,876
     
1.90
%
Sato Holdings Corp.
   
52,700
     
1,282,286
     
1.30
%
SBS Holdings, Inc.
   
206,400
     
1,630,797
     
1.65
%
Shibuya Corp.
   
33,800
     
1,297,514
     
1.32
%
Takeei Corp.
   
117,200
     
1,182,262
     
1.20
%
Takuma Co., Ltd.
   
113,400
     
1,395,040
     
1.42
%
Tocalo Co., Ltd.
   
32,800
     
1,323,544
     
1.34
%
Tonami Holdings Co., Ltd.
   
35,700
     
1,778,749
     
1.80
%
Toyo Denki Seizo KK
   
75,700
     
1,344,279
     
1.36
%
 
           
42,625,591
     
43.24
%
                         
Information Technology – 15.28%
                       
Aichi Tokei Denki Co., Ltd.
   
18,200
     
653,719
     
0.66
%
Digital Garage, Inc.
   
81,900
     
1,760,537
     
1.79
%
Elecom Co., Ltd.
   
67,600
     
1,354,613
     
1.37
%
Information Services International – Dentsu, Ltd.
   
18,600
     
413,885
     
0.42
%
Kakaku.com., Inc.
   
63,500
     
871,920
     
0.88
%
Koa Corp.
   
62,800
     
1,310,347
     
1.33
%
Kyosan Electric Manufacturing Co., Ltd.
   
164,000
     
937,955
     
0.95
%
Mimaki Engineering Co., Ltd.
   
227,600
     
1,891,182
     
1.92
%
NEC Networks & System Integration Corp.
   
71,500
     
1,781,807
     
1.81
%
Nihon Unisys, Ltd.
   
111,700
     
1,850,231
     
1.88
%
Suzuki Co., Ltd.
   
52,400
     
475,547
     
0.48
%
UMC Electronics Co., Ltd.
   
42,100
     
894,425
     
0.91
%
V-cube, Inc.
   
68,900
     
400,129
     
0.41
%
Yokowo Co., Ltd.
   
35,400
     
462,175
     
0.47
%
 
           
15,058,472
     
15.28
%
 
 
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
 
Materials – 9.63%
                 
Asia Pile Holdings Co.
   
324,500
   
$
1,836,625
     
1.86
%
Hakudo Co., Ltd.
   
77,700
     
1,548,836
     
1.57
%
LINTEC Corp.
   
69,000
     
1,917,638
     
1.95
%
MEC Co., Ltd.
   
101,300
     
1,630,185
     
1.65
%
Riken Technos Corp.
   
205,500
     
1,265,774
     
1.29
%
Toyo Kohan Co., Ltd.
   
302,500
     
1,293,421
     
1.31
%
 
           
9,492,479
     
9.63
%
Total Common Stocks
                       
  (Cost $71,995,279)
           
89,395,110
     
90.69
%
 
                       
SHORT-TERM INVESTMENTS – 8.99%
                       
 
                       
Money Market Funds – 8.99%
                       
Fidelity Government Portfolio, Institutional Class, 0.92% (a)
   
4,731,000
     
4,731,000
     
4.80
%
The Government & Agency Portfolio, Institutional Class, 0.95% (a)
   
4,127,213
     
4,127,213
     
4.19
%
 
           
8,858,213
     
8.99
%
Total Short-Term Investments
                       
  (Cost $8,858,213)
           
8,858,213
     
8.99
%
 
                       
Total Investments
                       
  (Cost $80,853,492) – 99.68%
           
98,253,323
     
99.68
%
Other Assets in Excess of Liabilities – 0.32%
           
318,609
     
0.32
%
TOTAL NET ASSETS – 100.00%
         
$
98,571,932
     
100.00
%

Percentages are stated as a percent of net assets.

(a)
The rate listed is the fund’s 7-day yield as of October 31, 2017.
 
 
 
 
 
The accompanying notes are an integral part of these financial statements.
 
 
HENNESSYFUNDS.COM

10

SCHEDULE OF INVESTMENTS

Summary of Fair Value Exposure at October 31, 2017
 
The following is a summary of the inputs used to value the Fund’s net assets as of October 31, 2017 (See Note 3 in the accompanying notes to the financial statements):
 
Common Stocks
 
Level 1
   
Level 2
   
Level 3
   
Total
 
Consumer Discretionary
 
$
   
$
16,492,487
   
$
   
$
16,492,487
 
Financials
   
     
2,431,397
     
     
2,431,397
 
Health Care
   
     
3,294,684
     
     
3,294,684
 
Industrials
   
     
42,625,591
     
     
42,625,591
 
Information Technology
   
     
15,058,472
     
     
15,058,472
 
Materials
   
     
9,492,479
     
     
9,492,479
 
Total Common Stocks
 
$
   
$
89,395,110
   
$
   
$
89,395,110
 
Short-Term Investments
                               
Money Market Funds
 
$
8,858,213
   
$
   
$
   
$
8,858,213
 
Total Short-Term Investments
 
$
8,858,213
   
$
   
$
   
$
8,858,213
 
Total Investments
 
$
8,858,213
   
$
89,395,110
   
$
   
$
98,253,323
 
 
Transfers between levels are recognized at the end of the reporting period. During the year ended October 31, 2017, the Fund recognized significant transfers between Levels 1 and 2.
 
Transfers between Level 1 and Level 2 relate to the use of 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. 100% of common stocks held at October 31, 2016, were classified as Level 1. Such securities still held at October 31, 2017, were transferred to Level 2. Other than transfers due to the fair value pricing services, no transfers were recognized.
 
 
 
 
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 October 31, 2017
 
ASSETS:
     
Investments in securities, at value (cost $80,853,492)
 
$
98,253,323
 
Dividends and interest receivable
   
460,231
 
Receivable for fund shares sold
   
3,258,407
 
Receivable for securities sold
   
286,107
 
Prepaid expenses and other assets
   
20,818
 
Total Assets
   
102,278,886
 
         
LIABILITIES:
       
Payable for securities purchased
   
3,522,429
 
Payable for fund shares redeemed
   
46,587
 
Payable to advisor
   
60,766
 
Payable to administrator
   
13,809
 
Payable to auditor
   
21,269
 
Accrued distribution fees
   
10,782
 
Accrued service fees
   
5,443
 
Accrued trustees fees
   
5,571
 
Accrued expenses and other payables
   
20,298
 
Total Liabilities
   
3,706,954
 
NET ASSETS
 
$
98,571,932
 
         
NET ASSETS CONSIST OF:
       
Capital stock
 
$
79,122,704
 
Accumulated net investment loss
   
(37,056
)
Accumulated net realized gain on investments
   
2,093,327
 
Unrealized net appreciation on investments
   
17,392,957
 
Total Net Assets
 
$
98,571,932
 
         
NET ASSETS
       
Investor Class:
       
Shares authorized (no par value)
 
Unlimited
 
Net assets applicable to outstanding Investor Class shares
 
$
69,862,612
 
Shares issued and outstanding
   
4,683,424
 
Net asset value, offering price and redemption price per share
 
$
14.92
 
         
Institutional Class:
       
Shares authorized (no par value)
 
Unlimited
 
Net assets applicable to outstanding Institutional Class shares
 
$
28,709,320
 
Shares issued and outstanding
   
1,949,805
 
Net asset value, offering price and redemption price per share
 
$
14.72
 
 
 
The accompanying notes are an integral part of these financial statements.
 
 
HENNESSYFUNDS.COM

12

STATEMENT OF ASSETS AND LIABILITIES/STATEMENT OF OPERATIONS

Financial Statements
 
Statement of Operations for the year ended October 31, 2017
 
INVESTMENT INCOME:
     
Dividend income(1)
 
$
928,313
 
Interest income
   
33,510
 
Total investment income
   
961,823
 
         
EXPENSES:
       
Investment advisory fees (See Note 5)
   
409,461
 
Sub-transfer agent expenses – Investor Class (See Note 5)
   
100,044
 
Sub-transfer agent expenses – Institutional Class (See Note 5)
   
7,866
 
Distribution fees – Investor Class (See Note 5)
   
64,948
 
Administration, fund accounting, custody and transfer agent fees (See Note 5)
   
48,772
 
Service fees – Investor Class (See Note 5)
   
43,299
 
Federal and state registration fees
   
31,204
 
Compliance expense (See Note 5)
   
28,705
 
Audit fees
   
21,213
 
Trustees’ fees and expenses
   
16,131
 
Reports to shareholders
   
10,595
 
Interest expense (See Note 7)
   
106
 
Other expenses
   
5,466
 
Total expenses
   
787,810
 
NET INVESTMENT INCOME
 
$
174,013
 
         
REALIZED AND UNREALIZED GAINS:
       
Net realized gain on investments
 
$
2,713,582
 
Net change in unrealized appreciation on investments
   
13,111,946
 
Net gain on investments
   
15,825,528
 
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS
 
$
15,999,541
 
 
 
 
 
(1)
Net of foreign taxes withheld of $103,013.

The accompanying notes are an integral part of these financial statements.
 
HENNESSY FUNDS
1-800-966-4354
 

13




 
 

 




(This Page Intentionally Left Blank.)
 

 

 
 

 
 

 
 
HENNESSYFUNDS.COM
14

STATEMENTS OF CHANGES IN NET ASSETS

Financial Statements
 
Statements of Changes in Net Assets
 
   
Year Ended
   
Year Ended
 
   
October 31, 2017
   
October 31, 2016
 
OPERATIONS:
           
Net investment income
 
$
174,013
   
$
80,621
 
Net realized gain on investments
   
2,713,582
     
284,136
 
Net change in unrealized appreciation on investments
   
13,111,946
     
3,031,098
 
Net increase in net assets resulting from operations
   
15,999,541
     
3,395,855
 
                 
DISTRIBUTIONS TO SHAREHOLDERS FROM:
               
Net investment income – Investor Class
   
(307,249
)
   
 
Net investment income – Institutional Class
   
(7,754
)
   
 
Net realized gains – Investor Class
   
(243,524
)
   
(821,234
)
Net realized gains – Institutional Class
   
(29,850
)
   
(94,663
)
Total distributions
   
(588,377
)
   
(915,897
)
                 
CAPITAL SHARE TRANSACTIONS:
               
Proceeds from shares subscribed – Investor Class
   
49,025,671
     
11,724,005
 
Proceeds from shares subscribed – Institutional Class
   
27,290,706
     
1,833,391
 
Dividends reinvested – Investor Class
   
545,989
     
815,922
 
Dividends reinvested – Institutional Class
   
37,604
     
94,664
 
Cost of shares redeemed – Investor Class
   
(18,881,862
)
   
(11,136,397
)
Cost of shares redeemed – Institutional Class
   
(4,516,415
)
   
(1,481,809
)
Net increase in net assets derived
               
  from capital share transactions
   
53,501,693
     
1,849,776
 
TOTAL INCREASE IN NET ASSETS
   
68,912,857
     
4,329,734
 
                 
NET ASSETS:
               
Beginning of year
   
29,659,075
     
25,329,341
 
End of year
 
$
98,571,932
   
$
29,659,075
 
Undistributed net investment
               
  income (loss), end of year
 
$
(37,056
)
 
$
7,575
 
                 
CHANGES IN SHARES OUTSTANDING:
               
Shares sold – Investor Class
   
3,750,829
     
1,125,046
 
Shares sold – Institutional Class
   
2,024,977
     
181,517
 
Shares issued to holders as reinvestment
               
  of dividends – Investor Class
   
49,783
     
81,186
 
Shares issued to holders as reinvestment
               
  of dividends – Institutional Class
   
3,468
     
9,401
 
Shares redeemed – Investor Class
   
(1,440,939
)
   
(1,087,726
)
Shares redeemed – Institutional Class
   
(380,799
)
   
(145,946
)
Net increase in shares outstanding
   
4,007,319
     
163,478
 
 
 
The accompanying notes are an integral part of these financial statements.
 
HENNESSY FUNDS
1-800-966-4354
 

15

Financial Statements
 
Financial Highlights
 
For an Investor Class share outstanding throughout each year

 
 
PER SHARE DATA:
Net asset value, beginning of year

Income from investment operations:
Net investment income (loss)
Net realized and unrealized gains on investments
Total from investment operations

Less distributions:
Dividends from net investment income
Dividends from net realized gains
Total distributions
Net asset value, end of year

TOTAL RETURN

SUPPLEMENTAL DATA AND RATIOS:
Net assets, end of year (millions)
Ratio of expenses to average net assets
Ratio of net investment income (loss) to average net assets
Portfolio turnover rate(1)
 
 
 
 
 
(1)
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

FINANCIAL HIGHLIGHTS — INVESTOR CLASS
 
 
 
 
 
Year Ended October 31,
 
2017
   
2016
   
2015
   
2014
   
2013
 
                           
$
11.29
   
$
10.29
   
$
10.51
   
$
11.70
   
$
10.54
 
                                     
                                     
 
0.08
     
0.03
     
(0.02
)
   
(0.04
)
   
0.06
 
 
3.77
     
1.31
     
0.71
     
1.36
     
3.44
 
 
3.85
     
1.34
     
0.69
     
1.32
     
3.50
 
                                     
                                     
 
(0.12
)
   
     
     
     
 
 
(0.10
)
   
(0.34
)
   
(0.91
)
   
(2.51
)
   
(2.34
)
 
(0.22
)
   
(0.34
)
   
(0.91
)
   
(2.51
)
   
(2.34
)
$
14.92
   
$
11.29
   
$
10.29
   
$
10.51
   
$
11.70
 
                                     
 
34.82
%
   
13.44
%
   
7.37
%
   
13.99
%
   
40.59
%
                                     
                                     
$
69.86
   
$
26.23
   
$
22.68
   
$
19.36
   
$
14.82
 
 
1.60
%
   
1.91
%
   
2.12
%
   
2.24
%
   
2.39
%
 
0.26
%
   
0.25
%
   
(0.38
)%
   
(0.39
)%
   
(0.11
)%
 
41
%
   
22
%
   
75
%
   
63
%
   
141
%
 
 
 
 
 
 
The accompanying notes are an integral part of these financial statements.
 
HENNESSY FUNDS
1-800-966-4354
 

17

Financial Statements
 
Financial Highlights
 
For an Institutional Class share outstanding throughout each period

       
Period Ended
 
    Year Ended October 31,    
October 31,
 
   
2017
   
2016
   
2015(1)
 
PER SHARE DATA:
                 
Net asset value, beginning of period
 
$
11.33
   
$
10.30
   
$
10.89
 
                         
Income from investment operations:
                       
Net investment income (loss)
   
0.05
     
0.06
     
(0.01
)
Net realized and unrealized
                       
  gains (losses) on investments
   
3.78
     
1.31
     
(0.58
)
Total from investment operations
   
3.83
     
1.37
     
(0.59
)
                         
Less distributions:
                       
Dividends from net investment income
   
(0.10
)
   
     
 
Dividends from net realized gains
   
(0.34
)
   
(0.34
)
   
 
Total distributions
   
(0.44
)
   
(0.34
)
   
 
Net asset value, end of period
 
$
14.72
   
$
11.33
   
$
10.30
 
                         
TOTAL RETURN
   
35.17
%
   
13.73
%
   
(5.42
)%(2)
                         
SUPPLEMENTAL DATA AND RATIOS:
                       
Net assets, end of period (millions)
 
$
28.71
   
$
3.42
   
$
2.65
 
Ratio of expenses to average net assets
   
1.19
%
   
1.63
%
   
1.86
%(3)
Ratio of net investment income (loss)
                       
  to average net assets
   
0.80
%
   
0.63
%
   
(1.04
)%(3)
Portfolio turnover rate(4)
   
41
%
   
22
%
   
75
%(2)
 
 
 
 
 
 
(1)
The Institutional Class shares commenced operations on June 15, 2015.
(2)
Not annualized.
(3)
Annualized.
(4)
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

FINANCIAL HIGHLIGHTS — INSTITUTIONAL CLASS/NOTES TO THE FINANCIAL STATEMENTS

Financial Statements
 
Notes to the Financial Statements October 31, 2017
 
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 did not have Institutional Class shares until June 15, 2015.  The investment objective of the Fund is long-term capital appreciation.  The Fund is a diversified fund.
 
The Fund offers Investor Class and Institutional Class shares.  Each class of shares differs principally in its respective 12b-1 distribution and service, shareholder servicing, and sub-transfer agent expenses.  There are no sales charges.  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 an individual class.
 
As an investment company, the Fund follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (“FASB”) Accounting Standard Codification Topic 946 “Financial Services—Investment Companies.”
 
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 conform to 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 – No provision for federal income taxes or excise taxes has been made because 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/loss and realized gains/losses for federal income tax purposes may differ from those reported in 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.  The Fund recognizes interest and penalties related to income tax benefits, if any, in the Statement of Operations as an income tax expense.  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.  The Fund may utilize equalization accounting for tax purposes and designate earnings and profits, including net realized gains distributed to shareholders on redemption of shares, as part of the dividends paid deduction for income tax purposes.

 
Due to inherent differences in the recognition of income, expenses, and realized gains/losses under GAAP and federal income tax regulations, permanent differences between book and tax basis for reporting for fiscal year 2017 have been identified and appropriately reclassified in the Statement of Assets and Liabilities.  The adjustments are as follows:

 
Accumulated
Accumulated
   
 
Net Investment
Net Realized
   
 
         Loss          
Gain on Investments
Capital Stock
 
 
$96,359
$(530,565)
$434,206
 
 
 
HENNESSY FUNDS
1-800-966-4354
 
19


c).
Accounting for Uncertainty in Income Taxes – The Fund has accounting policies regarding recognition and measurement of tax positions taken or expected to be taken on a tax return.  The tax returns of the Fund for the prior three fiscal years are open for examination.  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.
   
d).
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/losses on investments are allocated to each class of shares based on such class’s net assets.
   
e).
Distributions to Shareholders – Dividends from net investment income for the Fund, if any, are declared and paid annually, usually in December.  Distributions of net realized capital gains, if any, are declared and paid annually, usually in December.
   
f).
Security Transactions – Investment and shareholder transactions are recorded on the trade date.  The Fund determines the realized gain/loss realized from an investment transaction 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.
   
g).
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.
   
h).
Share Valuation – The net asset value (“NAV”) per share of the Fund is calculated by dividing (i) 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 (ii) 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 NAV per share.
   
i).
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/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.

 
 
HENNESSYFUNDS.COM
20

NOTES TO THE FINANCIAL STATEMENTS
 
3).  SECURITIES VALUATION
 
The Fund follows 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 of changes in valuation techniques and related inputs during the period.  These inputs are summarized in the three broad levels listed below:
 
 
Level 1 –
Unadjusted, quoted prices in active markets for identical instruments that the Fund has the ability to access at the date of measurement.
     
 
Level 2 –
Other significant observable inputs (including, but not limited to, quoted prices in active markets for similar instruments, quoted prices in markets that are not active for identical or similar instruments, and model-derived valuations in which all significant inputs and significant value drivers are observable in active markets, such as interest rates, prepayment speeds, credit risk curves, default rates, and similar data).
     
 
Level 3 –
Significant unobservable inputs (including the Fund’s own assumptions about what market participants would use to price the asset or liability based on the best available information) when observable inputs are unavailable.
 
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, partnerships, rights, and real estate investment trusts, that are traded on a securities exchange for which a last-quoted sales price is readily available will generally 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 generally 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 generally 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.  Securities traded on foreign exchanges generally are not valued at the same time the Fund calculates its NAV because most foreign markets close well before such time.  The earlier close of most foreign markets gives rise to the possibility that significant events, including broad market moves, may have occurred in the interim.  In certain circumstances, it may be determined that a security needs to be fair valued because it appears that the value of the security might have been materially affected by events occurring after the close of the market in which the security is principally traded, but before the time the Fund calculates its NAV, such as by a development that affects an entire market or region (e.g., weather-related events) or a potentially global development (e.g., a terrorist attack that may be expected to have an effect on investor expectations worldwide).
   
 
Registered Investment Companies – Investments in registered investment companies (e.g., mutual funds) are generally priced at the ending NAV provided by the applicable registered investment company’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 generally valued at market on the basis of valuations furnished by

 
HENNESSY FUNDS
1-800-966-4354
 
21

 
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 observable market data, such as reported sales of similar securities, broker quotes, yields, bids, offers, and reference data.  Certain securities are valued primarily 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 with an original term to maturity of 60 days or less are valued at amortized cost, which approximates fair market value.  If the original term to maturity of a short-term debt investment exceeded 60 days, then the values as of the 61st day prior to maturity are amortized.  Amortized cost is not used if its use would be inappropriate due to credit or other impairments of the issuer, in which case the security’s fair value would be determined, as described below.  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, such as the trading volume of a security and markets, the values of other similar securities, and news events with direct bearing on a security or markets.  Fair value pricing results in an estimated price for a security that reflects the amount the Fund might reasonably expect to receive in a current sale.  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.
 
The fair valuation 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’ values as determined by the Board or its designee instead of being determined by the market.  Using a fair value pricing methodology to price a foreign security may result in a value that is different from the foreign security’s most recent closing price and from the prices used by other investment companies to calculate their NAVs and are generally classified in Level 2 of 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 “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 to determine the value of the Fund’s investments.  The inputs or methodology
 
 
 
HENNESSYFUNDS.COM
22

NOTES TO THE FINANCIAL STATEMENTS

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 October 31, 2017, are included in the Schedule of Investments.
 
4).  INVESTMENT TRANSACTIONS
 
Purchases and sales of investment securities (excluding government and short-term investments) for the Fund during fiscal year 2017 were $65,244,764 and $19,629,490, respectively.
 
There were no purchases or sales/maturities of long-term U.S. government securities for the Fund during fiscal year 2017.
 
The Fund is permitted to purchase or sell securities from or to another fund in the Hennessy Funds family of funds (the “Hennessy Funds”) under specified conditions outlined in procedures adopted by the Board.  The procedures have been designed to ensure that any purchase or sale of securities by the Fund from or to another Hennessy Fund complies with Rule 17a-7 of the Investment Company Act of 1940, as amended.  For fiscal year 2017, the Fund did not engage in purchases or sales of securities pursuant to Rule 17a-7 of the Investment Company Act of 1940, as amended.
 
5).  INVESTMENT MANAGEMENT FEE AND OTHER TRANSACTIONS WITH AFFILIATES
 
The Advisor provides the Fund with investment management services under an Investment Advisory Agreement.  The Advisor provides all investment advice, office space, and facilities, as well as 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 an annual rate of 0.80%, effective as of March 1, 2016.  Prior to that date, the annual rate was 1.20%.  The net investment advisory fees expensed by the Fund during fiscal year 2017 are included in the Statement of Operations.
 
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-advisory fees from its own assets, and these fees are not an additional expense of the Fund.  For the most recent fiscal year, the Advisor (not the Fund) paid a sub-advisory fee, based upon the daily net assets of the Fund, at a rate of 0.20%.
 
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.  The shareholder service fees expensed by the Fund during fiscal year 2017 are included in the Statement of Operations.
 
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.  Even though the authorized rate is up to 0.25%, the Fund is currently only using up to 0.15% of its average daily net assets attributable to Investor Class shares for such purpose.  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, shareholder account servicing, the printing and mailing of prospectuses to other than current shareholders, the printing and mailing of sales literature, and compensation for sales and marketing activities or to financial institutions and others, such as dealers and distributors.  The distribution fees expensed by the Fund during fiscal year 2017 are included in the Statement of Operations.
 
 
HENNESSY FUNDS
1-800-966-4354
 

23

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.  The sub-transfer agent fees expensed by the Fund during fiscal year 2017 are included in the Statement of Operations.
 
U.S. Bancorp Fund Services, LLC (“USBFS”) provides the Fund with administrative, fund accounting, and transfer agent services and necessary office equipment.  As administrator, USBFS is responsible for activities such as (i) preparing various federal and state regulatory filings, reports, and returns for the Fund, (ii) preparing reports and materials to be supplied to the Board, (iii) monitoring the activities of the Fund’s custodian, transfer agent, and accountants, and (iv) coordinating the preparation and payment of the Fund’s expenses and reviewing the Fund’s expense accruals.  U.S. Bank, N.A., an affiliate of USBFS, serves as the Fund’s custodian.  The servicing agreements between the Trust, USBFS, and U.S. Bank N.A. contain a fee schedule that is inclusive of administrative, fund accounting, custody, and transfer agent fees.  The administrative, fund accounting, custody, and transfer agent fees expensed by the Fund during fiscal year 2017 are included in the Statement of Operations.
 
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.
 
The officers of the Fund are affiliated with the Advisor.  Such officers, with the exception of the Chief Compliance Officer and the Senior Compliance Officer, receive no compensation from the Fund for serving in their respective roles.  The Fund, along with the other Hennessy Funds, makes reimbursement payments, on an equal basis, to the Advisor for a portion of the salary and benefits associated with the office of the Chief Compliance Officer and for all of the salary and benefits associated with the office of the Senior Compliance Officer.  The compliance fees expensed by the Fund during fiscal year 2017 are included in the Statement of Operations.
 
6).  GUARANTEES AND INDEMNIFICATIONS
 
Under the Hennessy Funds’ organizational documents, their officers and trustees are indemnified by the Hennessy Funds against certain liabilities arising out of the performance of their duties to the Hennessy Funds.  Additionally, in the normal course of business, the Hennessy Funds enter into contracts with service providers that contain general indemnification clauses.  The Fund’s maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Fund that have not yet occurred.  Currently, the Fund expects the risk of loss to be remote.
 
7).  LINE OF CREDIT
 
The Fund has an uncommitted line of credit with the other 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 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 and are secured by all of the Fund’s assets (as to its own borrowings only).  During fiscal year 2017, the Fund had an outstanding average daily balance and a weighted

 
 
HENNESSYFUNDS.COM
24

NOTES TO THE FINANCIAL STATEMENTS

average interest rate of $2,986 and 3.97%, respectively.  The interest expensed by the Fund during fiscal year 2017 is included in the Statement of Operations.  The maximum amount outstanding for the Fund during the period was $644,000.  At October 31, 2017, the Fund did not have any borrowings outstanding under the line of credit.
 
8).  FEDERAL TAX INFORMATION
 
As of October 31, 2017, the components of accumulated earnings (losses) for income tax purposes were as follows:
 
 
 
Investments
 
Cost of investments for tax purposes
 
$
81,687,609
 
Gross tax unrealized appreciation
 
$
18,126,715
 
Gross tax unrealized depreciation
   
(1,561,001
)
Net tax unrealized appreciation
 
$
16,565,714
 
Undistributed ordinary income
 
$
583,714
 
Undistributed long-term capital gains
   
2,306,674
 
Total distributable earnings
 
$
2,890,388
 
Other accumulated loss
 
$
(6,874
)
Total accumulated gain
 
$
19,449,228
 
 
The difference between book-basis unrealized appreciation/depreciation (as shown in the Statement of Assets and Liabilities) and tax-basis unrealized appreciation/depreciation (as shown above) is attributable primarily to wash sales and passive foreign investment companies.
 
At October 31, 2017, the Fund had no tax basis capital losses to offset future capital gains.
 
At October 31, 2017, the Fund did not defer, on a tax basis, any late-year ordinary losses.  Late-year ordinary losses are net ordinary losses incurred after December 31, 2016, but within the taxable year, that are deemed to arise on the first day of the Fund’s next taxable year.
 
During fiscal years 2017 and 2016, the tax character of distributions paid by the Fund was as follows:

 
 
Year Ended
   
Year Ended
 
 
 
October 31, 2017
   
October 31, 2016
 
Ordinary income(1)
 
$
588,377
   
$
3
 
Long-term capital gain
   
     
915,894
 
 
 
$
588,377
   
$
915,897
 

 
(1)
Ordinary income includes short-term gain/loss.
 
9).  CHANGE IN AUDITOR DISCLOSURE
 
On September 11, 2017, the Trust, by action of the Audit Committee of the Board and on behalf of the Fund, the Hennessy Cornerstone Growth Fund, the Hennessy Cornerstone Mid Cap 30 Fund, the Hennessy Cornerstone Large Growth Fund, the Hennessy Cornerstone Value Fund, the Hennessy Total Return Fund, the Hennessy Balanced Fund, and the Hennessy Japan Fund (collectively, the “Applicable Funds”), dismissed KPMG LLP (“KPMG”) and engaged Tait, Weller & Baker LLP (“Tait Weller”) to serve as the independent registered public accounting firm to audit the financial statements of all series of the Trust for fiscal year 2017.  Tait Weller previously served as the independent registered public accounting firm for the series of the Trust that are not one of the Applicable Funds.
 
 
HENNESSY FUNDS
1-800-966-4354
 

25

KPMG’s reports on the financial statements for the Applicable Funds for each of fiscal years 2015 and 2016 contained no adverse opinion or disclaimer of opinion, nor were they qualified or modified as to uncertainty, audit scope, or accounting principles.  During fiscal years 2015 and 2016 and the interim period of November 1, 2016, through September 11, 2017 (the “Interim Period”), there were no (i) disagreements with KPMG on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which disagreements, if not resolved to the satisfaction of KPMG, would have caused it to make reference to the subject matter of the disagreements in connection with its reports on the Applicable Funds’ financial statements for such years, nor (ii) “reportable events” of the kind described in Item 304(a)(1)(v) of Regulation S-K under the Securities Exchange Act of 1934, as amended.
 
During fiscal years 2015 and 2016 and the Interim Period, neither the Applicable Funds nor anyone on behalf of the Applicable Funds has consulted Tait Weller on items that concerned (a) the application of accounting principles to a specified transaction, either completed or proposed, or the type of audit opinion that might be rendered on an Applicable Fund’s financial statements, or (b) the subject of a disagreement (as defined in paragraph (a)(1)(iv) of Item 304 of Regulation S-K and related instructions) or reportable events (as described in paragraph (a)(1)(v) of Item 304 of Regulation S-K).  The selection of Tait Weller does not reflect any disagreements or dissatisfaction by the Applicable Funds, the Board, or the Audit Committee with the performance of KPMG.
 
10).  EVENTS SUBSEQUENT TO YEAR END
 
Management has evaluated the Fund’s related events and transactions that occurred subsequent to October 31, 2017, through the date of issuance of the Fund’s financial statements.  Other than as disclosed below, management has determined that there were no subsequent events requiring recognition or disclosure in the financial statements.
 
On December 7, 2017, capital gains were declared and paid to shareholders of record on December 6, 2017, as follows:
 
   
Long-term
 
Investor Class
 
$
0.27962
 
Institutional Class
 
$
.027518
 
 
 
 
HENNESSYFUNDS.COM
26

NOTES/REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

Report of Independent Registered Public Accounting Firm

To the Board of Trustees of Hennessy Funds Trust
and the Shareholders of the Hennessy Japan Small Cap Fund
Novato, CA
 
We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of the Hennessy Japan Small Cap Fund (the “Fund”), a series of Hennessy Funds Trust as of October 31, 2017, and the related statement of operations, the statement of changes in net assets, and the financial highlights for the year then ended. The statement of changes in net assets for the year ended October 31, 2016 and the financial highlights for each of the four years in the period ended October 31, 2016 have been audited by other auditors, whose report dated December 22, 2016 expressed unqualified opinions on such financial statements and financial highlights. These financial statements and financial highlights are the responsibility of the Fund’s management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audit.
 
We conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board (United States).  Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement.  The Fund is not required to have, nor were we engaged to perform, an audit of the Fund’s internal control over financial reporting. Our audit included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purposes of expressing an opinion on the effectiveness of the Fund’s internal control over financial reporting. Accordingly, we express no such opinion.  An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements.  Our procedures included confirmation of securities owned as of October 31, 2017, by correspondence with the custodian and brokers, or other appropriate auditing procedures where replies from brokers were not received.  An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation.  We believe that our audit provides a reasonable basis for our opinion.
 
In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of the Hennessy Japan Small Cap Fund as of October 31, 2017, the results of its operations, the changes in its net assets, and the financial highlights for the year then ended, in conformity with accounting principles generally accepted in the United States of America.
 
TAIT, WELLER & BAKER LLP
 
Philadelphia, Pennsylvania
December 22, 2017
 
 
 
HENNESSY FUNDS
1-800-966-4354
 

27

Trustees and Officers of the Fund (Unaudited)

The business and affairs of the Funds are managed under the direction of the Board of Trustees of the Trust, and the Board of Trustees elects the Officers of the Trust.  Beginning in March 2015, the Board of Trustees has from time to time appointed advisers to the Board of Trustees (“Advisers”), with the intention of having qualified individuals serve in an advisory capacity in order to garner experience in the mutual fund and asset management industry and be considered as potential Trustees in the future.  There are currently three Advisers to the Board of Trustees: Brian Alexander, Doug Franklin, and Claire Knoles.  As Advisers, Mr. Alexander, Mr. Franklin, and Ms. Knoles attend meetings of the Board and act as non-voting participants.  Information pertaining to the Trustees, Advisers, and the Officers of the Trust is set forth below.  The Trustees and Officers serve until their successors are duly elected and qualified or until their earlier death, resignation, or removal.  Each of the Trustees oversees 14 Hennessy Funds.  Unless otherwise indicated, the address of all persons listed below is 7250 Redwood Boulevard, Suite 200, Novato, CA 94945.  The Fund’s Statement of Additional Information includes more information about the persons listed below and is available, without charge, upon request by calling 1-800-966-4354.
 
     
Other
     
Directorships
     
Held Outside
Name, (Year of Birth),
   
of Fund
and Position Held
Start Date
Principal Occupation(s)
Complex During
with the Trust              
of Service
During Past Five Years
Past Five Years(1)
 
Disinterested Trustees and Advisers
       
J. Dennis DeSousa
January 1996
Mr. DeSousa is a real estate investor.
None.
(1936)
     
Trustee
     
       
Robert T. Doyle
January 1996
Mr. Doyle has been the Sheriff of
None.
(1947)
 
Marin County, California since 1996.
 
Trustee
     
       
Gerald P. Richardson
May 2004
Mr. Richardson is an independent
None.
(1945)
 
consultant in the securities industry.
 
Trustee
     
       
Brian Alexander
March 2015
Mr. Alexander has been employed
None.
(1981)
 
by Sutter Health Novato Community
 
Adviser to the Board
 
Hospital since 2012, first as an
 
   
Assistant Administrator and then,
 
   
beginning in 2013, as the Chief
 
   
Administrative Officer.  From 2011
 
   
through 2012, Mr. Alexander was
 
   
employed by Sutter Health West Bay
 
   
Region as the Regional Director of
 
   
Strategic Decision Support.
 

 
 
HENNESSYFUNDS.COM
28

TRUSTEES AND OFFICERS OF THE FUND

     
Other
     
Directorships
     
Held Outside
Name, (Year of Birth),
   
of Fund
and Position Held
Start Date
Principal Occupation(s)
Complex During
with the Trust              
of Service
During Past Five Years
Past Five Years(1)
       
Doug Franklin
March 2016
Mr. Franklin is a retired insurance
None.
(1964)
 
industry executive.  From 1987
 
Adviser to the Board
 
through 2015, he was employed
 
   
by Allianz-Fireman’s Fund Insurance
 
   
Company in various positions,
 
   
including Chief Actuary and
 
   
Chief Risk Officer.
 
       
Claire Knoles
December 2015
Ms. Knoles is a founder of Kiosk and
None.
(1974)
 
has served as its Chief Operating
 
Adviser to the Board
 
Officer since 2004.  Kiosk is a full
 
   
service marketing agency with
 
   
offices in the San Francisco Bay
 
   
Area, Toronto, and Liverpool, UK.
 
       
Interested Trustee(2)
     
       
Neil J. Hennessy
January 1996 as
Mr. Hennessy has been employed by
Hennessy
(1956)
a Trustee and
Hennessy Advisors, Inc. since 1989
Advisors, Inc.
Trustee, Chairman of
June 2008 as
and currently serves as its President,
 
the Board, Chief
an Officer
Chairman and Chief Executive Officer.
 
Investment Officer,
     
Portfolio Manager,
     
and President
     

 
Name, (Year of Birth),
   
and Position Held
Start Date
Principal Occupation(s)
with the Trust              
of Service
During Past Five Years
     
Officers
   
     
Teresa M. Nilsen
January 1996
Ms. Nilsen has been employed by Hennessy Advisors, Inc.
(1966)
 
since 1989 and currently serves as its Executive Vice President,
Executive Vice President
 
Chief Operations Officer, Chief Financial Officer, and Secretary.
and Treasurer
   
     
Daniel B. Steadman
March 2000
Mr. Steadman has been employed by Hennessy Advisors, Inc.
(1956)
 
since 2000 and currently serves as its Executive Vice President
Executive Vice President
 
and Chief Compliance Officer.
and Secretary
   
     
Brian Carlson
December 2013
Mr. Carlson has been employed by Hennessy Advisors, Inc.
(1972)
 
since December 2013.  Mr. Carlson was previously a co-founder
Senior Vice President and
 
and principal of Trivium Consultants, LLC from February 2011
Head of Distribution
 
through November 2013.
     
Jennifer Cheskiewicz
June 2013
Ms. Cheskiewicz has been employed by Hennessy Advisors, Inc.
(1977)
 
as its General Counsel since June 2013.  She previously served
Senior Vice President and
 
as in-house counsel to Carlson Capital, L.P., an SEC-registered
Chief Compliance Officer
 
investment advisor to several private funds, from
   
February 2010 to May 2013.

 
HENNESSY FUNDS
1-800-966-4354
 
29

Name, (Year of Birth),
   
and Position Held
Start Date
Principal Occupation(s)
with the Trust              
of Service
During Past Five Years
     
David Ellison
October 2012
Mr. Ellison has been employed by Hennessy Advisors, Inc. since
(1958)(3)
 
October 2012.  He has served as a Portfolio Manager of the
Senior Vice President
 
Hennessy Small Cap Financial Fund and the Hennessy Large
and Portfolio Manager
 
Cap Financial Fund since inception. Mr. Ellison also served as a
   
Portfolio Manager of the Hennessy Technology Fund from its
   
inception until February 2017. Mr. Ellison served as Director,
   
CIO and President of FBR Fund Advisers, Inc. from
   
December 1999 to October 2012.
     
Ryan Kelley
March 2013
Mr. Kelley has been employed by Hennessy Advisors, Inc. since
(1972)(4)
 
October 2012.  He has served as a Portfolio Manager of the
Vice President and
 
Hennessy Gas Utility Fund, the Hennessy Small Cap Financial
Portfolio Manager
 
Fund, and the Hennessy Large Cap Financial Fund since
   
October 2014.  He served as Co-Portfolio Manager of the same
   
funds from March 2013 through September 2014, and as a
   
Portfolio Analyst for the Hennessy Funds from October 2012
   
through October 2014.  Mr. Kelley has also served as a Portfolio
   
Manager of the Hennessy Cornerstone Growth Fund, the
   
Hennessy Cornerstone Mid Cap 30 Fund, the Hennessy
   
Cornerstone Large Growth Fund, and the Hennessy
   
Cornerstone Value Fund and as a Co-Portfolio Manager of the
   
Hennessy Technology Fund since February 2017. Mr. Kelley
   
served as Portfolio Manager of FBR Fund Advisers, Inc. from
   
January 2008 to October 2012.
     
Brian Peery
March 2003 as
Mr. Peery has been employed by Hennessy Advisors, Inc. since
(1969)
an Officer and
2002.  He has served as a Portfolio Manager of the Hennessy
Senior Vice President
February 2011
Cornerstone Growth Fund, the Hennessy Cornerstone Mid Cap
and Portfolio Manager
as a Co-Portfolio
30 Fund, the Hennessy Cornerstone Large Growth Fund, the
 
Manager or
Hennessy Cornerstone Value Fund, the Hennessy Total Return
 
Portfolio Manager
Fund, and the Hennessy Balanced Fund since October 2014. 
   
He served as Co-Portfolio Manager of the same funds from
   
February 2011 through September 2014.  Mr. Peery has also
   
served as a Portfolio Manager of the Hennessy Gas Utility Fund
   
since February 2015 and as Lead Portfolio Manager of the
   
Hennessy Technology Fund since February 2017.
     
Daniel P. Hennessy
December 2016
Mr. Daniel Hennessy has been employed by Hennessy Advisors,
(1990)
 
Inc. since 2015. He has served as an Associate Analyst of the
Assistant Vice President
 
Hennessy Technology Fund since February 2017. He previously
and Associate Analyst
 
served as a Mutual Fund Specialist at U.S. Bancorp Fund
   
Services, LLC from November 2014 to July 2015.  Prior to that,
   
he attended the University of San Diego, where he earned a
   
degree in Political Science.
 

(1)
Messrs. DeSousa, Doyle, Hennessy, and Richardson previously served on the Board of Directors of Hennessy Mutual Funds, Inc. (“HMFI”), The Hennessy Funds, Inc. (“HFI”), and Hennessy SPARX Funds Trust (“HSFT”).  Pursuant to an internal reorganization effective as of February 28, 2014, the series of HFMI, HFI, and HSFT were reorganized into corresponding series of Hennessy Funds Trust that mirrored them.  Subsequent to the reorganization, HFMI, HFI, and HSFT were dissolved.
(2)
Mr. Hennessy is considered an “interested person,” as defined in the Investment Company Act of 1940, as amended, because he is an officer of the Hennessy Funds.
(3)
The address of this officer is 101 Federal Street, Suite 1900, Boston, MA 02110.
(4)
The address of this officer is 1340 Environ Way, Chapel Hill, NC 27517.
 
 
 
HENNESSYFUNDS.COM
30

TRUSTEES AND OFFICERS OF THE FUND


 

 
 

 
 
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HENNESSY FUNDS
1-800-966-4354
 
31

Expense Example (Unaudited)
October 31, 2017

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 May 1, 2017, through October 31, 2017.
 
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 fee is charged by the Fund’s transfer agent.  IRA accounts will be charged a $15 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” or “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
32

EXPENSE EXAMPLE

     
Expenses Paid
 
Beginning
Ending
During Period(1)
 
Account Value
Account Value
May 1, 2017 –
 
    May 1, 2017   
October 31, 2017
October 31, 2017
Investor Class
     
Actual
$1,000.00
$1,190.70
$8.56
Hypothetical (5% return before expenses)
$1,000.00
$1,017.39
$7.88
       
Institutional Class
     
Actual
$1,000.00
$1,192.90
$6.41
Hypothetical (5% return before expenses)
$1,000.00
$1,019.36
$5.90
 
(1)
Expenses are equal to the Fund’s annualized expense ratio of 1.55% for Investor Class shares or 1.16% for Institutional Class shares, as applicable, multiplied by the average account value over the period, multiplied by 184/365 days (to reflect one-half year period).
 
 
 
 
 
 
 
 
HENNESSY FUNDS
1-800-966-4354
 

33

How to Obtain a Copy of the Fund’s
Proxy Voting Policy and Proxy Voting Records
 
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/proxy-voting/policy.fs; 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 without charge on both the Hennessy Funds’ website at hennessyfunds.com/proxy-voting/vote.fs 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 a 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 made 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 fiscal year 2017, certain dividends paid by the Fund may be subject to a maximum tax rate of 23.8%, 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 that qualified for the corporate dividends received deduction for fiscal year 2017 was 0.00%.
 
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 46.46%.
 
For the year ended October 31, 2017, the Fund earned foreign source income and paid foreign taxes, as noted below, which it intends to pass through to its shareholders pursuant to Section 853 of the Internal Revenue Code.
 
 
Gross Foreign Income
 
Foreign Tax Paid
 
Japan
 
$
1,032,516
     
$
103,013
   
 
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 request an individual copy of a prospectus or financial report at any time.  If you would like to receive separate mailings, please call U.S. Bancorp Fund Services, LLC 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

34

PROXY VOTING — PRIVACY POLICY
 
Privacy Policy
 
We collect the following non-public personal information about you:
 
 
information we receive from you on or in applications or other forms, correspondence, or conversations, including, but not limited to, your name, address, phone number, social security number, assets, income, and date of birth; and
     
 
information about your transactions with us, our affiliates, or others, including, but not limited to, your account number and balance, payment history, parties to transactions, cost basis information, and other financial information.
 
We do not disclose any non-public personal information about our current or former shareholders to non-affiliated third parties, except as permitted by law.  For example, we are permitted by law to disclose all of the information we collect, as described above, to our Transfer Agent to process your transactions.  Furthermore, we restrict access to your non-public personal information to those persons who require such information to provide products or services to you.  We maintain physical, electronic, and procedural safeguards that comply with federal standards to guard your non-public personal information.
 
In the event that you hold shares of the Fund through a financial intermediary, including, but not limited to, a broker-dealer, bank, or trust company, the privacy policy of your financial intermediary would govern how your non-public personal information will be shared with non-affiliated third parties.
 
 
 
 
 
 
 
HENNESSY FUNDS
1-800-966-4354
 

35






 


(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 Boulevard, 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 Drive, 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
777 East Wisconsin Avenue
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.

Item 2. Code of Ethics.

The registrant has adopted a code of ethics that applies to the registrant’s principal executive officer and principal financial officer. The registrant amended its code of ethics in January 2017 and again in June 2017 to (i) permit the Chief Compliance Officers of the registrant and the investment adviser to the series of the registrant to jointly update the pre‑clearance process from time to time without amending the code of ethics, (ii) changing the blackout period from five to seven calendar days, and (iii) making the short‑swing profits provision applicable to all access persons. The registrant has not granted any waivers from any provisions of the code of ethics during the period covered by this report.

A copy of the registrant’s Code of Ethics is filed herewith, along with an exhibit that shows the portions of the Code of Ethics that were updated, as discussed above.

Item 3. Audit Committee Financial Expert.

The registrant’s board of directors has determined that it does not have an audit committee financial expert serving on its audit committee.  At this time, the registrant believes that the financial and business experience provided by each member of the audit committee together offers the registrant adequate oversight for the registrant’s level of financial complexity.

Item 4. Principal Accountant Fees and Services.

The registrant has engaged the principal accountants to the Hennessy Funds to perform audit services, audit-related services, tax services and other services during the past two fiscal years.  “Audit services” refer to performing an audit of the registrant's annual financial statements or services that are normally provided by the accountants in connection with statutory and regulatory filings or engagements for those fiscal years.  “Audit-related services” refer to the assurance and related services by the principal accountants that are reasonably related to the performance of the audit.  “Tax services” refer to professional services rendered by the principal accountants for tax compliance, tax advice, and tax planning. The following table details the aggregate fees billed or expected to be billed for each of the last two fiscal years for audit fees, audit-related fees, tax fees and other fees by the principal accountants to the Hennessy Funds.

 
FYE  10/31/2017
FYE  10/31/2016
Audit Fees
$249,200
$295,600
Audit-Related Fees
-
-
Tax Fees
$49,000
$60,700
All Other Fees
-
-

The audit committee has adopted pre-approval procedures for audit and non-audit services provided to the registrant.  Under the procedures, at any regularly scheduled audit committee meeting, the audit committee may pre-approve any audit, audit-related, tax and other non-audit services to be rendered or that may be rendered by a principal accountant to the registrant and certain non-audit services to be rendered by a principal accountant to the investment advisor to the registrant’s series or such advisor’s affiliates that provide ongoing services to the registrant.  The audit committee either specifically pre-approves the services or pre-approves a type of a service.  No pre-approval is required for non-audit services that meet the following criteria: (1) the aggregate amount of fees to be paid for all such non-audit services is not more than 5% of the total revenues paid by the registrant to the principal accountant in the fiscal year in which the non-audit services are provided; (2) such services were not recognized by the registrant at the time of the engagement to be non-audit services; and (3) such services are promptly brought to the attention of the audit committee and approved prior to the completion of the audit.

The audit committee must pre-approve a principal accountant’s engagements for non-audit services with the investment advisor to the registrant’s series and such advisor’s affiliates that provide ongoing services to the registrant, if the engagement relates directly to the operations and financial reporting of the registrant, unless the aggregate amount of fees to be paid for all such services provided constitutes no more than 5% of the aggregate revenues paid to the principal accountant by the registrant, the investment advisor and such advisor’s affiliates that provide ongoing services to the registrant, during the fiscal year in which the services are to be provided.

If a service has not been pre-approved at a regularly scheduled audit committee meeting, and if, in the opinion of the Chief Compliance Officer of the registrant, a proposed engagement must commence before the next regularly scheduled audit committee meeting, any member of the audit committee is authorized under the procedures to pre-approve the engagement.  The Chief Compliance Officer of the registrant will arrange for this interim review, coordinate with the designated member of the audit committee and provide, with the assistance of the principal accountant, information about the service to be pre-approved for the interim period.  Any interim pre-approval decisions are reported (for informational purposes) to the audit committee at its next regularly scheduled meeting.

All of the tax services referenced above were pre-approved in accordance with the pre-approval procedures for audit and non-audit services.

The percentage of fees billed by the previous independent registered public accounting firm applicable to non-audit services pursuant to waiver of pre-approval requirement were as follows:

 
FYE  10/31/2017
FYE  10/31/2016
Audit-Related Fees
0%
0%
Tax Fees
0%
0%
All Other Fees
0%
0%

The percentage of fees billed by Tait, Weller & Baker, LLP applicable to non-audit services pursuant to waiver of pre-approval requirement were as follows:

 
FYE  10/31/2017
FYE  10/31/2016
Audit-Related Fees
0%
0%
Tax Fees
0%
0%
All Other Fees
0%
0%

All of the principal accountants’ hours spent on auditing the registrant’s financial statements were attributed to work performed by full‑time permanent employees of the principal accountants.

In assessing the independence of the registrant’s principal accountants, the registrant’s board of trustees noted that the principal accountants have not provided any audit or non-audit services to the investment advisor to the registrant’s series, Hennessy Advisors, Inc., or any entity controlling, controlled by, or under common control with Hennessy Advisors, Inc.

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.

The Schedules of Investments are included as part of the reports to shareholders filed under Item 1 of this Form.
 
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.

Not Applicable.

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 providers.

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

Not applicable to open-end investment companies.

Item 13. Exhibits.

(a)
(1) Code of ethics, or amendments 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. Filed herewith.

(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.

(4) Change in the registrant’s independent public accountant.  Provide the information called for by Item 4 of Form 8-K under the Exchange Act (17 CFR 249.308).  Unless specified by Item 4, or related to and necessary for a complete understanding of information not previously disclosed, the information should relate to events occurring during the reporting period.  Disclosure for this item not yet required.

(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.

HENNESSY FUNDS TRUST
(Registrant)


By:      /s/ Neil J. Hennessy
Neil J. Hennessy
President

Date: January 8, 2018


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

 
By:          /s/ Neil J. Hennessy
 Neil J. Hennessy, President
 
Date:      January 8, 2018
 

By:          /s/ Teresa M. Nilsen
 Teresa M. Nilsen, Treasurer
 
Date:       January 8, 2018