09/04/2025 | Press release | Distributed by Public on 09/04/2025 08:47
Fund (Class) | Costs of a $10,000 investment | Costs paid as a percentage of a $10,000 investment | ||
The Merger Fund® VL Class I |
$72 | 1.41% |
Fund net assets ('000s) | $24,040 |
Total number of portfolio holdings | 320 |
Portfolio turnover rate as of the end of the reporting period | 70% |
Type of Buyer | |
Strategic | 85.4% |
Financial | 14.6% |
By Deal Type | |
Friendly | 100.0% |
Deal Terms* | |
Cash | 69.8% |
Stock with Fixed Exchange Ratio | 25.6% |
Cash and Stock | 4.2% |
Stock with Fixed Exchange Ratio (Collar) | 0.4% |
*
|
Data expressed as a percentage of long common stock, corporate bonds and swap contract positions as of June 30, 2025.
|
Financials | 35% |
Energy | 20% |
Communication Services | 19% |
Consumer Staples | 7% |
Consumer Discretionary | 6% |
Industrials | 6% |
Information Technology | 5% |
Health Care | 1% |
Materials | 1% |
Total | 100% |
(1)
|
Percentage of total investments as of June 30, 2025.
|
(b) Not applicable.
Item 2. Code of Ethics.
Not applicable.
Item 3. Audit Committee Financial Expert.
Not applicable.
Item 4. Principal Accountant Fees and Services.
Not applicable.
Item 5. Audit Committee of Listed Registrants.
Disclosure not required for open-endmanagement investment companies.
Item 6. Investments.
(a) |
Refer to Item 7(a). |
(b) |
Not applicable. |
Item 7. Financial Statements and Financial Highlights for Open-EndManagement Investment Companies.
(a) and (b): The registrant's (semiannual) financial statements and financial highlights are as follows:
The Merger Fund® VL |
Key Investment Terms
|
1 |
Schedule of Investments
|
2 |
Statement of Assets and Liabilities
|
10 |
Statement of Operations
|
11 |
Statements of Changes in Net Assets
|
12 |
Financial Highlights
|
13 |
Notes to Financial Statements
|
14 |
Other Information
|
27 |
Par Value | Value | ||
Convertible Bonds and Notes-2.2% | |||
Information Technology-2.2% | |||
Dye & Durham Ltd. 144A 3.750%, 3/1/26(1) |
732CAD | $ 519 | |
Total Convertible Bonds and Notes (Identified Cost $520) |
519 | ||
Corporate Bonds and Notes-8.3% | |||
Communication Services-0.2% | |||
Consolidated Communications, Inc. 144A 6.500%, 10/1/28(1) |
$ 46 | 47 | |
Consumer Discretionary-1.5% | |||
Everi Holdings, Inc. 144A 5.000%, 7/15/29(1) |
163 | 165 | |
Mclaren Finance plc 144A 7.500%, 8/1/26(1) |
200 | 200 | |
365 | |||
Consumer Staples-0.2% | |||
Kronos Acquisition Holdings, Inc. 144A 8.250%, 6/30/31(1) |
36 | 33 | |
Energy-1.7% | |||
California Resources Corp. 144A 7.125%, 2/1/26(1) |
52 | 52 | |
Calumet Specialty Products Partners LP 144A 11.000%, 4/15/26(1) |
365 | 365 | |
417 | |||
Financials-4.0% | |||
AssuredPartners, Inc. | |||
144A 5.625%, 1/15/29(1) | 255 | 254 | |
144A 7.500%, 2/15/32(1) | 69 | 74 | |
Frontier Communications Holdings LLC | |||
5.875%, 11/1/29 | 133 | 135 | |
144A 6.000%, 1/15/30(1) | 216 | 219 | |
Mobius Merger Sub, Inc. 144A 9.000%, 6/1/30(1) |
13 | 12 | |
Nationstar Mortgage Holdings, Inc. 144A 5.125%, 12/15/30(1) |
215 | 217 | |
Permian Resources Operating LLC 144A 8.000%, 4/15/27(1) |
51 | 52 | |
963 | |||
Information Technology-0.5% | |||
Hewlett Packard Enterprise Co. | |||
4.850%, 10/15/31 | 95 | 95 |
Par Value | Value | ||
Information Technology-continued | |||
5.000%, 10/15/34 | $ 30 | $ 29 | |
124 | |||
Materials-0.2% | |||
Big River Steel LLC 144A 6.625%, 1/31/29(1) |
44 | 44 | |
Total Corporate Bonds and Notes (Identified Cost $1,979) |
1,993 | ||
Leveraged Loans-3.4% | |||
Aerospace-1.7% | |||
Spirit AeroSystems, Inc. (3 month Term SOFR + 4.500%) 8.803%, 1/15/27(2) |
395 | 395 | |
Media / Telecom - Telecommunications-1.7% |
|||
Lumen Technologies, Inc. | |||
Tranche B-1 0.000%, 4/15/29(2)(3) |
115 | 113 | |
Tranche B-1 (1 month Term SOFR + 2.464%) 6.791%, 4/15/29(2) |
239 | 236 | |
Syniverse Holdings, Inc. (3 month Term SOFR + 7.000%) 11.308%, 5/13/27(2) |
68 | 64 | |
413 | |||
Total Leveraged Loans (Identified Cost $814) |
808 |
Shares | ||
Common Stocks-35.4% | ||
Communication Services-14.8% | ||
Endeavor Group Holdings, Inc. Class A (4)(5) | 56,060 | 1,698 |
Frontier Communications Parent, Inc.(6)(7) | 21,928 | 798 |
GCI Liberty, Inc. Escrow Share(4)(6) | 1,015 | -(8) |
Interpublic Group of Cos., Inc. (The) | 17,956 | 440 |
Liberty Broadband Corp. Class A(6) | 6,331 | 619 |
3,555 | ||
Consumer Discretionary-2.6% | ||
Everi Holdings, Inc.(6) | 23,884 | 340 |
Skechers USA, Inc. Class A(6) | 4,580 | 289 |
629 | ||
Consumer Staples-0.2% | ||
Kellanova | 745 | 59 |
Energy-4.2% | ||
ChampionX Corp.(7) | 39,614 | 984 |
Shares | Value | ||
Energy-continued | |||
Hess Corp. | 173 | $ 24 | |
1,008 | |||
Financials-7.1% | |||
Acropolis Infrastructure(4)(6) | 3,967 | - | |
Brookline Bancorp, Inc. | 4,805 | 51 | |
Cantaloupe, Inc.(6) | 12,380 | 136 | |
CI Financial Corp. | 19,698 | 458 | |
Guild Holdings Co. Class A | 606 | 12 | |
Mr. Cooper Group, Inc.(6) | 4,277 | 638 | |
Pacific Premier Bancorp, Inc. | 2,371 | 50 | |
ProAssurance Corp.(6) | 15,305 | 350 | |
Zalatoris Acquisition Corp.(4)(6) | 3,001 | - | |
1,695 | |||
Health Care-0.9% | |||
ABIOMED, Inc.(4)(6) | 814 | 1 | |
Amedisys, Inc.(6) | 1,457 | 143 | |
Blueprint Medicines Corp.(6) | 562 | 72 | |
Inhibrx, Inc.(6) | 2,449 | 3 | |
219 | |||
Industrials-4.1% | |||
AZEK Co., Inc. (The) Class A(6) | 12,238 | 665 | |
Dun & Bradstreet Holdings, Inc. | 24,333 | 221 | |
Herc Holdings, Inc. | 8 | 1 | |
Spirit AeroSystems Holdings, Inc. Class A(6) | 2,722 | 104 | |
991 | |||
Information Technology-1.5% | |||
Clearwater Analytics Holdings, Inc. Class A (6) | 600 | 13 | |
E2open Parent Holdings, Inc.(6) | 11,261 | 37 | |
Juniper Networks, Inc. | 7,792 | 311 | |
361 | |||
Total Common Stocks (Identified Cost $8,349) |
8,517 | ||
Rights-0.0% | |||
Financials-0.0% | |||
Pershing Tontine Spar, 09/29/33(4)(6) | 1,848 | 1 | |
Health Care-0.0% | |||
Akouos, Inc., 12/31/49(4)(6) | 4,144 | 3 | |
Bristol-Myers Squibb Co., 12/31/35(4)(6) | 6,945 | 7 | |
10 | |||
Total Rights (Identified Cost $-) |
11 | ||
Shares | Value | ||
Warrants-0.0% | |||
Communication Services-0.0% | |||
BuzzFeed, Inc., 12/01/26(6) | 1,643 | $ -(8) | |
GIBO Holdings Ltd., 05/08/30(6) | 740 | -(8) | |
-(8) | |||
Consumer Discretionary-0.0% | |||
Allurion Technologies, Inc., 08/01/30(6) | 870 | -(8) | |
ECARX Holdings, Inc., 12/21/27(6) | 1,150 | -(8) | |
Grove Collaborative Holdings, 06/16/27(6) | 1,063 | -(8) | |
Zapp Electric Vehicles Group Ltd., 03/03/28(6) | 2,322 | -(8) | |
-(8) | |||
Financials-0.0% | |||
26 Capital Acquisition Corp., 12/31/27(6) | 900 | - | |
Agriculture & Natural Solutions Acquisition Corp., 12/31/28(6) | 2,591 | -(8) | |
Alchemy Investments Acquisition Corp. 1, 06/26/28(6) | 2,148 | -(8) | |
Aldel Financial II, Inc., 10/10/29(6) | 4,238 | 2 | |
AltEnergy Acquisition Corp., 11/10/28(6) | 800 | -(8) | |
Andretti Acquisition Corp. II, 10/24/29(6) | 2,573 | 1 | |
Archimedes Tech SPAC Partners II Co., 04/02/30(6) | 1,297 | 1 | |
Cartesian Growth Corp. II, 07/12/28(6) | 873 | -(8) | |
Centurion Acquisition Corp., 08/01/29(6) | 626 | -(8) | |
Corner Growth Acquisition Corp., 12/31/27(4)(6) | 895 | - | |
EQV Ventures Acquisition Corp., 07/01/31(6) | 503 | -(8) | |
EVe Mobility Acquisition Corp., 12/31/28(4)(6) | 934 | - | |
Fact II Acquisition Corp., 12/20/29(6) | 2,755 | 1 | |
Goal Acquisitions Corp., 02/11/26(6) | 8,032 | -(8) | |
Graf Global Corp., 08/07/29(6) | 1,202 | -(8) | |
Iron Horse Acquisitions Corp., 02/16/29(6) | 2,326 | -(8) | |
Israel Acquisitions Corp., 02/28/28(6) | 773 | -(8) | |
Keen Vision Acquisition Corp., 09/15/28(6) | 6,597 | -(8) | |
Launch Two Acquisition Corp., 11/26/29(6) | 1,573 | 1 | |
Live Oak Acquisition Corp. V, 04/17/30(6) | 940 | 1 |
Shares | Value | ||
Financials-continued | |||
Newbury Street Acquisition Corp., 12/31/27(6) | 419 | $ - | |
Newbury Street II Acquisition Corp., 12/29/29(6) | 2,521 | 1 | |
RMG Acquisition Corp. III, 12/31/27(6) | 1,196 | -(8) | |
Roman DBDR Acquisition Corp. II, 02/03/30(6) | 1,705 | 1 | |
SIM Acquisition Corp. I, 08/28/29(6) | 1,902 | 1 | |
Slam Corp. Class A, 12/31/27(6) | 709 | -(8) | |
Spring Valley Acquisition Corp. II, 02/25/26(6) | 1,933 | -(8) | |
Stellar V Capital Corp., 03/24/30(6) | 863 | -(8) | |
Target Global Acquisition I Corp., 12/31/27(6) | 1,600 | -(8) | |
Voyager Acquisition Corp., 05/16/31(6) | 2,090 | 1 | |
Whole Earth Brands, Inc., 07/25/25(4)(6) | 1,756 | - | |
XBP Europe Holdings, Inc., 12/31/27(6) | 757 | -(8) | |
Zeo Energy Corp., 10/20/26(6) | 936 | -(8) | |
11 | |||
Health Care-0.0% | |||
CERo Therapeutics Holdings, Inc., 02/14/29(6) | 859 | -(8) | |
Psyence Biomedical Ltd., 01/25/29(6) | 1,097 | -(8) | |
Tevogen Bio Holdings, Inc., 11/04/26(6) | 1,068 | -(8) | |
-(8) | |||
Industrials-0.0% | |||
Bridger Aerospace Group Holdings, Inc., 01/25/28(6) | 750 | -(8) | |
Freightos Ltd., 01/23/28(6) | 739 | -(8) | |
Getaround, Inc., 03/09/26(6) | 179 | - | |
Volato Group, Inc., 12/03/28(6) | 2,120 | -(8) | |
Willow Lane Acquisition Corp., 12/28/29(6) | 1,689 | 1 | |
1 | |||
Information Technology-0.0% | |||
iLearningEngines Holdings, Inc., 03/02/26(6) | 5,381 | -(8) | |
LeddarTech Holdings, Inc., 09/21/28(6) | 2,213 | -(8) |
Shares | Value | ||
Information Technology-continued | |||
Movella Holdings, Inc., 12/31/27(6) | 1,062 | $ -(8) | |
-(8) | |||
Total Warrants (Identified Cost $30) |
12 |
Shares/Units | ||
Special Purpose Acquisition Companies-23.0% |
||
A SPAC III Acquisition Corp. Class A(6) | 2,621 | 27 |
AA Mission Acquisition Corp. Class A(6) | 28,972 | 302 |
Agriculture & Natural Solutions Acquisition Corp.(6) | 31,287 | 339 |
Ai Transportation Acquisition Corp.(6) | 3,701 | 41 |
Aifeex Nexus Acquisition Corp.(6) | 5,037 | 51 |
Aifeex Nexus Acquisition Corp.(6) | 5,037 | 1 |
Aimei Health Technology Co., Ltd.(6) | 3,362 | 1 |
Andretti Acquisition Corp. II Class A(6) | 14,176 | 147 |
Archimedes Tech SPAC Partners II Co.(6) | 5,031 | 51 |
Armada Acquisition Corp. II(6) | 7,468 | 76 |
Armada Acquisition Corp. II Class A(6) | 2,094 | 21 |
Axiom Intelligence Acquisition Corp. 1(6) | 1,467 | 15 |
Bayview Acquisition Corp.(6) | 2,923 | 1 |
Bayview Acquisition Corp. Class A(6) | 1,470 | 17 |
Berto Acquisition Corp.(6) | 642 | 7 |
BEST SPAC I Acquisition Corp.(6) | 418 | 4 |
Black Hawk Acquisition Corp.(6) | 120 | -(8) |
Black Hawk Acquisition Corp. Class A(6) | 609 | 7 |
Bleichroeder Acquisition Corp. I(6) | 17,954 | 185 |
Blue Acquisition Corp.(6) | 1,673 | 17 |
Blue Water Acquisition Corp. III(6) | 4,188 | 42 |
Cal Redwood Acquisition Corp.(6) | 1,263 | 13 |
Cantor Equity Partners III, Inc. Class A(6) | 419 | 4 |
Cartesian Growth Corp. III(6) | 4,238 | 43 |
Cartesian Growth Corp. III Class A(6) | 2,094 | 21 |
Cayson Acquisition Corp.(6) | 1,811 | 19 |
Cayson Acquisition Corp.(6) | 1,811 | -(8) |
Centurion Acquisition Corp.(6) | 8,127 | 86 |
Shares/Units | Value | ||
ChampionsGate Acquisition Corp.(6) | 506 | $ 5 | |
Churchill Capital Corp. IX(6) | 942 | 10 | |
Churchill Capital Corp. X(6) | 1,691 | 17 | |
Columbus Circle Capital Corp. I(6) | 106 | 1 | |
Copley Acquisition Corp.(6) | 7,147 | 72 | |
Copley Acquisition Corp. Class A(6) | 906 | 9 | |
Crane Harbor Acquisition Corp.(6) | 9,925 | 103 | |
DT Cloud Acquisition Corp.(6) | 1,554 | -(8) | |
DT Cloud Star Acquisition Corp.(6) | 4,102 | 43 | |
Dune Acquisition Corp. II(6) | 6,001 | 61 | |
Dynamix Corp.(6) | 843 | 9 | |
EGH Acquisition Corp.(6) | 635 | 7 | |
EQV Ventures Acquisition Corp. Class A(6) | 1,737 | 18 | |
ESH Acquisition Corp.(6) | 3,862 | -(8) | |
Eureka Acquisition Corp.(6) | 2,575 | 27 | |
Fact II Acquisition Corp.(6) | 13,333 | 138 | |
FIGX Capital Acquisition Corp.(6) | 712 | 7 | |
Gesher Acquisition Corp. II(6) | 2,082 | 21 | |
GigCapital7 Corp. Class A(6) | 9,116 | 94 | |
Gores Holdings X, Inc.(6) | 4,383 | 46 | |
GP-Act III Acquisition Corp. Class A(6) | 11,886 | 125 | |
Graf Global Corp. Class A(6) | 2,406 | 25 | |
GSR III Acquisition Corp.(6) | 27,275 | 294 | |
Haymaker Acquisition Corp. 4(6) | 13,083 | 145 | |
HCM II Acquisition Corp. Class A(6) | 3,093 | 34 | |
Horizon Space Acquisition I Corp.(6) | 8,221 | 100 | |
IB Acquisition Corp.(6) | 4,303 | 45 | |
IB Acquisition Corp.(6) | 4,303 | -(8) | |
Integrated Wellness Acquisition Corp. Class A(6) | 566 | 7 | |
Iron Horse Acquisitions Corp.(6) | 2,326 | 24 | |
Iron Horse Acquisitions Corp.(6) | 2,326 | 1 | |
Jackson Acquisition Co. II(6) | 10,834 | 3 | |
Jackson Acquisition Co. II Class A(6) | 10,834 | 112 | |
Jena Acquisition Corp. II(6) | 3,373 | 35 | |
JVSPAC Acquisition Corp. Class A(6) | 2,891 | 31 | |
K&F Growth Acquisition Corp. II(6) | 2,148 | -(8) | |
K&F Growth Acquisition Corp. II Class A(6) | 2,148 | 22 | |
Kochav Defense Acquisition Corp.(6) | 9,640 | 98 | |
Lakeshore Acquisition III Corp.(6) | 3,704 | 38 | |
Launch Two Acquisition Corp. Class A(6) | 6,286 | 66 |
Shares/Units | Value | ||
Legato Merger Corp. III(6) | 5,402 | $ 58 | |
Lightwave Acquisition Corp.(6) | 2,931 | 29 | |
Live Oak Acquisition Corp. V Class A(6) | 1,881 | 20 | |
Mountain Lake Acquisition Corp.(6) | 9,926 | 1 | |
Mountain Lake Acquisition Corp. Class A(6) | 9,926 | 102 | |
Nabors Energy Transition Corp. II Class A(6) | 16,335 | 181 | |
New Providence Acquisition Corp. III(6) | 10,924 | 114 | |
Newbury Street II Acquisition Corp. Class A(6) | 7,984 | 82 | |
NewHold Investment Corp. III(6) | 1,793 | 18 | |
NewHold Investment Corp. III Class A(6) | 2,440 | 25 | |
Oxley Bridge Acquisition Ltd.(6) | 1,675 | 17 | |
Oyster Enterprises II Acquisition Corp.(6) | 6,925 | 70 | |
Perimeter Acquisition Corp. I(6) | 1,272 | 13 | |
Pioneer Acquisition I Corp.(6) | 2,095 | 21 | |
ProCap Acquisition Corp.(6) | 204 | 2 | |
Quartzsea Acquisition Corp.(6) | 963 | 10 | |
Quetta Acquisition Corp.(6) | 303 | -(8) | |
Real Asset Acquisition Corp. Class A(6) | 2,092 | 21 | |
Republic Digital Acquisition Co.(6) | 642 | 7 | |
RF Acquisition Corp. II(6) | 3,299 | 35 | |
Rising Dragon Acquisition Corp.(6) | 4,842 | 50 | |
Roman DBDR Acquisition Corp. II(6) | 3,411 | 35 | |
Siddhi Acquisition Corp. Class A(6) | 5,759 | 58 | |
Silverbox Corp. IV Class A(6) | 2,468 | 27 | |
SIM Acquisition Corp. I Class A(6) | 10,780 | 112 | |
Sizzle Acquisition Corp. II(6) | 9,423 | 96 | |
Sizzle Acquisition Corp. II Class A(6) | 1,109 | 11 | |
Soulpower Acquisition Corp.(6) | 11,353 | 116 | |
Spark I Acquisition Corp.(6) | 4,780 | 52 | |
Spring Valley Acquisition Corp. II(6) | 3,867 | 1 | |
Stellar V Capital Corp. Class A(6) | 1,727 | 18 | |
Tavia Acquisition Corp.(6) | 8,747 | 90 | |
Tavia Acquisition Corp.(6) | 5,000 | 1 | |
Thayer Ventures Acquisition Corp. II(6) | 2,371 | 24 | |
Titan Acquisition Corp.(6) | 12,564 | 128 | |
UY Scuti Acquisition Corp.(6) | 3,005 | 31 | |
Vine Hill Capital Investment Corp. Class A(6) | 13,303 | 139 |
Shares/Units | Value | ||
Voyager Acquisition Corp.(6) | 15,231 | $ 158 | |
Wen Acquisition Corp.(6) | 3,237 | 34 | |
Willow Lane Acquisition Corp. Class A(6) | 3,379 | 35 | |
Wintergreen Acquisition Corp.(6) | 38 | -(8) | |
YHN Acquisition I Ltd.(6) | 4,979 | 51 | |
Yorkville Acquisition Corp.(6) | 1,257 | 14 | |
Total Special Purpose Acquisition Companies (Identified Cost $5,324) |
5,538 |
Shares | ||
Purchased Options-0.0% | ||
(See open purchased options schedule) | ||
Total Purchased Options (Premiums Paid $14) |
2 | |
Escrow Notes-2.0% | ||
Financials-2.0% | ||
Altaba, Inc. Escrow(6) | 348,047 | 470 |
Pershing Square Escrow(4)(6) | 7,392 | - |
470 | ||
Total Escrow Notes (Identified Cost $161) |
470 | |
Total Long-Term Investments-74.3% (Identified Cost $17,191) |
17,870 | |
Short-Term Investments-18.5% | ||
Money Market Mutual Funds-18.5% | ||
Goldman Sachs Financial Square Funds - Treasury Instruments Fund - Standard Shares (seven-day effective yield 4.118%)(9) | 2,450,000 | 2,450 |
Goldman Sachs Financial Square Government Fund - Standard Shares (seven-day effective yield 4.213%)(9) | 1,991,797 | 1,992 |
Total Short-Term Investments (Identified Cost $4,442) |
4,442 | |
TOTAL INVESTMENTS, BEFORE SECURITIES SOLD SHORT AND WRITTEN OPTIONS-92.8% (Identified Cost $21,633) |
22,312 |
Securities Sold Short-(4.0)% |
Shares | Value | ||
Common Stocks-(4.0)% | |||
Communication Services-(0.9)% | |||
Charter Communications, Inc. Class A(6) | (513) | $ (210) | |
Energy-(0.1)% | |||
Chevron Corp. | (177) | (25) | |
Financials-(0.2)% | |||
Berkshire Hills Bancorp, Inc. | (84) | (2) | |
Columbia Banking System, Inc. | (2,169) | (51) | |
(53) | |||
Industrials-(0.0)% | |||
Herc Holdings, Inc. | (8) | (1) | |
Information Technology-(0.0)% | |||
Clearwater Analytics Holdings, Inc. | (600) | (13) | |
Real Estate-(2.8)% | |||
Redfin Corp.(6) | (59,341) | (664) | |
Total Securities Sold Short (Identified Proceeds $(887)) |
(966) | ||
Written Options-(0.1)% | |||
(See open written options schedule) |
|||
Total Written Options (Premiums Received $13) |
(14) | ||
TOTAL INVESTMENTS, NET OF SECURITIES SOLD SHORT AND WRITTEN OPTIONS-88.7% (Identified Cost $20,733) |
$21,332 | ||
Other assets and liabilities, net-11.3% | 2,708 | ||
NET ASSETS-100.0% | $24,040 |
Abbreviations: | |
ADR | American Depositary Receipt |
ETF | Exchange-Traded Fund |
LLC | Limited Liability Company |
LP | Limited Partnership |
OBFR | Overnight Bank Funding Rate |
plc | Public Limited Company |
S&P | Standard & Poor's |
SOFR | Secured Overnight Financing Rate |
SPAC | Special Purpose Acquisition Company |
SPDR | S&P Depositary Receipt |
Footnote Legend: | |
(1) | Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At June 30, 2025, these securities amounted to a value of $2,253 or 9.4% of net assets. |
(2) | Variable rate security. Rate disclosed is as of June 30, 2025. Information in parenthesis represents benchmark and reference rate for each security. Certain variable rate securities are not based on a published reference rate and spread but are determined by the issuer or agent and are based on current market conditions, or, for mortgage-backed securities, are impacted by the individual mortgages which are paying off over time. These securities do not indicate a reference rate and spread in their descriptions. |
(3) | This loan will settle after June 30, 2025, at which time the interest rate, calculated on the base lending rate and the agreed upon spread on trade date, will be reflected. |
(4) | The value of this security was determined using significant unobservable inputs and is reported as a Level 3 security in the Fair Value Hierarchy table located after the Schedule of Investments. |
(5) | Delisted security. As of June 30, 2025, the common stock is classified as a Level 3 investment due to the absence of observable market inputs and had a cost of $1,533 and its market value represents 7.1% of total net assets. The security was delisted on March 24, 2025 and is currently subject to appraisal rights proceedings in connection with an acquisition. Due to the uncertainty of fair valuation in the absence of an active market and the pending legal proceedings, the fair value of the security may differ materially from the presented estimated fair value. |
(6) | Non-income producing. |
(7) | All or a portion of the shares have been committed as collateral for open securities sold short and written option contracts. The value of securities segregated as collateral is $1,597. |
(8) | Amount is less than $500 (not in thousands). |
(9) | Shares of this fund are publicly offered, and its prospectus and annual report are publicly available. |
Counterparties: | |
BAML | Bank of America-Merrill Lynch |
GS | Goldman Sachs & Co. |
JPM | JPMorgan Chase Bank N.A. |
Foreign Currencies: | |
CAD | Canadian Dollar |
EUR | Euro |
GBP | United Kingdom Pound Sterling |
JPY | Japanese Yen |
SEK | Swedish Krona |
USD | United States Dollar |
Country Weightings† | |
United States | 69% |
Cayman Islands | 25 |
Canada | 5 |
United Kingdom | 1 |
Total | 100% |
† % of total investments, net of securities sold short and written options, as of June 30, 2025. |
Open purchased options contracts as of June 30, 2025 were as follows: | |||||
Description of Options |
Number of Contracts |
Contract Notional Amount |
Strike Price(1) |
Expiration Date |
Value |
Put Options(2) | |||||
Boeing Co. (The) | 8 | $120 | $150.00 | 07/18/25 | $-(3) |
SPDR S&P 500® ETF Trust | 23 | 1,323 | 575.00 | 07/18/25 | 2 |
Total Purchased Options | $2 | ||||
Footnote Legend: | |||||
(1) Strike price not reported in thousands. | |||||
(2) Unless otherwise noted, options are exchange-traded. | |||||
(3) Amount is less than $500 (not in thousands). |
Open written options contracts as of June 30, 2025 were as follows: | |||||
Description of Options |
Number of Contracts |
Contract Notional Amount |
Strike Price(1) |
Expiration Date |
Value |
Call Options(2) | |||||
Boeing Co. (The) | (5) | $(102) | $205.00 | 07/18/25 | $(4) |
SPDR S&P 500® ETF Trust | (7) | (428) | 611.00 | 07/18/25 | (9) |
(13) | |||||
Put Options(2) | |||||
Paramount Global | (23) | (23) | 10.00 | 08/15/25 | (1) |
SPDR S&P 500® ETF Trust | (5) | (270) | 540.00 | 07/18/25 | (-) (3) |
(1) | |||||
Total Written Options | $(14) |
Footnote Legend: | |
(1) Strike price not reported in thousands. | |
(2) Unless otherwise noted, options are exchange-traded. | |
(3) Amount is less than $500 (not in thousands). |
Forward foreign currency exchange contracts as of June 30, 2025 were as follows: | ||||||||
Currency Purchased |
Currency Amount Purchased |
Currency Sold |
Currency Amount Sold |
Counterparty |
Settlement Date |
Unrealized Appreciation |
Unrealized Depreciation |
|
GBP | 39 | USD | 53 | GS | 07/15/25 | $1 | $- | |
JPY | 5,054 | USD | 36 | GS | 07/16/25 | - | - (1) | |
SEK | 1,696 | USD | 177 | GS | 07/02/25 | 2 | - | |
USD | 177 | SEK | 1,696 | GS | 07/02/25 | - | (2) | |
USD | 50 | GBP | 39 | GS | 07/15/25 | - | (3) | |
USD | 33 | JPY | 5,054 | GS | 07/16/25 | - | (2) | |
USD | 458 | CAD | 630 | JPM | 08/14/25 | - | (6) | |
USD | 543 | CAD | 732 | JPM | 09/18/25 | 3 | - | |
USD | 62 | JPY | 8,986 | GS | 10/15/25 | - | (2) | |
USD | 152 | EUR | 131 | GS | 10/20/25 | - | (4) | |
USD | 450 | EUR | 391 | GS | 11/05/25 | - | (15) | |
Total | $6 | $(34) |
Footnote Legend: | |
(1) | Amount is less than $500 (not in thousands). |
Over-the-counter total return swaps outstanding as of June 30, 2025 were as follows: | ||||||||||||||||||||
Referenced Entity | Pay/Receive | Financing Rate(1) |
Payment Frequency |
Counterparty |
Expiration Date |
Notional Amount |
Value(2) |
Unrealized Appreciation |
Unrealized Depreciation |
|||||||||||
Long Total Return Swap Contracts | ||||||||||||||||||||
Bristol-Myers Squibb Co.(3),(4) | Pay | 6.070% (0.750% + OBFR) | 1 Month | BAML | 03/03/26 | $-(5) | $5 | $5 | $- | |||||||||||
Brookfield Property Preferred LP | Pay | 5.080% (0.750% + OBFR) | 1 Month | BAML | 03/06/26 | 11 | (1) | - | (1) | |||||||||||
Covestro AG | Pay | 4.940% (0.610% + OBFR) | 1 Month | GS | 12/31/25 | 129 | 22 | 22 | - | |||||||||||
Hess Corp. | Pay | 4.940% (0.610% + OBFR) | 1 Month | GS | 02/09/26 | 3,068 | 55 | 55 | - | |||||||||||
Just Eat Takeaway.com N.V. | Pay | 5.180% (0.850% + OBFR) | 1 Month | GS | 05/06/26 | 424 | 15 | 15 | - | |||||||||||
Kellanova | Pay | 4.940% (0.610% + OBFR) | 1 Month | GS | 02/09/26 | 1,513 | (34) | - | (34) | |||||||||||
Topcon | Pay | 4.940% (0.610% + OBFR) | 1 Month | GS | 06/16/26 | 59 | 2 | 2 | - | |||||||||||
64 | 99 | (35) | ||||||||||||||||||
Short Total Return Swap Contracts | ||||||||||||||||||||
Berkshire Hills Bancorp, Inc. | Receive | 3.980% ((0.350)% + OBFR) | 1 Month | GS | 05/15/26 | (48) | (2) | - | (2) | |||||||||||
Charter Communications, Inc. | Receive | 3.980% ((0.350)% + OBFR) | 1 Month | GS | 03/03/26 | (372) | (28) | - | (28) | |||||||||||
Chevron Corp. | Receive | 3.980% ((0.350)% + OBFR) | 1 Month | GS | 12/02/25 | (68) | 3 | 3 | - | |||||||||||
Chevron Corp. | Receive | 4.080% ((0.250)% + OBFR) | 3 Month | JPM | 11/28/25 | (3,421) | 179 | 179 | - | |||||||||||
James Hardie Industries plc | Receive | 3.930% ((0.400)% + OBFR) | 1 Month | GS | 05/06/26 | (59) | (19) | - | (19) | |||||||||||
James Hardie Industries plc | Receive | 3.669% ((0.661)% + OBFR) | 3 Month | JPM | 05/04/26 | (224) | (37) | - | (37) | |||||||||||
James Hardie Industries plc Sponsored ADR | Receive | 1.205% ((3.125)% + OBFR) | 1 Month | GS | 05/15/26 | (6) | (1) | - | (1) | |||||||||||
Omnicom Group | Receive | 3.980% ((0.350)% + OBFR) | 1 Month | GS | 02/03/26 | (501) | 50 | 50 | - | |||||||||||
Schlumberger Ltd. | Receive | 3.980% ((0.350)% + OBFR) | 1 Month | GS | 07/03/26 | (971) | (20) | - | (20) | |||||||||||
125 | 232 | (107) | ||||||||||||||||||
Total | $189 | $331 | $(142) |
Footnote Legend: | |
(1) | The Fund pays the floating rate (+/- a spread) and receives the total return of the reference entity. |
(2) | There were no upfront premiums paid or received for the open swap contracts held. |
(3) | The value of this security was determined using significant unobservable inputs and is reported as a Level 3 security in the Fair Value Hierarchy table located after the Schedule of Investments. |
(4) | Security held is the direct result of a corporate action. There is no associated financing rate and the security is held with a zero cost basis. |
(5) | Amount is less than $500 (not in thousands). |
Total Value at June 30, 2025 |
Level 1 Quoted Prices |
Level 2 Significant Observable Inputs |
Level 3 Significant Unobservable Inputs |
||||
Assets: | |||||||
Debt Instruments: | |||||||
Convertible Bonds and Notes | $519 | $- | $519 | $- | |||
Corporate Bonds and Notes | 1,993 | - | 1,993 | - | |||
Leveraged Loans | 808 | - | 808 | - | |||
Equity Securities: | |||||||
Common Stocks | 8,517 | 6,815 | 3 | 1,699(1) | |||
Rights | 11 | - | - | 11 | |||
Warrants | 12 | 12 | - | -(1) | |||
Special Purpose Acquisition Companies | 5,538 | 5,408 | 130 | - | |||
Escrow Notes | 470 | - | 470 | -(1) | |||
Money Market Mutual Funds | 4,442 | 4,442 | - | - | |||
Other Financial Instruments: | |||||||
Purchased Options | 2 | 2 | - | - | |||
Forward Foreign Currency Exchange Contracts* | 6 | - | 6 | - | |||
Over-the-Counter Total Return Swaps* | 331 | - | 326 | 5 | |||
Total Assets | 22,649 | 16,679 | 4,255 | 1,715 | |||
Liabilities: | |||||||
Securities Sold Short: | |||||||
Common Stocks | (966) | (966) | - | - | |||
Other Financial Instruments: | |||||||
Written Options | (14) | (14) | - | - | |||
Forward Foreign Currency Exchange Contracts* | (34) | - | (34) | - | |||
Over-the-Counter Total Return Swaps* | (142) | - | (142) | - | |||
Total Liabilities | (1,156) | (980) | (176) | - | |||
Total Investments, Net of Securities Sold Short and Written Options | $21,493 | $15,699 | $4,079 | $1,715 |
(1) | Includes internally fair valued securities currently priced at zero ($0). |
* | Swap contracts and forward currency exchange contracts are valued at the net unrealized appreciation (depreciation) on the instrument by level and counterparty. |
Total |
Common Stocks |
Rights | Warrants |
Escrow Notes |
Over-the-Counter Total Return Swaps |
||||||
Investments in Securities | |||||||||||
Balance as of December 31, 2024: | $ 18 | $ 2(a) | $ 11 | $ - | $ -(a) | $ 5 | |||||
Net change in unrealized appreciation (depreciation)(b) | (1) | (1) | - | - | - | - | |||||
Purchases | -(c) | -(c) | - | - | - | - | |||||
Transfers into Level 3(d) | 1,698 | 1,698 | - | -(a) | - | - | |||||
Balance as of June 30, 2025 | $ 1,715 | $ 1,699(a) | $ 11 | $ -(a) | $ -(a) | $ 5 |
Investments in Securities - Assets |
Ending Balance at June 30, 2025 |
Valuation Technique Used |
Unobservable Inputs |
Input Values |
Impact to Valuation from an Increase in Unobservable Inputs(a) |
|||||
Common Stock: | ||||||||||
Endeavor Group Holdings, Inc. Class A |
$1,698 |
Market Approach
|
Spread (parent and subsidiary ownership) |
8.1015 (6.8131 - 8.9796) | Decrease | |||||
Assets | |
Investment in securities at value(1)
|
$22,312 |
Cash
|
515 |
Cash pledged as collateral for derivatives and securities sold short
|
1,470 |
Due from broker
|
934 |
Over-the-counter swaps at value
|
331 |
Unrealized appreciation on forward foreign currency exchange contracts
|
6 |
Receivables | |
Investment securities sold
|
41 |
Fund shares sold
|
2 |
Dividends and interest
|
67 |
Tax reclaims
|
3 |
Prepaid Trustees' retainer
|
-(a) |
Other assets
|
1 |
Total assets
|
25,682 |
Liabilities | |
Written options at value(2)
|
14 |
Securities sold short at value(3)
|
966 |
Over-the-counter swaps at value
|
142 |
Unrealized depreciation on forward foreign currency exchange contracts
|
34 |
Payables | |
Fund shares repurchased
|
3 |
Investment securities purchased
|
390 |
Investment advisory fees
|
14 |
Administration and accounting fees
|
13 |
Transfer agent and sub-transfer agent fees and expenses
|
-(a) |
Professional fees
|
37 |
Trustee deferred compensation plan
|
1 |
Interest expense and/or commitment fees
|
-(a) |
Other accrued expenses
|
28 |
Total liabilities
|
1,642 |
Commitments and contingencies (Note 4D)
|
- |
Net Assets
|
$24,040 |
Net Assets Consist of: | |
Capital paid in on shares of beneficial interest
|
$21,244 |
Accumulated earnings (loss)
|
2,796 |
Net Assets
|
$24,040 |
Net Assets: | |
Class I
|
$24,040 |
Shares Outstanding (unlimited number of shares authorized, no par value): | |
Class I
|
2,036,342 |
Net Asset Value and Redemption Price Per Share:(b) | |
Class I
|
$11.81 |
(1) Investment in securities at cost
|
$21,634 |
(2)Written options premiums received
|
$13 |
(3)Securities sold short proceeds
|
$887 |
(a) | Amount is less than $500 (not in thousands). |
(b) | Net Asset Value Price Per Share are calculated using unrounded net assets. |
Investment Income | |
Dividends
|
$112 |
Interest
|
119 |
Securities lending, net of fees
|
-(a) |
Foreign taxes withheld
|
-(a) |
Total investment income
|
231 |
Expenses | |
Investment advisory fees
|
151 |
Administration and accounting fees
|
26 |
Transfer agent fees and expenses
|
-(a) |
Custodian fees
|
2 |
Printing fees and expenses
|
9 |
Professional fees
|
32 |
Interest expense and/or commitment fees
|
-(a) |
Trustees' fees and expenses
|
1 |
Miscellaneous expenses
|
11 |
Total expenses
|
232 |
Dividend and interest expense on securities sold short
|
1 |
Total expenses, including dividend and interest expense on securities sold short
|
233 |
Less net expenses reimbursed and/or waived by investment adviser(1)
|
(63) |
Net expenses
|
170 |
Net investment income (loss)
|
61 |
Net Realized and Unrealized Gain (Loss) on Investments | |
Net realized gain (loss) from: | |
Investments
|
443 |
Securities sold short
|
(1) |
Foreign currency transactions
|
-(a) |
Forward foreign currency exchange contracts
|
(14) |
Written options
|
(116) |
Swaps
|
452 |
Net change in unrealized appreciation (depreciation) on: | |
Investments
|
762 |
Securities sold short
|
(101) |
Foreign currency transactions
|
1 |
Forward foreign currency exchange contracts
|
(94) |
Written options
|
(14) |
Swaps
|
(178) |
Net realized and unrealized gain (loss) on investments
|
1,140 |
Net increase (decrease) in net assets resulting from operations
|
$1,201 |
(a) | Amount is less than $500 (not in thousands). |
(1) | See Note 4D in the Notes to Financial Statements. |
Six Months Ended June 30, 2025 (Unaudited) |
Year Ended December 31, 2024 |
||
Increase (Decrease) in Net Assets Resulting from Operations | |||
Net investment income (loss)
|
$61 | $309 | |
Net realized gain (loss)
|
764 | 1,211 | |
Net change in unrealized appreciation (depreciation)
|
376 | (378) | |
Increase (decrease) in net assets resulting from operations
|
1,201 | 1,142 | |
Dividends and Distributions to Shareholders | |||
Net Investment Income and Net Realized Gains: | |||
Class I
|
- | (880) | |
Total dividends and distributions to investors
|
- | (880) | |
Change in Net Assets from Capital Transactions | |||
Shares sold: | |||
Class I (77,046 and 158,364 shares, respectively)
|
881 | 1,783 | |
Reinvestment of distributions: | |||
Class I (- and 78,924 shares, respectively)
|
- | 880 | |
Shares repurchased: | |||
Class I ((927,713) and (501,243) shares, respectively)
|
(10,478) | (5,652) | |
Increase (decrease) in net assets from capital transactions
|
(9,597) | (2,989) | |
Net increase (decrease) in net assets
|
(8,396) | (2,727) | |
Net Assets | |||
Beginning of period
|
32,436 | 35,163 | |
End of Period
|
$24,040 | $32,436 |
Net Asset Value, Beginning of Period |
Net Investment Income (Loss)(1) |
Net Realized and Unrealized Gain (Loss) |
Total from Investment Operations |
Dividends from Net Investment Income |
Distributions from Net Realized Gains |
Total Distributions | Change in Net Asset Value | Net Asset Value, End of Period | Total Return(2)(3)(4) |
Net Assets, End of Period (in thousands) |
Ratio of Net Expenses to Average Net Assets(5)(6) |
Ratio of Gross Expenses to Average Net Assets(5)(6) |
Ratio of Net Investment Income (Loss) to Average Net Assets(5)(7) |
Portfolio Turnover Rate(2) | |
Class I | |||||||||||||||
1/1/25 to 6/30/25(8) | $11.24 | 0.03 | 0.54 | 0.57 | - | - | - | 0.57 | $11.81 | 5.08 % | $24,040 | 1.41 % (9) | 1.93 % | 0.50 % | 70 % |
1/1/24 to 12/31/24 | 11.16 | 0.10 | 0.29 | 0.39 | (0.19) | (0.12) | (0.31) | 0.08 | 11.24 | 3.53 | 32,436 | 1.51 (9) | 1.77 | 0.92 | 178 |
1/1/23 to 12/31/23 | 11.69 | (0.02) | 0.52 | 0.50 | (0.21) | (0.82) | (1.03) | (0.53) | 11.16 | 4.34 | 35,163 | 1.59 (9) | 1.94 | (0.20) | 222 |
1/1/22 to 12/31/22 | 11.77 | (0.02) | 0.12 | 0.10 | (0.18) | - | (0.18) | (0.08) | 11.69 | 0.88 | 48,602 | 1.49 (9) | 1.65 | (0.14) | 191 |
1/1/21 to 12/31/21 | 12.21 | (0.07) | 0.20 | 0.13 | - | (0.57) | (0.57) | (0.44) | 11.77 | 1.08 | 54,129 | 1.51 (9) | 1.91 | (0.57) | 164 |
1/1/20 to 12/31/20 | 11.40 | (0.02) | 0.86 | 0.84 | - | (0.03) | (0.03) | 0.81 | 12.21 | 7.38 | 51,753 | 1.46 (9) | 1.91 | (0.19) | 189 |
Footnote Legend | ||||||||
(1) | Calculated using average shares outstanding. | |||||||
(2) | Not annualized for periods less than one year. | |||||||
(3) | The total return does not include the expenses associated with the annuity or life insurance policy through which you invest. | |||||||
(4) | Total Return is calculated based on the NAV at which shareholder transactions were processed, but also takes into account certain adjustments that are necessary under generally accepted accounting principles required in the annual report. | |||||||
(5) | Annualized for periods less than one year. | |||||||
(6) | The Fund will also indirectly bear its prorated share of expenses of any underlying funds in which it invests. Such expenses are not included in the calculation of this ratio. | |||||||
(7) | Net investment income ratios do not reflect the proportionate share of income and expenses of the underlying funds in which the fund invests. | |||||||
(8) | Unaudited. | |||||||
(9) | Ratios of net expenses excluding dividend and interest expense on securities sold short to average net assets were 1.40%. |
A. | Security Valuation |
The Fund's Board of Trustees has designated the investment adviser as the valuation designee to perform fair valuations pursuant to Rule 2a-5 under the Investment Company Act of 1940. The Fund utilizes a fair value hierarchy which prioritizes the inputs to valuation techniques used to measure fair value into three broad levels. The Fund's policy is to recognize transfers into or out of Level 3 at the end of the reporting period. | |
Level 1 - quoted prices in active markets for identical securities (security types generally include listed equities).
|
|
Level 2 - prices determined using other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.).
|
|
Level 3 - prices determined using significant unobservable inputs (including the investment adviser's Valuation Committee's own assumptions in determining the fair value of investments).
|
B. | Security Transactions and Investment Income |
Security transactions are recorded on the trade date. Realized gains and losses from the sale of securities are determined on the identified cost basis. Dividend income and capital gain distributions are recognized on the ex-dividend date or, in the case of certain foreign securities, as soon as the Fund is notified. Interest income is recorded on the accrual basis. The Fund amortizes premiums and accretes discounts using the effective interest method. Premiums on callable debt instruments are amortized to interest income to the earliest call date using the effective interest method. Conversion premium is not amortized. Any distributions from underlying funds are recorded in accordance with the character of the distributions as designated by the underlying funds. | |
Dividend income from REIT and MLP investments is recorded using management's estimate of the percentage of income included in distributions received from such investments based on historical information and other industry sources. The return of capital portion of the estimate is a reduction to investment income and a reduction in the cost basis of each investment which increases net realized gain (loss) and net change in unrealized appreciation (depreciation). If the return of capital distributions exceed their cost basis, the distributions are treated as realized gains. The Fund invests in MLPs that make distributions that are primarily attributable to return of capital. The actual amounts of income, return of capital, and capital gains are only determined by each REIT and MLP after its fiscal year-end, and may differ from the estimated amounts. | |
C. | Income Taxes |
It is the intention of the Fund to comply with the requirements of Subchapter M of the Internal Revenue Code of 1986, as amended (the "Code") and to distribute substantially all of its taxable income to its shareholders. Therefore, no provision for federal income taxes or excise taxes has been made. | |
The Fund may be subject to foreign taxes on income, gains on investments or currency repatriation, a portion of which may be recoverable. The Fund will accrue such taxes and recoveries as applicable based upon current interpretations of the tax rules and regulations that exist in the markets in which it invests. | |
Management of the Fund has concluded that there are no significant uncertain tax positions that would require recognition in the financial statements. The Fund's U.S. federal income tax return is generally subject to examination by the Internal Revenue Service for a period of three years after it is filed. State, local and/or non-U.S. tax returns and/or other filings may be subject to examination for different periods, depending upon the tax rules of each applicable jurisdiction. | |
D. | Distributions to Shareholders |
Distributions are recorded by the Fund on the ex-dividend date. Income and capital gain distributions are determined in accordance with income tax regulations which may differ from U.S. GAAP. | |
E. | Expenses |
Expenses incurred together by the Fund and other affiliated mutual funds are allocated in proportion to the net assets of each such fund, except where allocation of direct expenses to each fund and each such other fund, or an alternative allocation method, can be more appropriately used. | |
In addition to the net annual operating expenses that the Fund bears directly, the shareholders of the Fund indirectly bear the pro-rata expenses of any underlying mutual funds in which the Fund invests. | |
F. | Foreign Currency Transactions |
Non-U.S. investment securities and other assets and liabilities denominated in foreign currencies are translated into U.S. dollar amounts at the foreign currency exchange rate effective at the end of the reporting period. Cost of investments is translated at the currency exchange rate effective at the trade date. The gain or loss resulting from a change in currency exchange rates between the trade and settlement date of a portfolio transaction is treated as a gain or loss on foreign currency. Likewise, the gain or loss resulting from a change in currency exchange rates between the date income is accrued and the date it is paid is treated as a gain or loss on foreign currency. For fixed income instruments, the Fund bifurcates that portion of the results of operations arising from changes in foreign exchange rates on investments from the fluctuations arising from changes in the market prices of securities held and such fluctuations are included with the net realized and unrealized gain or loss on foreign currency transactions. For equity securities, the Fund does not isolate that portion of the results of operations arising from changes in foreign exchange rates on investments from the fluctuations arising from changes in the market prices of securities held and such fluctuations are included with the net realized and unrealized gain or loss on investments. | |
G. | Short Sales |
The Fund may sell securities short. A short sale is a transaction in which the Fund sells a security it does not own in anticipation of a decline in market price. To sell a security short, the Fund must borrow the security. The Fund's obligation to replace the security borrowed and sold short will be fully collateralized at all times by the proceeds from the short sale retained by the broker and by cash and securities deposited in a segregated account with the Fund's custodian. If the price of the security sold short increases between the time of the short sale and the time the Fund replaces |
the borrowed security, the Fund will realize a loss, and if the price declines during the period, the Fund will realize a gain. Any realized gain will be decreased, and any realized loss increased, by the amount of transaction costs. On ex-dividend date, dividends on short sales are recorded as an expense to the Fund. | |
In addition, in accordance with the terms of its prime brokerage agreement, the Fund may receive rebate income or be charged a fee on borrowed securities. Such income or fee is calculated on a daily basis based upon the market value of each borrowed security and a variable rate that is dependent upon the availability of such security. The dividends on short sales and rebate income/fees are recorded under "Dividend and interest expense on securities sold short" on the Statement of Operations. | |
H. | Convertible Securities |
The Fund may invest a portion of its assets in convertible securities. Although convertible securities derive part of their value from that of the securities into which they are convertible, they are not considered derivative financial instruments. However, certain of the Fund's investments in convertible securities include features which render them sensitive to price changes in their underlying securities. The value of structured/synthetic convertible securities can be affected by interest rate changes and credit risks of the issuer. Such securities may be structured in ways that limit their potential for capital appreciation, and the entire value of the security may be at risk of loss depending on the performance of the underlying equity security. Consequently, the Fund is exposed to greater downside risk than traditional convertible securities, but typically still less than that of the underlying stock. | |
I. | Private Investment in a Public Equity ("PIPE") with Special Purpose Acquisition Companies ("SPAC") |
Special purpose acquisition companies ("SPACs") are shell companies that have no operations but are formed to raise capital with the intention of merging with or acquiring a company with the proceeds of the SPAC's initial public offering ("IPO"). The Fund may acquire equity securities of an issuer that are issued through a private investment in public equity ("PIPE"), including on a when-issued basis. PIPE transactions typically involve the purchase of securities directly from a publicly traded company or its affiliates in a private placement transaction, typically at a discount to the market price of the issuer's common equity. Purchased PIPE shares will be restricted from trading until the registration statement for the shares is declared effective. Upon registration, the shares can be freely sold; however, in certain circumstances, the issuer may have the right to temporarily suspend trading of the shares in the first year after the merger or acquisition. The securities issued by a SPAC may be considered illiquid, more difficult to value, and/or be subject to restrictions on resale. PIPEs are valued based upon valuations of the underlying SPACs. | |
At June 30, 2025, the Fund had no commitments to purchase when-issued securities through PIPE transactions with SPACs. | |
J. | Leveraged Loans |
The Fund may invest in direct debt instruments which are interests in amounts owed by a corporate, governmental, or other borrower to lenders or lending syndicates. Leveraged loans are generally non-investment grade and often involve borrowers that are highly leveraged. The Fund may invest in obligations of borrowers who are in bankruptcy proceedings. Leveraged loans are typically senior in the corporate capital structure of the borrower. A loan is often administered by a bank or other financial institution (the "lender") that acts as agent for all holders. The agent administers the terms of the loan, as specified in the leveraged loan. The Fund's investments in loans may be in the form of participations in loans or assignments of all or a portion of loans from third parties. When investing in loan participations, the Fund has the right to receive payments of principal, interest and any fees to which it is entitled only from the lender selling the loan participation and only upon receipt by the lender of payments from the borrower. The Fund generally has no right to enforce compliance with the terms of the leveraged loan with the borrower. As a result, the Fund may be subject to the credit risk of both the borrower and the lender that is selling the leveraged loan. When the Fund purchases assignments from lenders it acquires direct rights against the borrower on the loan. | |
The Fund may invest in multiple series or tranches of a loan, which may have varying terms and carry different associated risks. Leveraged loans may involve foreign borrowers and investments may be denominated in foreign currencies. Direct indebtedness of emerging countries involves a risk that the government entities responsible for the repayment of the debt may be unable, or unwilling, to pay the principal and interest when due. | |
The leveraged loans have floating rate loan interests which generally pay interest at rates that are periodically determined by reference to a base lending rate plus a premium. The base lending rates are generally SOFR, the prime rate offered by one or more U.S. banks or the certificate of deposit rate. When a leveraged loan is purchased the Fund may pay an assignment fee. On an ongoing basis, the Fund may receive a commitment fee based on the undrawn portion of the underlying line of credit portion of a leveraged loan. Prepayment penalty fees are received upon the prepayment of a leveraged loan by a borrower. Prepayment penalty, facility, commitment, consent and amendment fees are recorded to income as earned or paid. | |
The Fund may invest in both secured loans and "covenant lite" loans which have few or no financial maintenance covenants that would require a borrower to maintain certain financial metrics. The lack of financial maintenance covenants in covenant lite loans increases the risk that the Fund will experience difficulty or delays in enforcing its rights on its holdings of such loans, which may result in losses, especially during a downturn in the credit cycle. | |
K. | Warrants |
The Fund may receive warrants. Warrants are securities that are usually issued together with a debt instrument or preferred stock and that give the holder the right to buy a proportionate amount of common stock at a specified price. Warrants may be freely transferable and are often traded on major exchanges. Warrants normally have a life that is measured in years and entitle the holder to buy common stock of a company at a price that is usually higher than the market price at the time the warrant is issued. Warrants may entail greater risks than certain other types of investments. Generally, warrants do not carry the right to receive dividends or exercise voting rights with respect to the underlying securities, and they do not represent any rights in the assets of the issuer. In addition, their value does not necessarily change with the value of the underlying securities, and |
they cease to have value if they are not exercised on or before their expiration date. If the market price of the underlying stock does not exceed the exercise price during the life of the warrant, the warrant will expire worthless. Warrants may increase the potential profit or loss to be realized from the investment as compared with investing the same amount in the underlying securities. Similarly, the percentage increase or decrease in the value of an equity security warrant may be greater than the percentage increase or decrease in the value of the underlying common stock. Warrants may relate to the purchase of equity or debt instruments. Debt obligations with warrants attached to purchase equity securities have many characteristics of convertible securities and their prices may, to some degree, reflect the performance of the underlying stock. Debt obligations also may be issued with warrants attached to purchase additional debt instruments at the same coupon rate. A decline in interest rates would permit a Fund to sell such warrants at a profit. If interest rates rise, these warrants would generally expire with no value. | |
L. | Securities Lending |
The Fund may loan securities to qualified brokers through a securities lending agency agreement with The Bank of New York ("BNY"). Under the securities lending policy, when lending securities the Fund is required to maintain collateral with a market value not less than 100% of the market value of loaned securities. Collateral is adjusted daily in connection with changes in the market value of securities on loan bringing the collateral market value in line with the required percent. Due to timing of collateral adjustments, the market value of collateral held with respect to a loaned security, may be more or less than the value of the security on loan. | |
Collateral may consist of cash and securities issued by the U.S. government or its agencies. Cash collateral is invested in a short-term money market fund. Dividends earned on the collateral and premiums paid by the broker are recorded as income by the Fund net of fees and rebates charged/paid by BNY for its services as securities lending agent and in connection with this securities lending program. Lending portfolio securities involves a risk of delay in the recovery of the loaned securities or in the declining value of the collateral. | |
Securities lending transactions are entered into by the Fund under a Master Securities Lending Agreement ("MSLA") which permits the Fund, under certain circumstances including an event of default (such as bankruptcy or insolvency), to offset amounts payable by the Fund to the same counterparty against amounts to be received and create one single net payment due to or from the Fund. | |
At June 30, 2025, the Fund did not have any securities on loan. | |
M. | Segment Reporting |
Accounting Standards Codification ("ASC") 280, Segment Reporting, established disclosure requirements relating to operating segments in financial statements. The Fund has adopted FASB Accounting Standards Update 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures ("ASU 2023-07"), which is intended to enhance reportable operating segment disclosure requirements. Operating segments are defined as components of a reporting entity about which separate financial information, including disclosures about income and expenses, is available that is regularly evaluated by the chief operating decision maker ("CODM") in deciding how to allocate resources and assess its performance. The Fund is organized as a Trust, which is structured as an investment company and represents a single operating segment. Subject to the oversight and, when applicable, approval of the Trust's Board of Trustees, the Fund's Adviser acts as the Fund's CODM. The CODM monitors the Fund's operating results as a whole, and the Fund's long-term strategic asset allocation is determined in accordance with the terms of its prospectus based on its defined investment objective. The financial information provided to and reviewed by the CODM is consistent with that presented in the Fund's financial statements. Adoption of the new standard impacted the Fund's financial statement note disclosures only and did not affect the Fund's financial position or the results of its operations. |
A. | Forward Foreign Currency Exchange Contracts |
A forward foreign currency exchange contract is an agreement between two parties to buy and sell a currency at a set exchange rate on a future date. Forward foreign currency exchange contracts, when used by the Fund, help to manage the overall exposure to the currencies in which some of the investments held by the Fund are denominated. The contract is marked-to-market daily and the change in market value is recorded by the Fund as an unrealized appreciation or depreciation. When the contract is closed, the Fund records a realized gain or loss equal to the difference between the value at the time it was opened and the value at the time it was closed. The use of forward foreign currency exchange contracts involves the risk that the value of the contract changes unfavorably due to movements in the value of the referenced foreign currencies. Non-deliverable forward foreign currency exchange contracts are settled with the counterparty in U.S. dollars without the delivery of foreign currency. Cash deposited is recorded on the Statement of Assets and Liabilities as "Cash pledged as collateral for derivatives and securities sold short." | |
During the six months ended June 30, 2025, the Fund entered into forward foreign currency exchange contracts as an economic hedge against either specific transactions or portfolio instruments or to obtain exposure to, or hedge exposure away from, foreign currencies (foreign currency exchange rate risk). | |
Forward foreign currency contracts outstanding at period end, if any, are listed after the Fund's Schedule of Investments. |
B. | Options Contracts |
An options contract provides the purchaser with the right, but not the obligation, to buy (call option) or sell (put option) a financial instrument at an agreed upon price. The Fund may purchase or write both put and call options on portfolio securities. When doing so, the Fund is subject to equity price risk and/or foreign currency risk in the normal course of pursuing its investment objectives. | |
When the Fund purchases an option, it pays a premium and an amount equal to that premium is recorded as an asset. When the Fund writes an option, it receives a premium and an amount equal to that premium is recorded as a liability. The asset or liability is adjusted daily to reflect the current market value of the option. Holdings of the Fund designated to cover outstanding written options are noted in the Schedule of Investments. Purchased options are reported as an asset within "Investment in securities at value" in the Statement of Assets and Liabilities. Written options are reported as a liability within "Written options at value." Changes in value of the purchased option are included in "Net change in unrealized appreciation (depreciation) from investments" in the Statement of Operations. Changes in value of written options are included in "Net change in unrealized appreciation (depreciation) from written options" in the Statement of Operations. | |
If an option expires unexercised, the Fund realizes a gain or loss to the extent of the premium received or paid. If an option is exercised, the premium received or paid is recorded as an adjustment to the proceeds from the sale or the cost basis of the purchase. The difference between the premium and the amount received or paid on effecting a closing purchase or sale transaction is also treated as a realized gain or loss. Gain or loss on purchased options is included in "Net realized gain (loss) on investments" in the Statement of Operations. Gain or loss on written options is presented separately as "Net realized gain (loss) from written options" in the Statement of Operations. | |
The risk in writing call options is that the Fund gives up the opportunity for profit if the market price/foreign currency rate of the referenced security/ currency increases and the option is exercised. The risk in writing put options is that the Fund may incur a loss if the market price/foreign currency rate of the referenced security/currency decreases and the option is exercised. The risk in buying options is that the Fund pays a premium whether or not the option is exercised. The use of such instruments may involve certain additional risks as a result of unanticipated movements in the market. Writers (sellers) of options are subject to unlimited risk of loss, as the seller will be obligated to deliver or take delivery of the security at a predetermined price which may, upon exercise of the option, be significantly different from the then-market value. As the writer of a covered call option, the Fund forgoes, during the option's life, the opportunity to profit from increases in the market value of the security covering the call option above the sum of the premium and the strike price of the call, but retains the risk of loss should the price of the underlying security decline. | |
During the six months ended June 30, 2025, the Fund invested in writing put/call options and buying put/call options for various purposes, including for investment purposes and as a means to hedge other investments. | |
C. | Swaps |
The Fund may enter into swap agreements, in which the Fund and a counterparty agree either to make periodic net payments on a specified notional amount or a net payment upon termination. Swap agreements are negotiated in the OTC market and may be entered into as a bilateral contract ("OTC swaps") or centrally cleared ("centrally cleared swaps"). The value of the swap is reflected on the Statement of Assets and Liabilities as "Over-the-counter swap at value" for OTC swaps and as "variation margin receivable/payable on cleared swaps" for centrally cleared swaps. Swaps are marked-to-market daily and changes in value are recorded as "Net change in unrealized appreciation (depreciation) on swaps" in the Statement of Operations. | |
Any upfront premiums paid are recorded as assets and any upfront fees received are recorded as liabilities and are shown under "Over-the-counter swaps at value" in the Statement of Assets and Liabilities and are amortized over the term of the swap for OTC swaps. When a swap is terminated, the Fund records a realized gain or loss equal to the difference between the proceeds from (or cost of) the closing transaction and the Fund's basis in the contract, if any. Generally, the basis of the contracts is the unamortized premium received or paid. Cash settlements between the Fund and the counterparty are recognized as "Net realized gain (loss) on swaps" in the Statement of Operations. Swap contracts outstanding at period end, if any, are listed after the Fund's Schedule of Investments. | |
In a centrally cleared swap, immediately following execution of the swap agreement, the swap agreement is submitted to a central counterparty (the "CCP") and the Fund's counterparty on the swap agreement becomes the CCP. The Fund is required to interface with the CCP through a clearing broker. Upon entering into a centrally cleared swap, the Fund is required to deposit initial margin with the clearing broker in the form of cash or securities in an amount that varies depending on the size and risk profile of the particular swap. | |
Securities deposited as margin are designated on the Schedule of Investments and cash deposited is recorded on the Statement of Assets and Liabilities as "Cash pledged as collateral for derivatives and securities sold short." | |
Swap transactions involve, to varying degrees, elements of interest rate, credit and market risk in excess of the amounts recognized in the Statement of Assets and Liabilities. Such risks involve the possibility that there will be no liquid market for these agreements, that the counterparty to the agreements may default on its obligation to perform or disagree as to the meaning of the contractual terms in the agreements, and that there may be unfavorable changes in interest rates and/or market values associated with these transactions. | |
Total return swaps - Total return swaps are agreements in which there is an exchange of cash flows whereby one party commits to make payments based on the total return (coupons plus capital gains/losses) of an underlying instrument in exchange for fixed or floating rate interest payments. To the extent the total return of the instrument or index underlying the transaction exceeds or falls short of the offsetting interest rate obligation, the Fund will receive a payment from or make a payment to the counterparty. The Fund may enter into total return swaps to obtain exposure to a security or market without owning such security or investing directly in that market or to transfer the risk/return of one market (e.g., fixed income) to another market (e.g., equity) (equity risk and/or interest rate risk). |
The Fund may enter into equity basket swaps to obtain exposure to a portfolio of long and short securities. Under the terms of the agreement, the swap is designed to function as a portfolio of direct investments in long and short equity or fixed income positions. This means that the Fund has the ability to trade in and out of long and short positions within the swap and will receive all of the economic benefits and risks equivalent to direct investments in these positions such as: capital appreciation (depreciation), corporate actions, and dividends and interest received and paid, all of which are reflected in the swap value. The swap value also includes interest charges and credits related to the notional values of the long and short positions and cash balances within the swap. These interest charges and credits are based on defined market rates plus or minus a specified spread and are referred to herein as "financing costs". Positions within the swap are reset periodically, and financing costs are reset monthly. | |
During a reset, any unrealized gains (losses) on positions and accrued financing costs become available for cash settlement between the Fund and the swap counterparty. Cash settlement in and out of the swap may occur at a reset date or any other date, at the discretion of the Fund and the counterparty, over the life of the agreement, and is generally determined based on limits and thresholds established as part of the ISDA Master Agreement (defined below in "Derivative Risks") between the Fund and the counterparty. | |
The value of the swap is derived from a combination of (i) the net value of the underlying positions, which are valued daily using the last sale or closing prices on the principal exchange on which the securities are traded; (ii) financing costs; (iii) the value of dividends or accrued interest; (iv) cash balances within the swap; and (v) other factors, as applicable. The swap involves additional risks than if the Fund has invested in the underlying positions directly, including: the risk that changes in the swap may not correlate perfectly with the underlying long and short securities; credit risk related to the counterparty's failure to perform under contract terms; and liquidity risk related to the lack of a liquid market for the swap contract, which may limit the ability of the Fund to close out its position(s). | |
During the six months ended June 30, 2025, the Fund utilized total return swaps to gain exposure to broad markets or to hedge the risk of individual securities within the portfolios and to obtain long or short exposure to the underlying reference instrument. At June 30, 2025, the Fund did not hold swap baskets. | |
The following is a summary of derivative instruments categorized by primary risk exposure, and location as presented in the Statement of Assets and Liabilities at June 30, 2025: |
Statement Line Description | Primary Risk | ||||
Asset Derivatives | |||||
Purchased options at value(1) | Equity contracts | $2 | |||
Over-the-counter swap at value(2) | Equity contracts | 331 | |||
Unrealized appreciation on forward foreign currency exchange contracts |
Foreign currency contracts | 6 | |||
Total Assets | $339 | ||||
Liability Derivatives | |||||
Over-the-counter swap at value(2) | Equity contracts | $(142) | |||
Written options at value | Equity contracts | (14) | |||
Unrealized depreciation on forward foreign currency exchange contracts |
Foreign currency contracts | (34) | |||
Total Liabilities | $(190) |
(1) | Amount included in Investment in securities at value. |
(2) | Represents cumulative appreciation (depreciation) on swap contracts as reported in the Schedule of Investments. Only current day's variation margin is shown in the Statement of Assets and Liabilities for centrally cleared swap contracts. For OTC swap contracts, the value (including premiums) at June 30, 2025 is shown in the Statement of Assets and Liabilities. |
Statement Line Description | Primary Risk | ||||
Net Realized Gain (Loss) from | |||||
Purchased options(1) | Equity contracts | $60 | |||
Written options | Equity contracts | (116) | |||
Forward foreign currency exchange contracts | Foreign currency contracts | (14) | |||
Swaps | Equity contracts | 452 | |||
Total | $382 | ||||
Net Change in Unrealized Appreciation (Depreciation) on | |||||
Purchased options(2) | Equity contracts | $(26) | |||
Written options | Equity contracts | (14) | |||
Forward foreign currency exchange contracts | Foreign currency contracts | (94) | |||
Swaps | Equity contracts | (178) | |||
Total | $(312) |
(1) Amount included in Net realized gain (loss) on investments. |
(2) Amount included in Net change in unrealized appreciation (depreciation) on investments. |
Purchased Options(1)
|
$23 |
Written Options(1)
|
40 |
Forward Foreign Currency Exchange Purchase Contracts(2)
|
521 |
Forward Foreign Currency Exchange Sale Contracts(2)
|
2,751 |
Long Total Return Swap Contracts(2)
|
4,670 |
Short Total Return Swap Contracts(2)
|
7,058 |
(1) Average premium amount. |
(2) Average notional amount. |
D. | Derivative Risks |
A derivative contract may suffer a mark-to-market loss if the value of the contract decreases due to an unfavorable change in the market rates or values of the underlying instrument. Losses can also occur if the counterparty does not perform under the contract. | |
The Fund's risk of loss from counterparty credit risk on derivatives bought or sold OTC, rather than traded on a securities exchange, is generally limited to the aggregate unrealized gain netted against any collateral held by the Fund. For OTC purchased options, the Fund bears the risk of loss of the amount of the premiums paid plus the positive change in market values net of any collateral held by such Fund should the counterparty fail to perform under the contracts. Options written by the Fund do not typically give rise to counterparty credit risk, as options written generally obligate the Fund, and not the counterparty to perform. | |
With exchange traded purchased options and futures and centrally cleared swaps generally speaking, there is less counterparty credit risk to the Fund since the exchange or clearinghouse, as counterparty to such instruments, guarantees against a possible default. The clearinghouse stands between the buyer and the seller of the contract; therefore, credit risk is limited to failure of the clearinghouse. While offset rights may exist under applicable law, the Fund does not have a contractual right of offset against a clearing broker or clearinghouse in the event of a default (including the bankruptcy or insolvency) of the clearing broker or clearinghouse. Additionally, credit risk exists in exchange traded futures and centrally cleared swaps with respect to initial and variation margin that is held in a clearing broker's customer accounts. While clearing brokers are required to segregate customer margin from their own assets, in the event that a clearing broker becomes insolvent or goes into bankruptcy and at that time there is a shortfall in the aggregate amount of margin held by the clearing broker for all its clients, typically the shortfall would be allocated on a pro-rata basis across all the clearing broker's customers, potentially resulting in losses to the Fund. | |
In order to better define its contractual rights and to secure rights that will help the Fund mitigate its counterparty risk, the Fund may enter into an International Swaps and Derivatives Association, Inc. Master Agreement ("ISDA Master Agreement") or similar agreement with its derivative contract counterparties. An ISDA Master Agreement is a bilateral agreement between the Fund and a counterparty that governs certain OTC derivatives and typically contains, among other things, collateral posting terms and netting provisions in the event of a default and/or termination event. Under an ISDA Master Agreement, the Fund may, under certain circumstances, offset with the counterparty certain derivative financial instruments' payables and/or receivables with collateral held and/or posted and create one single net payment. The provisions of the ISDA Master Agreement typically permit a single net payment in the event of default including the bankruptcy or insolvency of the counterparty. However, |
bankruptcy or insolvency laws of a particular jurisdiction may impose restrictions on or prohibitions against the right of offset in bankruptcy, insolvency or other events. In addition, certain ISDA Master Agreements allow counterparties to OTC derivatives to terminate derivative contracts prior to maturity in the event the Fund's net assets decline by a stated percentage or the Fund fails to meet the terms of its ISDA Master Agreements, which would cause the Fund to accelerate payment of any net liability owed to the counterparty. | |
E. | Collateral Requirements and Master Netting Agreements ("MNA") |
For derivatives traded under an ISDA Master Agreement, the collateral requirements are typically calculated by netting the mark-to-market amount for each transaction under such agreement and comparing that amount to the value of any collateral currently pledged by the Fund and the counterparty. | |
Cash collateral that has been pledged to cover obligations of the Fund and cash collateral received from the counterparty, if any, is reported separately on the Statement of Assets and Liabilities as cash pledged as collateral and cash received as collateral, respectively. Non-cash collateral pledged by the Fund, if any, is noted in the Schedule of Investments. Typically, the Fund and counterparties are not permitted to sell, re-pledge or use the collateral they receive. To the extent amounts due to the Fund from its counterparties are not fully collateralized, contractually or otherwise, the Fund bears the risk of loss from counterparty non-performance. The Fund attempts to mitigate counterparty risk by only entering into agreements with counterparties that it believes have the financial resources to honor its obligations and by monitoring the financial stability of those counterparties. | |
For financial reporting purposes, the Fund does not offset derivative assets and derivative liabilities that are subject to netting arrangements in the Statement of Assets and Liabilities. | |
The following tables present the Fund's derivative assets and liabilities by counterparty net of amounts available for offset under a MNA and net of the related collateral received/pledged by the Fund as of June 30, 2025: |
At June 30, 2025, the Fund's derivative assets and liabilities (by type) are as follows: | |||
Assets | Liabilities | ||
Derivative Financial Instruments: |
|||
Forward foreign currency exchange contracts |
$6 | $34 | |
OTC swaps | 331 | 142 | |
Purchased options | 2 | - | |
Written options | - | 14 | |
Total derivative assets and liabilities in the Statement of Assets and Liabilities | $339 | $190 | |
Derivatives not subject to a MNA or similar agreement |
(2) | (14) | |
Total assets and liabilities subject to a MNA |
$337 | $176 |
Counterparty |
Gross Derivative Assets Subject to a MNA by Counterparty |
Derivatives Available for Offset |
Non-cash Collateral Received(1) |
Cash Collateral Received(1) |
Net Amount of Derivative Assets(1) |
|||||
Bank of America Merrill Lynch
|
$5 | $(1) | $- | $- | $4 | |||||
Goldman Sachs & Co.
|
150 | (132) | - | - | 18 | |||||
JPMorgan Chase Bank N.A.
|
182 | (43) | - | - | 139 | |||||
Total
|
$337 | $(176) | $- | $- | $161 | |||||
Counterparty |
Gross Derivative Liabilities Subject to a MNA by Counterparty |
Derivatives Available for Offset |
Non-cash Collateral Pledged(1) |
Cash Collateral Pledged(1) |
Net Amount of Derivative Liabilities(1) |
|||||
Bank of America Merrill Lynch
|
$1 | $(1) | $- | $- | $- | |||||
Goldman Sachs & Co.
|
132 | (132) | - | - | - | |||||
JPMorgan Chase Bank N.A.
|
43 | (43) | - | - | - | |||||
Total
|
$176 | $(176) | $- | $- | $- |
(1) These amounts are limited to the derivatives asset/liability balance and, accordingly, do not include excess collateral received/pledged. |
A. | Investment Adviser |
Virtus Investment Advisers, LLC (the "Adviser"), (formerly known as Virtus Investment Advisers, Inc.), an indirect, wholly-owned subsidiary of Virtus Investment Partners, Inc. ("Virtus"), is the investment adviser to the Fund. The Adviser manages the Fund's investment programs and general operations of the Fund, including oversight of the Fund's subadviser. | |
As compensation for its services to the Fund, the Adviser receives a fee at an annual rate of 1.25% of the Fund's average daily net assets, which is calculated daily and paid monthly. | |
B. | Subadviser |
Westchester Capital Management, LLC ("Subadviser"), is the subadviser to the Fund. The Subadviser manages the investments of the Fund, for which it is paid a fee by the Adviser. | |
C. | Expense Limitation |
The Adviser has contractually agreed to limit the Fund's annual total operating expenses, subject to the exceptions listed below, so that such expenses do not exceed, 1.40% of the Fund's Class I average daily net assets on an annualized basis, through April 30, 2026. Following the contractual period, the Adviser may discontinue these expense limitation arrangements at any time. The waivers and reimbursements are accrued daily and received monthly. | |
The exclusions include taxes, leverage and borrowing expenses (such as commitment, amendment and renewal expenses on credit or redemption facilities), interest, brokerage commissions, expenses incurred in connection with any merger or reorganization, unusual or infrequently occurring expenses (such as litigation), acquired fund fees and expenses, short dividends and interest expenses, if any. | |
D. | Expense Recapture |
Under certain conditions, the Adviser may recapture operating expenses reimbursed or fees waived under these arrangements within three years after the date on which such amounts were incurred or waived. The Fund must pay its ordinary operating expenses before the Adviser is entitled to |
any reimbursement and must remain in compliance with any applicable expense limitations or, if none, the expense limitation in effect at the time of the waiver or reimbursement. All or a portion of the following Adviser reimbursed expenses may be recaptured by the six months ending June 30: |
Expiration | |||||||||
2025 | 2026 | 2027 | 2028 | Total | |||||
Class I
|
$ 39 | $ 143 | $ 85 | $ 63 | $ 330 |
E. | Distributor |
VP Distributors, LLC ("VP Distributors"), an indirect, wholly-owned subsidiary of Virtus, serves as the distributor of the Fund's shares. For the six months ended June 30, 2025, the Fund did not incur distribution fees. | |
F. | Administrator |
Virtus Fund Services, LLC, an indirect, wholly-owned subsidiary of Virtus, serves as administrator to the Fund. | |
For the six months ended June 30, 2025, the Fund incurred administration fees totaling $11, which are included in the Statement of Operations within the line item "Administration and accounting fees." The fees are calculated daily and paid monthly. | |
G. | Investments with Affiliates |
The Fund is permitted to purchase assets from or sell assets to certain related affiliates under specified conditions outlined in procedures adopted by the Board. The procedures have been designed to ensure that any purchase or sale of assets by the Fund from or to another fund or portfolio that are, or could be, considered an affiliate by virtue of having a common investment adviser (or affiliated investment advisers), common Trustees and/or common officers comply with Rule 17a-7 under the 1940 Act. Further, as defined under the procedures, each transaction is effected at the current market price. | |
During the six months ended June 30, 2025, the Fund did not engage in any transactions pursuant to Rule 17a-7 under the 1940 Act. | |
H. | Trustee Deferred Compensation Plan |
The Fund provides a deferred compensation plan for its Trustees who receive compensation from the Fund. Under the deferred compensation plan, Trustees may elect to defer all or a portion of their compensation. Amounts deferred are retained by the Fund, and then, to the extent permitted by the 1940 Act, in turn, may be invested in the shares of affiliated or unaffiliated mutual funds selected by the participating Trustees. Investments in such instruments are included in "Other assets" in the Statement of Assets and Liabilities at June 30, 2025. |
Purchases | Sales | |
$13,417 | $21,448 |
% of Shares Outstanding |
Number of Accounts* |
|
69 % | 1 |
* | None of the accounts are affiliated. |
Sector |
Percentage of Total Investments |
|
Financials | 35% |
Federal Tax Cost |
Unrealized Appreciation |
Unrealized (Depreciation) |
Net Unrealized Appreciation (Depreciation) |
|||||
Including purchased options
|
$ 22,184 | $507 | $ (218) | $ 289 | ||||
Written options
|
(13) | 4 | (5) | (1) | ||||
Short sales
|
(887) | 2 | (81) | (79) |
Mutual Fund Services | 1-800-367-5877 |
Website | Virtus.com |
8465 | 08-25 |
Item 8. Changes in and Disagreements with Accountants for Open-EndManagement Investment Companies.
Refer to the Other Information Section in Item 7(a).
Item 9. Proxy Disclosures for Open-EndManagement Investment Companies.
Refer to the Other Information Section in Item 7(a).
Item 10. Remuneration Paid to Directors, Officers, and Others of Open-EndManagement Investment Companies.
Refer to the Other Information Section in Item 7(a).
Item 11. Statement Regarding Basis for Approval of Investment Advisory Contract.
Refer to the Other Information Section in Item 7(a).
Item 12. Disclosure of Proxy Voting Policies and Procedures for Closed-EndManagement Investment Companies.
Disclosure not required for open-endmanagement investment companies.
Item 13. Portfolio Managers of Closed-EndManagement Investment Companies.
Disclosure not required for open-endmanagement investment companies.
Item 14. Purchases of Equity Securities by Closed-EndManagement Investment Company and Affiliated Purchasers.
Disclosure not required for open-endmanagement investment companies.
Item 15. Submission of Matters to a Vote of Security Holders.
There have been no material changes to these procedures by which shareholders may recommend nominees to the registrant's board of trustees, where those changes were implemented after the registrant last provided disclosure in response to the requirements of Item 407(c)(2)(iv) of Regulation S K (17 CFR 229.407) (as required by Item 22(b)(15) of Schedule 14A (17 CFR 240.14a-101)),or this Item.
Item 16. Controls and Procedures.
(a) |
The registrant's principal executive officer and principal financial officer have concluded, based on their evaluation of the effectiveness of the design and operation of the registrant's disclosure controls and procedures (as defined in Rule 30a-3(c)under the Investment Company Act of 1940 (17 CFR 270.30a-3(c)))as of a date within 90 days of the filing date of this report, that the design and operation of such procedures are effective to provide reasonable assurance that information required to be disclosed by the registrant on Form N-CSRis recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission's rules and forms, and that information required to be disclosed by the registrant in the reports that it files or submits on Form N-CSRis accumulated and communicated to the registrant's management, including its principal executive and principal financial officers, as appropriate to allow timely decisions regarding required disclosure. |
(b) |
There were no changes in the registrant's internal control over financial reporting (as defined in Rule 30a-3(d)under the 1940 Act (17 CFR 270.30a-3(d)))that occurred during the period covered by this report that have materially affected, or are reasonably likely to materially affect, the registrant's internal control over financial reporting. |
Item 17. Disclosure of Securities Lending Activities for Closed-EndManagement Investment Companies.
Disclosure not required for open-endmanagement investment companies.
Item 18. Recovery of Erroneously Awarded Compensation.
Not Applicable.
Item 19. Exhibits.
(a)(1) |
Not applicable. |
(a)(2) |
Not applicable. |
(a)(3) |
Certifications pursuant to Rule 30a-2(a)under the 1940 Act and Section 302 of the Sarbanes-Oxley Act of 2002 are attached hereto. |
(a)(4) |
Disclosure not required for open-endmanagement investment companies. |
(a)(5) |
There was no change in the Registrant's independent public accountant during the period covered by the report. |
(b) |
Certifications pursuant to Rule 30a-2(b)under the 1940 Act and Section 906 of the Sarbanes-Oxley Act of 2002 are attached hereto. |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
(Registrant) The Merger Fund® VL | ||
By (Signature and Title)* |
/s/ George R. Aylward |
|
George R. Aylward, President | ||
(principal executive officer) | ||
Date 8/29/2025 |
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
By (Signature and Title)* |
/s/ George R. Aylward |
|
George R. Aylward, President | ||
(principal executive officer) | ||
Date 8/29/2025 | ||
By (Signature and Title)* |
/s/ W. Patrick Bradley |
|
W. Patrick Bradley, Executive Vice President, | ||
Chief Financial Officer, and Treasurer | ||
(principal financial officer) | ||
Date 8/29/2025 |
* |
Print the name and title of each signing officer under his or her signature. |