-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, FQABEnN+SrIGizK05qy8039cu3xiMU6mEntJl9MuhxVUz8v9T+ZPv5/uNzA1J74Q kWQXDTcSXKudF5BzSdQNPg== 0001035449-03-000131.txt : 20030331 0001035449-03-000131.hdr.sgml : 20030331 20030331165614 ACCESSION NUMBER: 0001035449-03-000131 CONFORMED SUBMISSION TYPE: N-CSR PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20030131 FILED AS OF DATE: 20030331 EFFECTIVENESS DATE: 20030331 FILER: COMPANY DATA: COMPANY CONFORMED NAME: AMERIPRIME ADVISORS TRUST CENTRAL INDEX KEY: 0001092949 STATE OF INCORPORATION: OH FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: N-CSR SEC ACT: 1940 Act SEC FILE NUMBER: 811-09541 FILM NUMBER: 03631654 BUSINESS ADDRESS: STREET 1: 1793 KINGSWOOD DRIVE STREET 2: SUITE 200 CITY: SOUTHLAKE STATE: TX ZIP: 76092 MAIL ADDRESS: STREET 1: 1793 KINGSWOOD DRIVE STREET 2: SUITE 200 CITY: SOUTHLAKE STATE: TX ZIP: 76092 N-CSR 1 aatsemincsr0103.txt AMERIPRIME ADVISORS 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 811-09541 ------------------------------- Ameriprime Advisors Trust - ------------------------------------------------------------------ (Exact name of registrant as specified in charter) 431 N. Pennsylvania St. Indianapolis, IN 46204 - ------------------------------------------------------------------ (Address of principal executive offices) (Zip code) Unified Fund Services 431 N. Pennsylvania St. Indianapolis, IN 46204 - ---------------------------------------------------------------------- (Name and address of agent for service) Registrant's telephone number, including area code: 317-917-7000 Date of fiscal year end: 7/31 ------------ Date of reporting period: 1/31/03 ----------- Form N-CSR is to be used by management investment companies to file reports with the Commission not later than 10 days after the transmission to stockholders of any report that is required to be transmitted to stockholders under Rule 30e-1 under the Investment Company Act of 1940 (17 CFR 270.30e-1). The Commission may use the information provided on Form N-CSR in its regulatory, disclosure review, inspection and policymaking roles. A registrant is required to disclose the information specified by Form N-CSR, and the Commission will make this information public. A registrant is not required to respond to the collection of information contained in Form N-CSR unless the Form displays a currently valid Office of Management and Budget ("OMB") control number. Please direct comments concerning the accuracy of the information collection burden estimate and any suggestions for reducing the burden to Secretary, Securities and Exchange Commission, 450 Fifth Street, NW, Washington, DC 20549-0609. The OMB has reviewed this collection of information under the clearance requirements of 44 U.S.C. ss. 3507. Item 1. Reports to Stockholders. Summary of Semi-Annual Period August 1, 2002 through January 31, 2003 Dear Shareholder, The Polynous Growth Fund's latest semi-annual period (ending January 31, 2003) resulted in very positive performance for its shareholders during what was another challenging period for the overall stock market. Please refer to the management discussion in the following section for comparative performance information and a commentary on the Fund's performance as this shareholder letter will contain more general commentary on overall economic and stock market conditions. The main challenge for the overall stock market during the latest semi-annual period for the Fund seems to be very low confidence on the part of most investors. Although the U.S. economy experienced positive economic growth during 2002, many investors, corporate leaders and consumers seem to feel that the country is experiencing a recession. As such, the positive economic growth during a very restrained spending environment is probably even more impressive an indicator of the underlying strength of the U.S. economy than is otherwise appreciated. Other positive factors for the overall economic and monetary environment are also much more widely perceived as being negative factors and items of concern. Interest rates and inflation rates are both at 40-year lows. Although such factors would normally be viewed positively for the stimulative effects of low capital costs and price stability, in the current environment such factors are viewed negatively as potential precursors of deflation. Such overall lack of confidence also seems to exacerbate various negative trends in actual economic activity. Although aggregate economic activity showed positive growth during the full year of 2002 and in the year's fourth quarter, the perception of a soft economic environment resulted in the worst holiday retail sales trends since the last actual recession in 1991. Corporate hiring trends are also very soft as the rate of employment growth currently is the slowest on record during what is technically an economic expansion following the one negative quarter of growth in 2001. Essentially, most expansionary economic activity appears to be in a holding pattern until overall confidence begins to recover. Exacerbating these economic trends are also the ever-present geo-political uncertainties and the prospects for what may even be multiple wars in various areas of conflict. Although I am no better able to predict than anyone else the outcomes, or lasting effects, of any of these conflicts, the history of mankind seems to suggest that both life, and economic activity, goes on regardless of the failures of diplomacy and human reason. It is also ironic, however, that the major conflicts of the moment - with Iraq and North Korea - involve countries that through their own failed policies and ambitions are also countries that have failed economically and are unable to support their own citizens. Although the potential horrors of war are not to be lightly regarded, I would expect that a change in such countries' policies would be a vast improvement for both their own citizens and for the rest of the world. Although free market capitalism also has its less seemly aspects - as we have seen all too well lately with all of the corporate scandals in the U.S. - I think that there is actually no better example of the positive effects of such an economic system than the example of the two Koreas. In their instance, a devastating war was "halted" 50 years ago with an armistice and a fairly arbitrary dividing line was drawn across the Korean peninsula. In the ensuing 50 years, an economy on one side of the line that pursued free markets and individual initiative grew from abject poverty into approximately the tenth largest economy in the world. The economy on the other side of the line that combined top-down economic controls along with a bizarre policy of centralized thought control has not only remained in abject poverty but cannot even feed all of its own citizens. Although I have no predictive ability as to the eventual outcome of the very difficult diplomatic, political, and potential military issues that confront these two nations, I believe it is clear as to what economic system has been most productive for the citizens of each respective nation. Although the comments above may seem far afield from appropriate commentary in a mutual fund shareholder letter, the central theme for me returns to the overall issue of economic confidence. Although occasional fluctuations in economic activity are to be expected, what I am surprised about is that there almost seems to be a perception currently that the U.S. economic system has been permanently damaged as a vehicle for growth. With what is currently perceived as an uncertain future, the current environment is afflicted by an aversion to invest on the part of businesses and to spend on the part of consumers. When one thinks of the respective economic progress of the two Koreas over the past 50 years, however, I would hope that our current lack of confidence is short-lived as the participants in our economy regain their belief in both the personal and financial rewards from using their initiative and ideas to produce both innovative new products and more effective approaches for engaging in economic activity. Some may, however, fault my overall belief in the inherent productivity of the U.S. economy as a naive view, and a view which also ignores other potentially negative realities in the current environment. Some of the more prominent areas of concern center around debt, which may include either personal, corporate, or government debt. Personal debt levels have been rising in the U.S. since the end of World War II and I don't have my own crystal ball as to what levels may end up being an extreme level that is unable to be serviced. The providers of such debt, however, are profit driven companies and so they may have their own relatively sophisticated insights as to the repayment capabilities of their customers. Although corporate debt levels are also of concern in various areas of the economy, many of the better quality companies have both strong cash flows and minimal debt relative to their overall financial strength. Government debt is also of concern as the U.S. Government will now have budget deficits again, but such deficits are still typically lower as a percent of GDP than the budget deficits of most other developed nations. Although one short paragraph should not be accepted as an effective rebuttal of overall concerns about debt, our current debt levels may also actually be perceived as a positive factor signaling one more aspect of the dynamic nature of the U.S. economy. In conclusion for this letter, I believe that I have certainly expressed by own confidence about the productivity of the U.S. economy and I anticipate that many others will also regain such confidence once some of our current uncertainties are better understood and resolved. The stock market, however, almost seems to have a mind of its own, unfortunately, as it is still searching for enduring themes after what have now been three years of declines. Although with my own fundamental research, I find it relatively easy to find my own themes and situations of opportunity within the much larger market, I do suspect that the overall market will continue to be somewhat choppy until most companies begin to consistently report earnings gains again. Once the overall earnings environment improves, however, we could then be in store for a very productive stock market environment again as the very positive factors of low interest rates and low inflation are again viewed as a positive for the stock market. Yours truly, Kevin L. Wenck President Distributed by Polynous Securities, LLC. One Pine Street, Suite 2208 San Francisco, CA 94111 Member NASD, SIPC - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- Returns for the Semi-Annual Period ended January 31, 2003 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- Average Annual Five Year Return Six Month One Year Average Annual Since Inception Fund / Index Total Return Total Return Return (August 12, 1996) - ----------------------------------------------------- --------------------------------------------------------------------------- - ----------------------------------------------------- --------------------------------------------------------------------------- Polynous Growth Fund (after deduction of sales load) 13.94% -36.91% -11.45% -5.80% Russell 2000 Index -4.44% -21.87% -1.60% 3.32% S & P 500 Index -5.26% -23.03% -1.33% 5.51%
The Polynous Growth Fund produced very attractive performance during its latest semi-annual period. Although the overall market environment was very challenging with uncertain economic trends and poor earnings visibility, the Fund's use of its own original fundamental research allowed the Fund to identify attractive growth opportunities that led to attractive investment returns. The most productive strategy used by the Fund during the latest reporting period was to use a very disciplined approach in opportunistically purchasing "deep value" stocks of companies that will likely have attractive growth prospects in the future. Most of such companies had already declined 90 to 95 percent from all-time highs during the prior bull market and some of such companies even had declined in value to levels that were less than a company's net cash per share. Although such stocks may appear quite risky to other investors due to the absolute magnitude of their cumulative percentage declines, our fundamental research, which includes complete financial statement modeling, is designed to identify such companies that still have very strong financial characteristics that will then support future growth in a more positive economic environment. Polynous Russell 2000 7/31/96 8/12/96 9,550.00 10,000.00 1/31/97 10,344.05 11,383.50 7/31/97 11,435.83 12,871.26 1/31/98 11,914.82 13,440.73 7/31/98 11,257.75 13,169.17 1/31/99 10,250.25 13,485.51 7/31/99 10,308.28 14,145.12 1/31/00 8,416.68 15,878.42 7/31/00 8,789.26 16,092.65 1/31/01 9,907.03 16,464.83 7/31/01 9,677.74 15,817.37 1/31/02 10,279.62 15,872.31 7/31/02 5,693.91 12,976.59 1/31/03 6,792.57 12,400.76 This graph shows the value of a hypothetical initial investment of $10,000 in the Fund and the Russell 2000 Index on August 12, 1996 (inception of the Fund) and held through January 31, 2003. The Russell 2000 Index is a widely recognized unmanaged index of common stock prices and is representative of a broader market and range of securities than is found in the Polynous Growth Fund portfolio. The Index returns do not reflect expenses, which have been deducted from the Fund's return. These performance figures include the change in value of the stocks in the index plus the reinvestment of dividends. The performance of the Fund is computed, after deduction of the maximum sales load, on a total return basis, which includes reinvestment of all dividends. The returns shown do not reflect deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. THE FUND'S RETURN REPRESENTS PAST PERFORMANCE AND DOES NOT PREDICT FUTURE RESULTS. Polynous Growth Fund Schedule of Investments January 31, 2003 (Unaudited) Common Stocks - 96.26% Shares Value Computer Communication Equipment - 4.21% Enterasys Networks, Inc. (a) 119,800 $ 204,858 -------------- Computer Communications Equipment - 0.93% Focus Enhancements, Inc. (a) 58,900 45,353 -------------- Drawing & Insulating of Nonferrous Wire - 29.41% Optical Cable Corp. (a) 444,712 1,431,973 -------------- Electromedical & Electrotherapeutic Apparatus - 1.20% Thoratec Corp. (a) 6,500 58,435 -------------- Hospital & Medical Service Plans - 2.15% Cigna Corp. 2,400 104,808 -------------- In Vitro & In Vivo Diagnostic Substances - 2.76% Able Laboratories (a) 11,733 134,507 -------------- Laboratory Analytical Instruments - 3.10% Cytyc Corp. (a) 13,000 150,800 -------------- Miscellaneous Electrical Machinery, Equipment & Supplies - 2.71% Energizer Holdings, Inc. (a) 5,400 131,760 -------------- Miscellaneous - 1.70% Therimmune Research Corp. (a) 25,000 83,000 -------------- Ophthalmic Goods - 2.24% Ocular Sciences, Inc. (a) 8,200 109,060 -------------- Pharmaceutical Preparations - 2.89% King Pharmaceuticals, Inc. (a) 9,600 140,928 -------------- Retail - Computer & Computer Software Stores - 4.68% Electronics Boutique Holdings Corp. (a) 8,800 121,440 Gamespot Corp. (a) 12,500 106,250 -------------- 227,690 -------------- Retail - Eating Places - 1.85% BUCA, Inc. (a) 13,800 90,252 -------------- Retail - Women's Clothing Stores - 4.68% Taylor Ann Stores Corp. (a) 6,500 120,965 Charlotte Russe Holdings, Inc. (a) 10,000 107,100 -------------- 228,065 --------------
Polynous Growth Fund Schedule of Investments January 31, 2003 (Unaudited) - continued Common Stocks - 96.26% - continued Semiconductors & Related Devices - 1.94% Lattice Semiconductor Corp. (a) 12,500 94,375 -------------- Services - Computer Programming Services - 3.35% VeriSign, Inc. (a) 19,800 163,350 -------------- Services - General Medical & Surgical Hospitals - 8.80% LifePoint Hospitals, Inc. (a) 4,800 123,360 Tenet Healthcare Corp. (a) 9,400 169,106 United Surgical Partners International, Inc. (a) 7,500 136,125 -------------- 428,591 -------------- Services - Home Health Care Services - 1.98% Option Care, Inc. (a) 11,700 96,291 -------------- Services - Medical Laboratories - 2.42% Laboratory Corp. of America Holdings (a) 4,400 117,700 -------------- Services - Misc Health & Allied Services - 1.88% Prime Medical Services, Inc (a) 11,000 91,410 -------------- Services - Miscellaneous Amusement & Recreation - 1.60% Ameristar Casinos, Inc. (a) 8,000 77,832 -------------- Services - Prepackaged Software - 3.22% SkillSoft, Corp. (a) 28,000 80,080 Synplicity, Inc. (a) 20,400 76,908 -------------- 156,988 -------------- Services - Specialty Outpatient Facilities - 2.69% HEALTHSOUTH Corp. (a) 34,200 130,986 -------------- Wholesale - Drugs, Proprietaries & Druggists' Sundries - 2.72% Priority Healthcare Corp. - Class B (a) 5,700 132,582 -------------- Wholesale - Paper & Paper Products - 1.15% Daisytek International Corp. (a) 8,000 56,000 -------------- TOTAL COMMON STOCKS (Cost $6,562,964) 4,687,594 -------------- Money Market Securities - 1.41% Huntington Money Market Fund - Investment A, 0.27%, (Cost $68,622) (b) 68,622 68,622 -------------- TOTAL INVESTMENTS (Cost $6,631,586) - 97.67% $ 4,756,216 --------------
Polynous Growth Fund Schedule of Investments January 31, 2003 (Unaudited) - continued Other assets less liabilities - 2.33% 113,390 -------------- TOTAL NET ASSETS - 100.00% $ 4,869,606 ==============
(a) Non-income producing. (b) Variable rate security; the coupon rate shown represents the rate at January 31, 2003. Polynous Growth Fund Statement of Assets and Liabilities January 31, 2003 (Unaudited) Assets Investments in securities, at value (cost $6,631,586) $ 4,756,216 Interest receivable 61 Receivable for investments sold 214,530 Receivable from adviser 32,821 ---------------- Total assets 5,003,628 ---------------- Liabilities Accrued expenses 27,708 Payable for investments purchased 106,314 ---------------- Total liabilities 134,022 ---------------- Net Assets $ 4,869,606 ================ Net Assets consist of: Paid in capital 13,013,043 Accumulated net investment income (loss) (38,892) Accumulated net realized gain (loss) on investments (6,229,175) Net unrealized appreciation (depreciation) on investments (1,875,370) ---------------- Net Assets, for 684,769 shares $ 4,869,606 ================ Net Asset Value Net Assets per share ($4,869,606 / 684,769) $ 7.11 ================ Offering price per share ($7.11 / 0.955) $ 7.45 ================ Redemption price per share ($7.11 * 0.99) (Note 7) $ 7.04 ================
Polynous Growth Fund Statement of Operations Six months ended January 31, 2003 (Unaudited) Investment Income Dividend income $ 792 Interest income 497 -------------- Total Income 1,289 -------------- Expenses Investment advisor fee 21,169 12b-1 fee 5,292 Administration fees 16,279 Auditing fees 4,065 Custodian fees 5,419 Fund accounting fees 9,759 Insurance fees 127 Legal fees 8,129 Trustee fees 1,186 Pricing fees 1,461 Registration fees 3,535 Printing fees 3,260 Transfer agent fees 13,146 Miscellaneous fees 1,630 -------------- Total Expenses 94,457 Waived and reimbursed expenses (54,236) -------------- Total operating expenses 40,221 -------------- Net Investment Income (Loss) (38,932) -------------- Realized & Unrealized Gain (Loss) Net realized gain (loss) on investment securities (760,687) Change in net unrealized appreciation (depreciation) on investment securities 1,582,891 -------------- Net realized and unrealized gain (loss) on investment securities 822,204 -------------- Net increase (decrease) in net assets resulting from operations $ 783,272 ==============
Polynous Growth Fund Statement of Changes In Net Assets Six months ended Jan. 31, 2003 Year ended Increase (Decrease) in Net Assets (Unaudited) July 31, 2002 ---------------------- ------------------- Operations Net investment income (loss) $ (38,932) $ (105,534) Net realized gain (loss) on investment securities (760,687) 764,152 Change in net unrealized appreciation (depreciation) 1,582,891 (3,625,016) ---------------------- ------------------- Net increase (decrease) in net assets resulting from operations 783,272 (2,966,398) ---------------------- ------------------- Distributions From net investment income - - From net realized gain - - ---------------------- ------------------- Total distributions - - ---------------------- ------------------- Capital Share Transactions Proceeds from shares sold 96,259 216,274 Reinvestment of distributions - - Amount paid for shares repurchased (158,297) (732,480) ---------------------- ------------------- Net increase (decrease) in net assets resulting from share transactions (62,038) (516,206) ---------------------- ------------------- Total Increase (Decrease) in Net Assets 721,234 (3,482,604) ---------------------- ------------------- Net Assets Beginning of period 4,148,372 7,630,976 ---------------------- ------------------- End of period [including accumulated net investment income (loss) of $(38,932) and $0, respectively] $ 4,869,606 $ 4,148,372 ====================== =================== Capital Share Transactions Shares sold 15,667 22,721 Shares issued in reinvestment of distributions - - Shares repurchased (26,694) (79,949) ---------------------- ------------------- Net increase (decrease) from capital transactions (11,027) (57,228) ====================== ===================
Polynous Growth Fund Financial Highlights Six months ended For the For the For the For the For the Jan. 31, 2003 year ended year ended year ended year ended year ended (Unaudited) July 31, 2002 July 31, 2001 July 31, 2000 July 31, 1999 July 31, 1998 ------------- -------------- ------------- ------------- -------------- ------------- Selected Per Share Data Net asset value, beginning of period $ 5.96 $ 10.13 $ 9.20 $ 10.79 $ 12.85 $ 14.35 ------------- -------------- ------------ ------------- -------------- ------------ Income from investment operations Net investment income (loss) (0.06) (0.15) (0.01) (0.12) (0.18) (0.21) Net realized and unrealized gain (loss) 1.21 (4.02) 0.94 (1.47) (1.01) 0.07 ------------- ------------- ----------- ------------ -------------- ------------ Total from investment operations 1.15 (4.17) 0.93 (1.59) (1.19) (0.14) ------------- ------------- ------------ ------------ ------------- ------------ Less Distributions to shareholders: From net investment income 0.00 0.00 0.00 0.00 0.00 (0.88) From net realized gain 0.00 0.00 0.00 0.00 (0.87) (0.48) ------------- ------------ ----------- ---------- ------------ ------------- Total distributions 0.00 0.00 0.00 0.00 (0.87) (1.36) ------------- ------------ ----------- ---------- ------------ ------------- Net asset value, end of period $ 7.11 $ 5.96 $ 10.13 $ 9.20 $ 10.79 $12.85 ============= ============ =========== ========== ============= ============= Total Return 19.30%(b) (41.16)% 10.09% (14.74)% (8.34)% (1.33)% Ratios and Supplemental Data Net assets, end of period (000) $ 4,870 $4,148 $7,631 $7,593 $16,702 $27,124 Ratio of expenses to average net assets 1.90% (a) 1.90% 1.90% 1.90% 1.90% 1.99%(c) Ratio of expenses to average net assets before waiver & reimbursement 4.46% (a) 3.17% 4.42% 4.09% 2.41% 2.19% Ratio of net investment income to average net assets (1.84)% (a) (1.57)% (0.12)% (0.95)% (1.42)% (1.02)% Ratio of net investment income to average net assets before waiver & reimbursement (4.39)% (2.83)% (2.64)% (3.14)% (1.93)% (1.22)% Portfolio turnover rate 80.67% 405.11% 494.19% 261.88% 102.53% 140.15%
(a) Annualized. (b) For periods of less than a full year, total return is not annualized. (c) Reflects the reduction of the Operating Expense Ratio to 1.90% from 2.00% on June 22, 1998. The Polynous Growth Fund Notes to Financial Statements January 31, 2003 (Unaudited) NOTE 1. ORGANIZATION The Polynous Growth Fund (the "Fund") was organized as a diversified series of AmeriPrime Advisors Trust (the "Trust") on February 8, 2001 and commenced operation on August 12, 1996. The Trust is an open-end investment company established under the laws of Ohio by an Agreement & Declaration of Trust dated August 3, 1999 (the "Trust Agreement"). The Trust Agreement permits the Board of Trustees of the Trust (the "Board") to issue an unlimited number of shares of beneficial interest of separate series without par value. On March 30, 2001, the Fund acquired all of the assets and assumed all of the liabilities of the Polynous Growth Fund, a series of the Polynous Trust, in a tax-free organization. The investment objective of the Fund is long-term capital appreciation. The Fund's investment advisor is Polynous Capital Management, Inc. (the "Advisor"). NOTE 2. SIGNIFICANT ACCOUNTING POLICIES The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. Securities Valuations - Securities that are traded on any exchange or on the NASDAQ over-the-counter market are valued at the last quoted sale price. Lacking a last sale price, a security is valued at its last bid price except when, in the opinion of the Fund's advisor (the "Advisor"), the last bid price does not accurately reflect the current value of the security. All other securities for which over-the-counter market quotations are readily available are valued at their last bid price. When market quotations are not readily available, when the Advisor determines the last bid price does not accurately reflect the current value or when restricted securities are being valued, such securities are valued as determined in good faith by the Advisor, in conformity with guidelines adopted by and subject to review of the Board. Fixed income securities generally are valued by using market quotations, but may be valued on the basis of prices furnished by a pricing service when the Advisor believes such prices accurately reflect the fair market value of such securities. A pricing service utilizes electronic data processing techniques based on yield spreads relating to securities with similar characteristics to determine prices for normal institutional-size trading units of debt securities without regard to sale or bid prices. If the Advisor decides that a price provided by the pricing service does not accurately reflect the fair market value of the securities, when prices are not readily available from a pricing service, or when restricted or illiquid securities are being valued, securities are valued at fair value as determined in good faith by the Advisor, in conformity with guidelines adopted by and subject to review of the Board. Short term investments in fixed income securities with maturities of less than 60 days when acquired, or which subsequently are within 60 days of maturity, are valued by using the amortized cost method of valuation, which the Board has determined will represent fair value. Federal Income Taxes - The Fund intends to qualify each year as a "regulated investment company" under the Internal Revenue Code of 1986, as amended. By so qualifying, the Fund will not be subject to federal income taxes to the extent that it distributes substantially all of its net investment income and any realized capital gains. Dividends and Distributions - The Fund will distribute substantially all of its net investment income in December, and capital gains, if any, annually. Distributions to shareholders are recorded on the ex-dividend date. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from generally accepted accounting principles. Other - The Fund follows industry practice and records security transactions on the trade date. The specific identification method is used for determining gains or losses for financial statements and income tax purposes. Dividend income is recorded on the ex-dividend date and interest income is recorded on an accrual basis. Discounts and premiums on securities purchased are amortized over the life of the respective securities. The Polynous Growth Fund Notes to Financial Statements January 31, 2003 (Unaudited) - continued Generally accepted accounting principles require that permanent financial reporting tax differences relating to shareholder distributions be reclassified to paid in capital. NOTE 3. FEES AND OTHER TRANSACTIONS WITH AFFILIATES The Fund retains Polynous Capital Management, Inc. (the "Advisor") to manage the Fund's investments. The Advisor is a California corporation established in May 1996. Kevin L. Wenck is the president, board member, officer, and shareholder of the Advisor, and is primarily responsible for the day-to-day management of the Fund's portfolio. Under the terms of the management agreement, (the "Agreement"), the Advisor manages the Fund's investments subject to approval of the Board. As compensation for its management services, the Fund is obligated to pay the Advisor a fee computed and accrued daily and paid monthly at an annual rate of 1.00% on net assets of $100 million and below; 0.75% on the next $150 million; 0.60% on the next $250 million; 0.50% on the next $500 million; and 0.40% on all net assets amounts above $1 billion. The Advisor received $21,169 from the Fund for the six months ended January 31, 2003. The Advisor has contractually agreed to reduce some, or all, of its management fees and/or reimburse Fund expenses to keep total annual operating expenses at or below 1.90% through March 31, 2004. For the six months ended January 31, 2003, the Advisor was obligated to waive or reimburse expenses of $54,236. The Fund retains Unified Fund Services, Inc. ("Unified") to manage the Fund's business affairs and provide the Fund with administrative services, including all regulatory reporting and necessary office equipment and personnel. Unified receives a monthly fee from the Fund equal to an annual rate of 0.10% of the Fund's average daily net assets up to $50 million, 0.075% of the Fund's average daily net assets from $50 million to $100 million, and 0.050% of the Fund's average daily net assets over $100 million (subject to a minimum fee of $2,500 per month). For the six months ended January 31, 2003, Unified earned fees of $16,279 from the Fund for administrative services provided to the Fund. The Fund also retains Unified to act as the Fund's transfer agent and fund accountant. For its services as transfer agent, Unified earned a monthly fee from the Fund of $1.20 per shareholder (subject to a minimum monthly fee of $900). For the six months ended January 31, 2003, Unified earned fees of $13,146 from the Fund for transfer agent services provided to the Fund. For its services as fund accountant, Unified receives an annual fee from the Fund equal to 0.0275% of the Fund's assets up to $100 million, 0.0250% of the Fund's assets from $100 million to $300 million, and 0.0200% of the Fund's assets over $300 million (subject to various monthly minimum fees, the maximum being $2,100 per month for assets of $20 million to $100 million). For the six months ended January 31, 2003, Unified earned fees of $9,759 from the Fund for fund accounting services provided to the Fund. A Trustee and the officers of the Trust are members of management and/or employees of Unified. Polynous Securities, LLC (the "Distributor"), an affiliate of the Advisor, serves as principal underwriter for the Fund. Under the terms of the Underwriting Agreement between the Trust and the Distributor, the Distributor earned $843 from underwriting and broker commissions on the sale of shares of the Fund during the six months ended January 31, 2003. Kevin L. Wenck may be deemed to be an affiliate of the Distributor. The Fund has adopted a distribution plan in accordance to Rule 12b-1 under the Investment Company Act of 1940 under which the Fund will pay a distribution fee at a rate of .25% per annum of the average daily net assets to reimburse the Distributor for expenses in distributing shares and promoting sales of the Fund. For the six months ended January 31, 2003, the Fund paid the Distributor $5,292 for distribution costs incurred. NOTE 4. INVESTMENTS For the six months ended January 31, 2003, purchases and sales of investment securities, other than short-term investments, aggregated $3,292,947, and $3,498,506, respectively. As of January 31, 2003, the gross unrealized appreciation for all securities totaled $198,138 and the gross unrealized depreciation for all The Polynous Growth Fund Notes to Financial Statements January 31, 2003 (Unaudited) - continued securities totaled $2,457,939 for a net unrealized depreciation of $2,259,802. The aggregate cost of securities for federal income tax purposes at January 31, 2003 was $6,631,586. NOTE 5. ESTIMATES Preparation of financial statements in accordance with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. NOTE 6. RELATED PARTY TRANSACTIONS The beneficial ownership, either directly or indirectly, of more than 25% of the voting securities of a fund creates a presumption of control of the fund, under Section 2(a)(9) of the Investment Company Act of 1940. As of July 31, 2002, Delaware Charter Guarantee & Trust, for the benefit of others, owned in aggregate more than 32% of the Fund. NOTE 7. CONTINGENT DEFERRED SALES CHARGE There is no initial sales charge on purchase of shares of $500,000 or more; however, the dealer receives 1.00% fee from the Underwriter and a contingent deferred sales charge ("CDSC") of 1.00% is imposed on redemptions of such shares within 12 months of purchase, based on the lower of the shares' cost or current net asset value. In addition, shares purchased by certain investors investing $500,000 or more that have made arrangements with the Underwriter, are not subject to any charge. In determining whether a CDSC is payable, the Fund will first redeem shares not subject to any charge. No CDSC charge is imposed on the redemption of shares acquired through reinvestment of income dividends or capital gains distributions. The underwriter receives the entire amount of the CDSC to defray its expense in providing certain distribution-related services to the Fund, including payment of sales commissions to selling dealers or qualifying financial institutions, as described above. NOTE 8. ELECTION OF TRUSTEES At a special meeting of the shareholders held on November 22, 2002, a vote was held to elect members to serve on the Board of Trustees. The vote tally for each Trustee is as follows: For Against Withheld Total Timothy L. Ashburn 20,758,655.572 12,686.845 15,821,784.991 36,593,127.408 Ronald C. Tritschler 20,758,655.572 12,686.845 15,821,784.991 36,593,127.408 Gary E. Hippenstiel 20,758,655.572 12,686.845 15,821,784.991 36,593,127.408 Stephen A. Little 20,758,655.572 12,686.845 15,821,784.991 36,593,127.408 Daniel Condon 20,758,655.572 12,686.845 15,821,784.991 36,593,127.408
Item 2. Code of Ethics. Not applicable to Semi-Annual Reports Item 3. Audit Committee Financial Expert. Not applicable to Semi-Annual Reports Items 4-8. Reserved Item 9. Controls and Procedures. Not applicable to Semi-Annual Reports for the period ended January 31, 2003. Item 10. Exhibits. Certifications required by Item 10(b) of Form N-CSR are filed herewith. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. (Registrant) Ameriprime Advisors Trust By * /s/ Timothy Ashburn ----------------------------------------------------- Timothy Ashburn, President Date 3/25/03 -------------------------------------------------- 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/ Timothy Ashburn ----------------------------------------------------- Timothy Ashburn, President Date 3/25/03 -------------------------------------------------- By * /s/ Thomas Napurano ----------------------------------------------------- Thomas Napurano, Chief Financial Officer Date 3/21/03 -------------------------------------------------- EX-99.CERT 3 aatex99cert.txt AMERIPRIME ADVISORS Exhibit B: FORM N-CSR CERTIFICATION I, Timothy Ashburn, certify that: 1. I have reviewed this report on Form N-CSR of the Polynous Growth Fund; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; 3. Based on my knowledge, the financial statements and other financial information included in this report, fairly present in all material respects the financial condition, results of operations, changes in net assets, and cash flows (if the financial statements are required to include a statement of cash flows) of the registrant as of, and for, the periods presented in this report. Date: _3/25/03_ /s/ Timothy Ashburn --------- Timothy Ashburn , President Exhibit B: FORM N-CSR CERTIFICATION I, Thomas Napurano, certify that: 1. I have reviewed this report on Form N-CSR of the Polynous Growth Fund; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; 3. Based on my knowledge, the financial statements and other financial information included in this report, fairly present in all material respects the financial condition, results of operations, changes in net assets, and cash flows (if the financial statements are required to include a statement of cash flows) of the registrant as of, and for, the periods presented in this report. Date: _3/21/03 /s/ Thomas Napurano -------- --------------- Thomas Napurano, Chief Financial Officer -----END PRIVACY-ENHANCED MESSAGE-----