N-CSR 1 cmadvisors_ncsr.htm N-CSR

 

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 811-21260  

 

 

CM Advisors Family of Funds

(Exact name of registrant as specified in charter)

 

805 Las Cimas Parkway, Suite 305           Austin, Texas 78746
(Address of principal executive offices) (Zip code)

 

Bernard Brick

 

Ultimus Fund Solutions, LLC 225 Pictoria Drive, Suite 450 Cincinnati, Ohio 45246

(Name and address of agent for service)

 

Registrant's telephone number, including area code: (512) 329-0050

 

Date of fiscal year end: February 29  
     
Date of reporting period: February 29, 2024  

 

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. § 3507.

 

 
 

 

 

Item 1.Reports to Stockholders.

 

(a) 

 

 

 

 

 

 

 

CM Advisors Family of Funds 

Annual Report 2024

 

 

 

 

 

CM Advisors Fixed Income Fund

 

February 29, 2024

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

This report and the financial statements contained herein are submitted for the general information of the shareholders of the CM Advisors Family of Funds (the “Trust”). This report is not authorized for distribution to prospective investors of the Trust unless preceded or accompanied by an effective prospectus. Mutual fund shares are not deposits or obligations of, or guaranteed by, any depository institution. Shares are not insured by the FDIC, Federal Reserve Board or any other agency, and are subject to investment risks, including possible loss of principal amount invested.

 

 

CM Advisors Fixed Income Fund  
Letter to Shareholders (Unaudited) April 3, 2024

 

Dear Shareholders,

 

In the last few shareholder letters, we discussed our view that inflation would remain higher and “stickier” than most were forecasting and well above the Federal Reserve’s 2% target. We anticipated this would force the Federal Reserve (the “Fed”) to keep the federal funds rate higher for longer as it tries to contain inflation. To align with this view, we positioned the CM Advisors Fixed Income Fund (the “Fund”) in shorter-maturity bonds that are less harmed by rising rates. This strategy served us well as shorter-maturity bonds have seen rising coupons and better returns with less price volatility than longer-dated bonds over the past several years.

 

At the start of the Fund’s 2024 fiscal year, the federal fund’s effective rate stood at 4.58%. A resilient economy, coupled with persistent inflation, led the Fed to implement three rate hikes during the first half of the year, culminating in an effective fed funds rate of 5.30% by the Fund’s fiscal year-end. This economic resilience, despite higher rates and inflation exceeding expectations, defied many predictions of a U.S. recession in 2023.

 

Historically during recessions, inflation weakens along with the economy, and interest rates move lower, with longer-dated bonds outperforming shorter-dated bonds. For 2023, however, the widely predicted recession never occurred, and inflation remained above estimates, catching many bond investors off guard. Despite significant volatility throughout the year, the bond market ended the year with positive returns. Notably, shorter-duration bonds outperformed longer-duration bonds.

 

With the Fund’s overweighted position in better-performing shorter-duration bonds, along with a significant increase in the share price of the Fund’s PHI Group equity holding, (which the Fund received several years ago in a debt-to-equity restructuring), the Fund outperformed its benchmark, the Bloomberg U.S. Aggregate Bond Index (the “Index”).

 

For the fiscal year ending February 29, 2024, the Fund delivered an excellent return of 10.47%, significantly outpacing the Fund’s Index return of 3.33%. We believe this strong performance is a testament to our strategic investment approach and commitment to delivering value to our shareholders.

 

Looking Ahead

 

At its core, economic progress and productivity gains are driven by the efficient conversion of energy to goods and services demanded by the populace. Country-level prosperity occurs along with the increasing efficiency of energy conversion. Conversely, when the efficient conversion of energy is disrupted, productivity declines, and inflation increases.

 

A country’s prosperity occurs in small doses month-over-month and year-over-year. Still, it’s usually upward-sloping as technological improvements drive productivity gains throughout the economic system. However, there are periods when productivity stalls or reverses.

 

Today, we are in a new era of transitioning from the highest-density sources of energy to a lower-density form of green energy. Over the past 40 years, the high-density fossil fuel industry has driven productivity gains using technology to lower the overall cost of energy to consumers. This high-density, low-cost form of energy has been delivered through a highly efficient distribution network. 

1

 

CM Advisors Fixed Income Fund  
Letter to Shareholders (Unaudited) (Continued) April 3, 2024

 

As we transition from a high-density fossil fuel-based economy to a green, renewable, but lower-density form of energy, while simultaneously building enough power and distribution infrastructure to offset the replacement of the higher-density fossil fuel, we must also add for future growth. The net effect of this transition of higher-density to lower-density and high-efficiency distribution to lower-efficiency distribution is reduced productivity and higher inflation.

 

Several additional factors further complicate the energy transition and will add additional costs.

 

1.The anti-fossil fuel sentiment has significantly reduced investments and, therefore, future supply of the highest-density forms of fuel, even though demand for these fuels continues to rise, pushing prices higher.

 

2.The drive for renewables increases the demand for industrial metals that are severely capacity-constrained relative to the demand required to build out the renewable infrastructure.

 

3.Technological advancement has historically been the perennial leader, increasing productivity and reducing overall inflation. Ironically, the next significant step forward in technological innovation that will drive productivity gains is artificial intelligence (AI), which requires a massive investment in power-hungry capacity to deliver the next leg of productivity growth.

 

4.Globalization has also played a role in productivity as the free flow of information, goods, and services worldwide has created efficiencies for all countries, increasing productivity and reducing inflationary friction. The recent deglobalization trend has limited the free flow of goods and services and requires the new construction of localized infrastructure and manufacturing capacity. The initial start-up phases of these new supply chains will come at a higher cost of production.

 

Collectively, we should expect higher levels of inflation in the early stages of the energy transition, artificial intelligence infrastructure build-out, and as reshoring and industrial capacity expansion take hold. Only after these significant infrastructure investments materialize and mature and as artificial intelligence becomes more embedded in the economy will the technological productivity gains offset the higher energy demands on our increasingly constrained energy system.

 

On the Issue of Power Demand

 

Over the past few decades, U.S. electrical power demand has grown by about 1% annually, with power infrastructure capacity investments sized appropriately. According to J.P. Morgan’s Michael Cembalest, “McKinsey, BCG, and S&P global expect U.S. power demand to grow by 13-15% per year until 2030.” This level of growth will stress the U.S. electrical power infrastructure and quickly expose the inadequacy of the U.S. baseload power and grid capacity.

 

The focus on expanding renewables while decommissioning baseload nuclear, natural gas, and coal from the power supply runs counter to the need for increasing 24/7 baseload power required to support increased demand from reshoring manufacturing, new semiconductor plants, electric vehicles, AI, and population growth.

2

 

CM Advisors Fixed Income Fund  
Letter to Shareholders (Unaudited) (Continued) April 3, 2024

 

We find it hard to argue that we will escape the next five years without significant energy shortages and, thus, continued inflationary pressures.

 

Debt Crisis

 

With record levels of U.S. Government debt and rising fiscal deficits, the U.S. faces significantly higher interest expenses as a percentage of the budget.

 

According to Congressional Budget Office (CBO) estimates, interest expense on U.S. government debt held by the public will total $870 billion for fiscal 2024, equal to 17.6% of the 2024 budget receipts, up from just 10% a few years ago.

 

These CBO estimates assume the weighted coupon rates on U.S. government debt will average only 3.33% over the next five years.

 

However, over the next three years, approximately 47% of the outstanding debt must be refinanced at rates that are likely to remain higher than the CBO forecasts. While the CBO forecasts annual deficits well into the next decade, we believe deficits will be much larger than the CBO envisions.

 

This will likely force larger than projected debt levels, with interest expense eating up an alarming level of the U.S. federal budget.

 

At the current forecast, interest expense already exceeds military spending and is quickly encroaching on other mandatory spending programs. The current path is unsustainable, though given the existing dysfunction in Washington, budget discipline is unlikely to address the problem.

 

In our view, without spending discipline, the rising deficits and debt levels add further fuel to the inflationary pressures we see ahead.

 

We, therefore, continue to expect elevated economic volatility as the Fed battles inflation, which we anticipate will remain stubbornly above its target. In this environment, we still favor very short-term, higher-quality debt instruments (i.e., bonds with maturities of 3 years or less) and believe they should be the core of one’s fixed-income investments today. We continually monitor economic data and will make appropriate adjustments when warranted.

 

The U.S. has overcome many significant challenges throughout history. While today’s environment is challenging, the U.S. remains armed with substantial and durable attributes, giving us confidence that we will overcome the challenges ahead.

 

Jim Brilliant, CFA 

Chairman

3

 

CM Advisors Fixed Income Fund  
Letter to Shareholders (Unaudited) (Continued) April 3, 2024

 

Past performance is not predictive of future performance. Investment results and principal value will fluctuate so that shares, when redeemed, may be worth more or less than their original cost. Current performance may be higher or lower than the performance data quoted. Performance data current to the most recent month-end are available by calling 1-888-859-5856.

 

An investor should consider the investment objectives, risks, charges and expenses of the Fund carefully before investing. The Fund’s prospectus contains this and other important information. To obtain a copy of the Fund’s prospectus please visit our website at www.cmadvisorsfunds.com or call 1-888-859-5856 and a copy will be sent to you free of charge. Please read the prospectus carefully before you invest. The Fund is distributed by Ultimus Fund Distributors, LLC.

 

The Letter to Shareholders seeks to describe some of the investment adviser’s current opinions and views of the financial markets. Although the investment adviser believes it has a reasonable basis for any opinions or views expressed, actual results may differ, sometimes significantly so, from those expected or expressed. The securities held by the Fund that are discussed in the Letter to Shareholders were held during the period covered by this Report. They do not comprise the entire investment portfolio of the Fund, may be sold at any time and may no longer be held by the Fund. For a complete list of securities held by the Fund as of February 29, 2024, please see the Schedule of Investments sections of the annual report. The opinions of the Adviser with respect to those securities may change at any time.

 

Statements in the Letter to Shareholders that reflect projections or expectations for future financial or economic performance of the Fund and the market in general and statements of the Fund’s plans and objectives for future operations are forward-looking statements. No assurance can be given that actual results or events will not differ materially from those projected, estimated, assumed, or anticipated in any such forward-looking statements. Important factors that could result in such differences, in addition to factors noted with such forward-looking statements, include, without limitation, general economic conditions, such as inflation, recession, and interest rates. Past performance is not a guarantee of future results.

4

 

CM Advisors Fixed Income Fund
Performance Information (Unaudited)

 

Comparison of the Change in Value of a $10,000 Investment  

in CM Advisors Fixed Income Fund versus the  

Bloomberg U.S. Aggregate Bond Index

 

(LINE GRAPH)

 

 

Average Annual Total Returns

(for the periods ended February 29, 2024)

 
    1 Year   5 Years   10 Years  
  CM Advisors Fixed Income Fund 10.47%   2.57%   2.09%  
  Bloomberg U.S. Aggregate Bond Index 3.33%   0.56%   1.43%  
               

 

This graph depicts the performance of CM Advisors Fixed Income Fund (the “Fund”) versus the Bloomberg U.S. Aggregate Bond Index. The graph assume an initial $10,000 investment at February 28, 2014 and that any dividends or capital gain distributions are reinvested in shares of the Fund. It is important to note that the Fund is a professionally managed mutual fund while indices are not available for investment and are unmanaged. The comparison is shown for illustrative purposes only.

 

Performance quoted above represents past performance, which is no guarantee of future results. Investment return and principal value will fluctuate so that shares, when redeemed, may be worth more or less than their original cost. Current performance may be lower or higher than the performance data quoted. An investor may obtain performance data, current to the most recent month-end, by calling shareholder services at 1-888-859-5856.

 

The graph and table do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. Average annual total returns are historical in nature and assume reinvestment of dividends.

5

 

CM Advisors Fixed Income Fund
Supplementary Portfolio Information
February 29, 2024 (Unaudited)

 

Asset Allocation*

(% of Net Assets)

 

 

(BAR CHART) 

 

Top 10 Long-Term Holdings

 

  

Security Description   % of Net Assets
PHI Group, Inc.   9.2%
U.S. Treasury Notes, 4.250%, due 12/31/24   7.4%
EQT Corporation, 6.125%, due 02/01/25   2.9%
United Rentals North America, Inc., 5.500%, due 05/15/27   2.3%
American Electric Power Company, Inc., 2.031%, due 03/15/24   2.2%
Georgia Power Company, 2.200%, due 09/15/24   2.2%
JPMorgan Chase & Company, 1.100%, due 06/22/26   2.2%
U.S. Treasury Inflation-Protected Notes, 2.375%, due 01/15/25   2.1%
ONEOK, Inc., 2.750%, due 09/01/24   2.1%
Exelon Corporation, 7.600%, due 04/01/32   2.1%

6

 

CM Advisors Fixed Income Fund
Schedule of Investments
February 29, 2024
COMMON STOCKS — 9.2%  Shares   Value 
Energy — 9.2%          
Oil & Gas Equipment & Services — 9.2%          
PHI Group, Inc. (Cost $1,222,685)   113,912   $2,483,282 
           
CORPORATE BONDS — 63.3%  Par Value   Value 
Communications — 1.8%          
Alternative Carriers — 1.3%          
Qwest Corporation, 7.250%, due 09/15/25  $353,000   $341,516 
           
Wireless Telecommunication Services — 0.5%          
T-Mobile, Inc., 7.125%, due 06/15/24   150,000    150,408 
           
Consumer Discretionary — 8.2%          
Apparel, Accessories & Luxury Goods — 1.9%          
Tapestry, Inc., 7.350%, due 11/27/28   500,000    522,730 
           
Automobile Manufacturing — 1.8%          
Ford Motor Credit Company, LLC, 2.150%, due 06/20/24   200,000    195,725 
General Motors Company, 5.600%, due 10/15/32   303,000    302,142 
         497,867 
Automotive Parts & Equipment — 1.0%          
LKQ Corporation, 6.250%, due 06/15/33   250,000    256,779 
           
Automotive Retail — 1.5%          
Advance Auto Parts, Inc.,          
5.900%, due 03/09/26   146,000    145,666 
5.950%, due 03/09/28   250,000    249,681 
         395,347 
Leisure Products — 2.0%          
Polaris, Inc., 6.950%, due 03/15/29   500,000    526,637 
           
Consumer Staples — 0.3%          
Packaged Foods & Meats — 0.3%          
Conagra Brands, Inc., 7.000%, due 10/01/28   65,000    69,409 
           
Energy — 5.3%          
Oil & Gas Exploration & Production — 3.2%          
EQT Corporation, 6.125%, due 02/01/25 (a)   770,000    771,364 
Southwestern Energy Company, 8.375%, due 09/15/28   100,000    104,012 
         875,376 
Oil & Gas Storage & Transportation — 2.1%          
ONEOK, Inc., 2.750%, due 09/01/24   575,000    565,965 

7

 

CM Advisors Fixed Income Fund
Schedule of Investments (Continued)
CORPORATE BONDS — 63.3% (Continued)  Par Value   Value 
Financials — 8.4%          
Diversified Banks — 6.0%          
Bank of America Corporation,          
4.200%, due 08/26/24  $150,000   $148,876 
4.000%, due 01/22/25   450,000    443,334 
JPMorgan Chase & Company,          
1.100%, due 06/22/26   650,000    580,734 
5.040%, due 01/23/28   450,000    447,450 
         1,620,394 
Insurance — 1.1%          
Marsh & McLennan Companies, Inc., 3.875%, due03/15/24   300,000    299,834 
           
Property & Casualty Insurance — 1.3%          
Old Republic International Corporation, 4.875%, due 10/01/24   350,000    348,291 
           
Health Care — 1.5%          
Health Care Services — 0.9%          
Cigna Group (The), 5.125%, due 05/15/31   250,000    247,186 
           
Life Sciences Tools & Services — 0.6%          
Illumina, Inc., 5.750%, due 12/13/27   150,000    151,219 
           
Industrials — 12.2%          
Building Products — 2.0%          
Masco Corporation, 7.750%, due 08/01/29   500,000    549,521 
           
Construction & Engineering — 1.9%          
Fluor Corporation, 3.500%, due 12/15/24   537,000    523,413 
           
Data Processing & Outsourced Services — 0.8%          
Concentrix Corporation, 6.600%, due 08/02/28   210,000    210,955 
           
Industrial Machinery, Supplies & Components — 3.9%          
Stanley Black & Decker, Inc.,          
2.300%, due 02/24/25   200,000    193,830 
6.272%, due 03/06/26   450,000    450,004 
Timken Company (The), 3.875%, due 09/01/24   400,000    395,989 
         1,039,823 
Research & Consulting Services — 0.6%          
Jacobs Engineering Group, Inc., 5.900%, due 03/01/33   150,000    149,849 

8

 

CM Advisors Fixed Income Fund
Schedule of Investments (Continued)
CORPORATE BONDS — 63.3% (Continued)  Par Value   Value 
Industrials — 12.2% (Continued)          
Trading Companies & Distributors — 3.0%          
United Rentals North America, Inc.,          
5.500%, due 05/15/27  $620,000   $615,913 
5.250%, due 01/15/30   200,000    193,651 
         809,564 
Materials — 7.4%          
Commodity Chemicals — 0.5%          
DOW Chemical Company, 7.375%, due 11/01/29   70,000    77,598 
Union Carbide Corporation, 7.500%, due 06/01/25   60,000    61,060 
         138,658 
Diversified Chemicals — 1.8%          
Huntsman International, LLC, 4.500%, due 05/01/29   500,000    475,171 
           
Diversified Metals & Mining — 0.6%          
Freeport-McMoRan, Inc., 4.550%, due 11/14/24   157,000    155,330 
           
Fertilizers & Agricultural Chemicals — 2.6%          
FMC Corporation,          
5.150%, due 05/18/26   200,000    197,191 
3.450%, due 10/01/29   300,000    266,506 
5.650%, due 05/18/33   250,000    241,745 
         705,442 
Metal, Glass & Plastic Containers — 0.7%          
Ball Corporation, 6.000%, due 06/15/29   200,000    200,970 
           
Specialty Chemicals — 1.2%          
Olin Corporation, 5.000%, due 02/01/30   350,000    327,171 
           
Technology — 6.5%          
Application Software — 0.4%          
Roper Technologies, Inc., 2.350%, due 09/15/24   100,000    98,200 
           
Electronic Components — 1.9%          
Corning, Inc., 7.250%, due 08/15/36   500,000    516,618 
           
Electronic Equipment & Instruments — 2.9%          
Keysight Technologies, Inc., 4.550%, due 10/30/24   500,000    496,434 
Vontier Corporation,          
1.800%, due 04/01/26   250,000    229,926 
2.400%, due 04/01/28   65,000    56,801 
         783,161 
IT Consulting & Other Services — 0.4%          
International Business Machines Corporation,          
3.000%, due 05/15/24   100,000    99,493 

9

 

CM Advisors Fixed Income Fund
Schedule of Investments (Continued)
CORPORATE BONDS — 63.3% (Continued)  Par Value   Value 
Technology — 6.5% (Continued)          
Technology Hardware, Storage & Peripherals — 0.9%          
Hewlett Packard Enterprise Company, 5.900%, due 10/01/24  $250,000   $250,283 
           
Utilities — 11.7%          
Electric Utilities — 11.7%          
American Electric Power Company, Inc., 2.031%, due 03/15/24   600,000    599,241 
Constellation Energy Generation, LLC, 3.250%, due 06/01/25   500,000    485,573 
Exelon Corporation, 7.600%, due 04/01/32   500,000    565,342 
Georgia Power Company, 2.200%, due 09/15/24   600,000    588,688 
NextEra Energy, Inc., 2.940%, due 03/21/24   500,000    499,319 
WEC Energy Group, Inc., 0.800%, due 03/15/24   400,000    399,377 
         3,137,540 
           
Total Corporate Bonds (Cost $17,073,429)       $17,040,120 
         
U.S. TREASURY OBLIGATIONS — 24.3%  Par Value   Value 
U.S. Treasury Inflation-Protected Notes — 2.1%          
2.375%, due 01/15/25  $569,583   $569,705 
           
U.S. Treasury Notes — 22.2%          
2.500%, due 05/31/24   500,000    496,484 
3.000%, due 06/30/24   500,000    496,113 
3.000%, due 07/31/24   500,000    495,312 
3.250%, due 08/31/24   500,000    494,922 
4.250%, due 09/30/24   500,000    497,148 
4.375%, due 10/31/24   500,000    497,188 
4.250%, due 12/31/24   2,000,000    1,985,391 
4.625%, due 02/28/25   500,000    497,930 
4.250%, due 05/31/25   500,000    495,840 
         5,956,328 
           
Total U.S. Treasury Obligations (Cost $6,538,329)       $6,526,033 

10

 

CM Advisors Fixed Income Fund
Schedule of Investments (Continued)
MONEY MARKET FUNDS — 2.3%  Shares   Value 
Allspring Treasury Plus Money Market Fund - Institutional Class, 5.18% (b) (Cost $614,286)   614,286   $614,286 
           
Total Investments at Value — 99.1%          
(Cost $25,448,729)       $26,663,721 
           
Other Assets in Excess of Liabilities — 0.9%        240,884 
           
Net Assets — 100.0%       $26,904,605 

 

(a)Step coupon. Rate shown is the coupon in effect as of February 29, 2024.

 

(b)The rate shown is the 7-day effective yield as of February 29, 2024.

 

See accompanying notes to financial statements.

11

 

CM Advisors Fixed Income Fund
Statement of Assets and Liabilities
February 29, 2024
ASSETS     
Investments in securities:     
At cost  $25,448,729 
At value (Note 2)  $26,663,721 
Dividends and interest receivable   264,795 
Other assets   22,182 
TOTAL ASSETS   26,950,698 
      
LIABILITIES     
Payable to Advisor (Note 5)   4,132 
Payable to administrator (Note 5)   5,720 
Accrued trustee fees (Note 5)   4,000 
Other accrued expenses   32,241 
TOTAL LIABILITIES   46,093 
      
NET ASSETS  $26,904,605 
      
Net assets consist of:     
Paid-in capital  $27,940,332 
Accumulated deficit   (1,035,727)
Net Assets  $26,904,605 
      
Shares of beneficial interest outstanding (unlimited number of shares authorized, $0.001 par value)   2,449,781 
      
Net asset value, redemption price and offering price per share  $10.98 

 

See accompanying notes to financial statements.

12

 

CM Advisors Fixed Income Fund
Statement of Operations
Year Ended February 29, 2024
INVESTMENT INCOME     
Dividends  $368,732 
Interest   1,062,050 
TOTAL INVESTMENT INCOME   1,430,782 
      
EXPENSES     
Management fees (Note 5)   131,669 
Legal fees   54,550 
Registration and filing fees   38,756 
Fund accounting fees (Note 5)   26,645 
Administration fees (Note 5)   24,000 
Trustees’ fees (Note 5)   23,500 
Transfer agent fees (Note 5)   18,000 
Audit and tax services fees   17,000 
Shareholder reporting expenses   9,599 
Compliance support services fees   8,011 
Distributor service fees (Note 5)   8,000 
Custody and bank service fees   7,614 
Pricing fees   7,012 
Postage and supplies   5,737 
Insurance expense   3,040 
Other expenses   10,531 
TOTAL EXPENSES   393,664 
Advisory fees waived and reimbursed by Advisor (Note 5)   (165,052)
NET EXPENSES   228,612 
      
NET INVESTMENT INCOME   1,202,170 
      
REALIZED AND UNREALIZED GAINS ON INVESTMENTS     
Net realized gains from investment transactions   25,629 
Net change in unrealized appreciation (depreciation) on investments   1,382,587 
NET REALIZED AND UNREALIZED GAINS ON INVESTMENTS   1,408,216 
      
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS  $2,610,386 

 

See accompanying notes to financial statements.

13

 

CM Advisors Fixed Income Fund
Statements of Changes in Net Assets
   Year Ended   Year Ended 
   February 29,   February 28, 
   2024      2023 
FROM OPERATIONS          
Net investment income  $1,202,170   $430,444 
Net realized gains (losses) from investment transactions   25,629    (32,451)
Net change in unrealized appreciation (depreciation) on investments   1,382,587    (1,128,462)
Net increase (decrease) in net assets resulting from operations   2,610,386    (730,469)
           
DISTRIBUTIONS TO SHAREHOLDERS   (1,135,367)   (353,061)
           
FROM CAPITAL SHARE TRANSACTIONS          
Proceeds from shares sold   2,350,538    17,745 
Net asset value of shares issued in reinvestment of distributions to shareholders   1,070,628    331,125 
Payments for shares redeemed   (3,258,602)   (3,096,242)
Net increase (decrease) in net assets from share transactions   162,564    (2,747,372)
           
TOTAL INCREASE (DECREASE) IN NET ASSETS   1,637,583    (3,830,902)
           
NET ASSETS          
Beginning of year   25,267,022    29,097,924 
End of year  $26,904,605   $25,267,022 
           
CAPITAL SHARE ACTIVITY          
Shares sold   214,788    1,701 
Shares reinvested   100,584    31,753 
Shares redeemed   (300,699)   (297,959)
Net increase (decrease) in shares outstanding   14,673    (264,505)
Shares outstanding, beginning of year   2,435,108    2,699,613 
Shares outstanding, end of year   2,449,781    2,435,108 

 

See accompanying notes to financial statements.

14

 

CM Advisors Fixed Income Fund
Financial Highlights

 

Per share data for a share outstanding throughout each year:

   Years Ended 
   February 29,   February 28,   February 28,   February 28,   February 29, 
   2024   2023   2022   2021   2020 
Net asset value at beginning of year  $10.38   $10.78   $10.92   $10.89   $10.90 
Income (loss) from investment operations:                         
Net investment income   0.49    0.17    0.26    0.16    0.22 
Net realized and unrealized gains (losses) on investments   0.58    (0.43)   (0.13)   0.05 (a)   0.01 
Total from investment operations   1.07    (0.26)   0.13    0.21    0.23 
Less distributions from:                         
Net investment income   (0.47)   (0.14)   (0.27)   (0.18)   (0.24)
Total distributions   (0.47)   (0.14)   (0.27)   (0.18)   (0.24)
Net asset value at end of year  $10.98   $10.38   $10.78   $10.92   $10.89 
Total return (b)   10.47%   (2.45%)   1.17%   1.92%   2.15%
Ratios and supplemental data:                         
Net assets at end of year (000’s)  $26,905   $25,267   $29,098   $32,434   $52,628 
Ratio of total expenses to average net assets   1.50%   1.43%   1.35%   1.18%   0.96%
Ratio of net expenses to average net assets   0.87(c)   0.87(c)   0.87(c)   0.96(c)   0.96%
Ratio of net investment income to average net assets   4.57(c)   1.57(c)   2.33(c)   1.44(c)   2.00%
Portfolio turnover rate   41%   40%   37%   4%   20%

 

(a)Represents a balancing figure derived from other amounts in the financial highlights table that captures all other changes affecting net asset value per share. This per share amount does not correlate to the aggregate of the net realized and unrealized losses on the Statement of Operations for the same period, primarily due to the timing of sales and redemptions of the Fund’s shares in relation to fluctuating market values of the Fund’s portfolio.

 

(b)Total return is a measure of the change in value of an investment in the Fund over the periods covered, which assumes any dividends or capital gains distributions are reinvested in shares of the Fund. The returns shown do not reflect the deduction of taxes a shareholder would pay on Fund distributions or the redemption of Fund shares. Had the Advisor not waived its fees and reimbursed expenses, total returns would have been lower.

 

(c)Ratio was determined after investment advisory fee waivers (Note 5).

 

See accompanying notes to financial statements.

15

 

CM Advisors Fixed Income Fund
Notes to Financial Statements
February 29, 2024

 

1. Organization

 

CM Advisors Fixed Income Fund (the “Fund”) is a diversified no-load series of CM Advisors Family of Funds (the “Trust”), which was organized as a Delaware statutory trust and is registered under the Investment Company Act of 1940, as amended (the “1940 Act”) as an open-end management investment company.

 

The investment objective of the Fund is to seek to preserve capital and maximize total return.

 

2. Significant Accounting Policies

 

The Fund follows accounting and reporting guidance under Financial Accounting Standards Board Accounting Standards Codification Topic 946, “Financial Services – Investment Companies.” The following is a summary of significant accounting policies followed by the Fund. These policies are in conformity with accounting principles generally accepted in the United States of America (“GAAP”).

 

Regulatory update – Tailored Shareholder Reports for Mutual Funds and Exchange-Traded Funds (“ETFs”) – Effective January 24, 2023, the Securities and Exchange Commission (the “SEC”) adopted rule and form amendments to require mutual funds and ETFs to transmit concise and visually engaging streamlined annual and semiannual reports to shareholders that highlight key information. Other information, including financial statements, will no longer appear in a streamlined shareholder report but must be available online, delivered free of charge upon request, and filed on a semiannual basis on Form N-CSR. The rule and form amendments have a compliance date of July 24, 2024. At this time, management is evaluating the impact of these amendments on the shareholder reports for the Fund.

 

Investment Valuation – The Fund’s portfolio securities are generally valued at their market values determined on the basis of available market quotations as of the close of regular trading on the New York Stock Exchange (typically 4:00 p.m. Eastern time). Securities, including common stocks, listed on an exchange or quoted on a national market system are valued at the last sales price. Securities which are quoted by NASDAQ are valued at the NASDAQ Official Closing Price. Securities traded in the over-the-counter market and listed securities for which no sale was reported on that date are valued at the most recent bid price. To the extent that the Fund is invested in other open-end investment companies, including money market funds, that are registered under the 1940 Act and not traded on an exchange, the Fund’s net asset values (“NAVs”) are calculated based upon the NAVs reported by such registered open-end investment companies; the prospectuses for these registered open-end investment companies explain the circumstances under which they will use fair value pricing and the effects of using fair value pricing. Fixed income securities are typically valued based on prices provided by an independent pricing service. Securities and assets for which representative market quotations are not readily available (e.g., if the exchange on which the portfolio security is principally traded closes early or if trading of the particular portfolio security is halted during the day and does not resume prior to the Fund’s NAV calculation) or which cannot be accurately valued using the Fund’s normal pricing procedures are valued at fair value as determined by Van Den Berg Management I,

16

 

CM Advisors Fixed Income Fund
Notes to Financial Statements (Continued)

 

Inc. (d/b/a CM Fund Advisors) (the “Advisor”), as the Fund’s valuation designee, in accordance with procedures adopted by the Board of Trustees (the “Board”) pursuant to Rule 2a-5 under the 1940 Act. Under these procedures, the securities will be classified as Level 2 or 3 within the fair value hierarchy (see below), depending on the inputs used. A portfolio security’s “fair value” price may differ from the price next available for that portfolio security using the Fund’s normal pricing procedures.

 

GAAP establishes a single authoritative definition of fair value, sets out a framework for measuring fair value and requires disclosures about fair value measurements.

 

Various inputs are used in determining the value of the Fund’s investments. These inputs are summarized in the three broad levels listed below:

 

Level 1 – quoted prices in active markets for identical securities

 

Level 2 – other significant observable inputs

 

Level 3 – significant unobservable inputs

 

Corporate bonds and U.S. Treasury obligations held by the Fund are classified as Level 2 since values are based on prices provided by an independent pricing service that utilizes various “other significant observable inputs” including bid and ask quotations, prices of similar securities and interest rates, among other factors.

 

The inputs or methodology used for valuing securities are not necessarily an indication of the risks associated with investing in those securities. The inputs used to measure the fair value of a particular security may fall into different levels of the fair value hierarchy. In such cases, for disclosure purposes, the level in the fair value hierarchy within which the fair value measurement of that security falls in its entirety is determined based on the lowest level input that is significant to the fair value measurement.

 

The following is a summary of the Fund’s investments and the inputs used to value the investments as of February 29, 2024 by security type:

 

   Level 1   Level 2   Level 3   Total 
Common Stocks  $   $2,483,282   $   $2,483,282 
Corporate Bonds       17,040,120        17,040,120 
U.S. Treasury Obligations       6,526,033        6,526,033 
Money Market Funds   614,286            614,286 
Total  $614,286   $26,049,435   $   $26,663,721 
                     

 

Refer to the Fund’s Schedule of Investments for a listing of the securities by asset type and sector and industry type. The Fund did not hold any assets or liabilities that were measured at fair value on a recurring basis using significant unobservable inputs (Level 3) as of or during the year ended February 29, 2024.

 

Share Valuation – The NAV per share of the Fund is calculated on each business day by dividing the total value of the Fund’s assets, less liabilities, by the number of shares outstanding. The offering price and redemption price per share of the Fund is equal to the NAV per share.

17

 

CM Advisors Fixed Income Fund
Notes to Financial Statements (Continued)

 

Investment Transactions and Investment Income – Investment transactions are accounted for on trade date. Dividend income is recorded on the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Interest income is accrued as earned. Discounts and premiums on fixed income securities purchased are amortized using the effective interest method. Realized gains and losses on investments sold are determined on a specific identification basis, which is the same basis used for federal income tax purposes. Withholding taxes on foreign dividends, if any, have been provided for in accordance with the Fund’s understanding of the applicable country’s tax rules and rates.

 

Dividends and Distributions – Dividends arising from net investment income, if any, are declared and paid quarterly to shareholders of the Fund. Distributions from net realized capital gains, if any, are generally declared and distributed annually. The amount of distributions from net investment income and net realized capital gains are determined in accordance with federal income tax regulations, which may differ from GAAP. These “book/tax” differences are either temporary or permanent in nature and are primarily due to differing treatments of net short-term capital gains. Dividends and distributions are recorded on the ex-dividend date.

 

The tax character of distributions paid during the years ended February 29, 2024 and February 28, 2023 was ordinary income.

 

Estimates – The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the financial statements and the reported amounts of increases (decreases) in net assets resulting from operations during the reporting period. Actual results could differ from those estimates.

 

3. Federal Income Tax

 

The Fund has qualified and intends to continue to qualify each year as a “regulated investment company” under Subchapter M of the Internal Revenue Code of 1986, as amended (the “Code”). Qualification generally will relieve the Fund of liability for federal income taxes to the extent 100% of its net investment income and net realized capital gains are distributed in accordance with the Code.

 

In order to avoid imposition of the excise tax applicable to regulated investment companies, it is also the Fund’s intention to declare as dividends in each calendar year at least 98% of its net investment income (earned during the calendar year) and 98.2% of its net realized capital gains (earned during the twelve months ended October 31) plus undistributed amounts from prior years.

18

 

CM Advisors Fixed Income Fund
Notes to Financial Statements (Continued)

 

The following information is computed on a tax basis for each item as of February 29, 2024:

 

      
Tax cost of portfolio investments  $25,448,762 
Gross unrealized appreciation  $1,405,008 
Gross unrealized depreciation   (190,049)
Net unrealized appreciation   1,214,959 
Undistributed ordinary income   177,843 
Accumulated capital and other losses   (2,428,529)
Accumulated deficit  $(1,035,727)
      

 

The difference between the federal income tax cost of investments and the financial statement cost for the Fund is due to certain timing differences in the recognition of capital gains or losses under income tax regulations and GAAP. These “book/tax” differences are temporary in nature and are due to the tax deferral of losses on wash sales.

 

During the year ended February 29, 2024, the Fund utilized $26,724 of long-term capital loss carryforwards.

 

As of February 29, 2024, the Fund had short-term capital loss carryforwards of $209,880 and long-term capital loss carryforwards of $2,218,649 for federal income tax purposes. These capital loss carryforwards, which do not expire, may be utilized in future years to offset realized capital gains, if any, prior to distributing such gains to shareholders.

 

The Fund recognizes the benefits or expenses of uncertain tax positions only if the position is “more-likely-than-not” of being sustained assuming examination by tax authorities. Management has reviewed the tax positions taken on federal income tax returns for all open tax years (generally, three years) and has concluded that no provision for unrecognized tax benefits or expenses is required in these financial statements.

 

The Fund recognizes interest and penalties, if any, related to unrecognized tax benefits, as income tax expenses in the Statement of Operations. As of February 29, 2024, the Fund did not incur any interest or penalties.

 

4. Investment Transactions

 

During the year ended February 29, 2024, cost of purchases and proceeds from sales and maturities of investment securities, other than short-term investments and U.S. Government obligations, were as follows:

 

     
Cost of purchases of investment securities  $10,483,317 
Proceeds from sales and maturities of investment securities  $2,371,610 
      

19

 

CM Advisors Fixed Income Fund
Notes to Financial Statements (Continued)

 

Cost of purchases and proceeds from sales and maturities of long-term U.S. Government obligations during the year ended February 29, 2024 were:

 

      
Cost of purchases of investment securities  $1,011,039 
Proceeds from sales and maturities of investment securities  $4,249,850 
      

 

5. Transactions with Related Parties

 

INVESTMENT ADVISORY AGREEMENT

 

The Fund pays a monthly management fee to the Advisor calculated at the annual rate of 0.50% of its average daily net assets. The Advisor has entered into an Expense Limitation Agreement (the “ELA”) with the Fund under which it has agreed until July 1, 2024 to waive its fees and to assume other expenses of the Fund, if necessary, in an amount that limits the Fund’s total operating expenses (exclusive of interest, taxes, brokerage commissions, other expenditures which are capitalized in accordance with GAAP, other extraordinary expenses not incurred in the ordinary course of the Fund’s business, dividend expense on securities sold short, Acquired Fund Fees and Expenses, and amounts, if any, under a Rule 12b-1 Plan) to not more than 0.87% of its average daily net assets. The ELA cannot be terminated prior to July 1, 2024 without the approval of the Board. Accordingly, during the year ended February 29, 2024, the Advisor did not collect any of its management fees and reimbursed other operating expenses in the amount of $33,383. These fees are not available for recoupment by the Advisor.

 

Certain Trustees and officers of the Trust are also officers of the Advisor.

 

OTHER SERVICE PROVIDERS

 

Ultimus Fund Solutions, LLC (“Ultimus”) provides administration, accounting, and transfer agency services to the Fund. The Fund pays Ultimus fees in accordance with the agreements for its services. In addition, the Fund pays out-of-pocket expenses including, but not limited to, postage, supplies and certain costs related to the pricing of its portfolio securities.

 

Pursuant to the terms of a Distribution Agreement with the Trust, the Ultimus Fund Distributors, LLC (the “Distributor”) serves as the Fund’s principal underwriter. The Distributor is a wholly-owned subsidiary of Ultimus. For the year ended February 29, 2024, the Distributor received $8,000 in fees from the Fund for such services.

 

COMPENSATION OF TRUSTEES

 

Trustees and officers affiliated with the Advisor or Ultimus are not compensated by the Fund for their services. Each Trustee who is not an affiliated person of the Advisor or Ultimus receives an annual retainer of $10,000, paid quarterly; a fee of $2,000 for attendance at each in-person meeting of the Board of Trustees; and a fee of $500 for attendance at each telephonic meeting of the Board of Trustees. The Fund reimburses each Trustee and officer for his or her travel and other expenses relating to attendance at Board or committee meetings.

20

 

CM Advisors Fixed Income Fund
Notes to Financial Statements (Continued)

 

PRINCIPAL HOLDER OF FUND SHARES

 

As of February 29, 2024, the following shareholder of record owned 25% or more of the outstanding shares of the Fund:

 

Name of Record Owner % Ownership
Charles Schwab & Company (for the benefit of its customers) 88%

 

A beneficial owner of 25% or more of the Fund’s outstanding shares may be considered a controlling person. That shareholder’s vote could have more significant effect on matters presented at a shareholders’ meeting.

 

6. Contingencies and Commitments

 

The Fund indemnifies the Trust’s officers and Trustees for certain liabilities that might arise from the performance of their duties to the Fund. Additionally, in the normal course of business, the Fund enters into contracts that contain a variety of representations and warranties and which provide general indemnifications. The Fund’s maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Fund that have not yet occurred. However, based on experience, the Fund expects the risk of loss to be remote.

 

7. Subsequent Event

 

The Fund is required to recognize in the financial statements the effects of all subsequent events that provide additional evidence about conditions that existed as of the date of the Statement of Assets and Liabilities. For non-recognized subsequent events that must be disclosed to keep the financial statements from being misleading, the Fund is required to disclose the nature of the event as well as an estimate of its financial effect, or a statement that such an estimate cannot be made. Management has evaluated subsequent events through the issuance of these financial statements and has noted no such events other than the following:

 

On March 28, 2024, the Fund paid an ordinary income dividend of $0.1085 per share to shareholders of record on March 27, 2024.

21

 

CM Advisors Fixed Income Fund
Report of Independent Registered Public Accounting Firm

 

To the Shareholders of CM Advisors Fixed Income Fund and
Board of Trustees of the CM Advisors Family of Funds

 

Opinion on the Financial Statements

 

We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of CM Advisors Fixed Income Fund (the “Fund”), a series of CM Advisors Family of Funds, as of February 29, 2024, the related statement of operations for the year then ended, the statements of changes in net assets and the financial highlights for each of the two years in the period then ended and the related notes (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund as of February 29, 2024, the results of its operations for the year then ended, and the changes in net assets and the financial highlights for each of the two years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.

 

The Fund’s financial highlights for the years ended February 28, 2022, and prior, were audited by other auditors whose report dated April 26, 2022, expressed an unqualified opinion on those financial highlights.

 

Basis for Opinion

 

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

 

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement whether due to error or fraud.

 

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our procedures included confirmation of securities owned as of February 29, 2024, by correspondence with the custodian. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.

 

We have served as the Fund’s auditor since 2023.

 

(SIGNATURE)

 

COHEN & COMPANY, LTD.

Philadelphia, Pennsylvania

April 26, 2024

22

 

CM Advisors Fixed Income Fund
About Your Fund’s Expenses (Unaudited)

 

We believe it is important for you to understand the impact of costs on your investment. As a shareholder of the Fund, you incur ongoing costs, including management fees and other operating expenses. Ongoing costs, which are deducted from the Fund’s gross income, directly reduce the investment return of the Fund.

 

A mutual fund’s ongoing costs are expressed as a percentage of its average net assets. This figure is known as the expense ratio. The following examples are intended to help you understand the ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds. The examples below are based on an investment of $1,000 made at the beginning of the most recent semi-annual period (September 1, 2023) and held until the end of the period (February 29, 2024).

 

The table below illustrates the Fund’s costs in two ways:

 

Actual fund return – This section helps you to estimate the actual expenses that you paid over the period. The “Ending Account Value” shown is derived from the Fund’s actual return, and the fourth column shows the dollar amount of expenses that would have been paid by an investor who started with $1,000 in the Fund. You may use the information here, together with the amount you invested, to estimate the ongoing costs that you paid over the period.

 

To do so, simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number given for the Fund under the heading “Expenses Paid During Period.”

 

Hypothetical 5% return – This section is intended to help you compare the Fund’s ongoing costs with those of other mutual funds. It assumes that the Fund had an annual return of 5% before expenses during the period shown, but that the expense ratio is unchanged. In this case, because the return used is not the Fund’s actual return, the results do not apply to your investment. The example is useful in making comparisons because the U.S. Securities and Exchange Commission (the “SEC”) requires all mutual funds to calculate expenses based on a 5% return. You can assess the Fund’s ongoing costs by comparing this hypothetical example with the hypothetical examples that appear in shareholder reports of other funds.

 

Note that expenses shown in the table are meant to highlight and help you compare ongoing costs only. The Fund does not charge transaction fees, such as purchase or redemption fees, nor does it impose any sales loads.

 

The calculations assume no shares were bought or sold during the period. Your actual costs may have been higher or lower, depending on the amount of your investment and the timing of any purchases or redemptions.

23

 

CM Advisors Fixed Income Fund
About Your Fund’s Expenses (Unaudited) (Continued)

 

More information about the Fund’s expenses, including annual expense ratios, can be found in this report. For additional information on operating expenses and other shareholder costs, please refer to the Fund’s prospectus.

 

   Beginning  Ending      
   Account Value  Account Value  Net  Expenses
   September 1,  February 29,  Expense  Paid During
   2023  2024  Ratio(a)  Period(b)
Based on Actual Fund Return  $1,000.00  $1,069.20  0.87%  $4.48
Based on Hypothetical 5% Return (before expenses)  $1,000.00  $1,020.54  0.87%  $4.37

 

(a)Annualized, based on the Fund’s most recent one-half year expenses.

 

(b)Expenses are equal to the Fund’s annualized expense ratio multiplied by the average account value over the period, multiplied by 182/366 (to reflect the one-half year period).

24

 

CM Advisors Fixed Income Fund
Other Information (Unaudited)

 

The Trust files a complete listing of portfolio holdings for the Fund with the SEC as of the end of the first and third quarters of each fiscal year as an exhibit to its reports on Form N-PORT. The filings are available upon request, by calling 1-888 -859-5856. Furthermore, you may obtain a copy of these filings on the SEC’s website at www.sec.gov.

 

A description of the policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio securities is available without charge upon request by calling toll-free 1-888-859-5856, or on the SEC’s website at www.sec.gov. Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is also available without charge upon request by calling toll-free 1-888-859-5856, or on the SEC’s website at www.sec.gov and on the Fund’s website www.cmadvisorsfunds.com.

 

Liquidity Risk Management Program (Unaudited)

 

The Fund has adopted and implemented a written liquidity risk management program as required by Rule 22e-4 (the “Liquidity Rule”) under the Investment Company Act. The program is reasonably designed to assess and manage the Fund’s liquidity risk, taking into consideration, among other factors, the Fund’s investment strategy and the liquidity of its portfolio investments during normal and reasonably foreseeable stressed conditions; its short and long-term cash flow projections; and its cash holdings and access to other funding sources. The Fund’s Board of Trustees approved the appointment of a Liquidity Risk Committee, which includes representatives from CM Fund Advisors, the Fund’s investment adviser. The Liquidity Risk Committee is responsible for the program’s administration and oversight and for reporting to the Board on at least an annual basis regarding the program’s operation and effectiveness. The Liquidity Risk Committee updated its assessment of the Fund’s liquidity risk profile, considering additional data gathered from June 1, 2022 to May 31, 2023 (the “Review Period”) and the adequacy and effectiveness of the liquidity risk management program’s operations during the Review Period in order to prepare a written report for the Board of Trustees (the “Report”) for consideration at its meeting held on October 23, 2023. The Report concluded that (i) the Fund’s liquidity risk management program is reasonably designed to prevent violations of the Liquidity Rule and (ii) the Fund’s liquidity risk management program has been effectively implemented.

25

 

CM Advisors Fixed Income Fund
Information about Trustees and Executive Officers (Unaudited)
 

The business and affairs of the Trust are managed under the direction of the Trustees. Information concerning the Trustees and officers of the Trust is set forth on the following pages. Generally, each Trustee serves an indefinite term or until his resignation, death, or otherwise as specified in the Trust’s organizational documents. Any Trustee may be removed at a meeting of shareholders by a vote meeting the requirements of the Trust’s organizational documents. The officers are elected for annual terms. The Statement of Additional Information of the Funds includes additional information about the Trustees and officers and is available, without charge, upon request by calling the Funds’ toll-free at 1-888-859-5856.

 

Name, Address
and Year of Birth
Position(s)
Held with
Trust
Length of
Service
Principal Occupation(s)
During Past 5 Years
Number
of Funds
Overseen
Other
Directorships of
Public Companies
Held During Past
5 Years
Independent Trustees
Mark F. Ivan
805 Las Cimas Parkway
Suite 305
Austin, TX 78746
Year of birth: 1956
Trustee Since 5/2003 Mr. Ivan has been the President of Ivan Capital Management, Inc. since June 1996. 1 None
Richard M. Lewis
805 Las Cimas Parkway
Suite 305
Austin, TX 78746
Year of birth: 1959
Trustee Since 5/2003 Mr. Lewis has been the Chief Financial Officer of Evolve Cellular Inc., a telecommunication services company, since 2012. Mr. Lewis has also been Chief Financial Officer of Skylark Wireless, Inc., a telecommunication products company, since August 2021. 1 None
Interested Trustee and Executive Officers
James D. Brilliant*
805 Las Cimas Parkway,
Suite 305
Austin, Texas 78746
Year of birth: 1966
Trustee

President and Chairman
Since 5/2003 Since 6/2020 Mr. Brilliant is Co-Chief Investment Officer, Chief Financial Officer and Portfolio Manager of the Advisor and a member of the Advisor’s investment committee. He has been with the Advisor since 1986 and is a Chartered Financial Analyst (CFA). 1 None
Scott Van Den Berg
805 Las Cimas Parkway,
Suite 305
Austin, Texas 78746
Year of birth: 1967
Secretary

Treasurer
Since 5/2003 Since 6/2020 Mr. Van Den Berg is President, Chief Operating Officer, and Portfolio Manager of the Advisor and a member of the Advisor’s investment committee. Previously, he served as Chief Compliance Officer until 2017. He has been with the firm since 1992 and is a Certified Financial Planner (CFP) and a Chartered Retirement Plan Specialist (CRPS). 1 None

26

 

CM Advisors Fixed Income Fund
Information about Trustees and Executive Officers (Unaudited) (Continued)

 

Name, Address
and Year of Birth
Position(s)
Held with
Trust
Length of
Service
Principal Occupation(s)
During Past 5 Years
Number
of Funds
Overseen
Other
Directorships of
Public Companies
Held During Past
5 Years
Lisa A. Stroud
805 Las Cimas Parkway,
Suite 305
Austin, Texas 78746
Year of birth: 1973
Chief Compliance Officer Since 10/2017 Ms. Stroud has served as CCO for the Advisor since 2016. Previously, she served as Project Manager at the Advisor from 2010 to 2016. Ms. Stroud has been with the Advisor since 2002 and is a Chartered Mutual Fund Counselor (CMFC) and Investment Adviser Certified Compliance Professinal (IACCP). 1 None

 

*Mr. Brilliant is an Interested Trustee because he is an officer and employee of the Advisor as well as the son-in-law of Arnold Van Den Berg, Chief Executive Officer of the Advisor, and the brother-in-law of Scott Van Den Berg, President of the Advisor.

27

 

CM Advisors Fixed Income Fund
Approval of Investment Advisory Agreement (Unaudited)

 

The Board of Trustees (the “Board”) of CM Advisors Family of Funds (the “Trust”), including the Trustees who are not “interested persons,” as defined by the Investment Company Act of 1940, as amended, of the Trust (the “Independent Trustees”) voting separately, has reviewed and approved the continuance of the Investment Advisory Agreement (the “Advisory Agreement”) by and between the Trust, on behalf of the CM Advisors Fixed Income Fund (the “Fixed Income Fund” or the “Fund”), and CM Fund Advisors (the “Advisor”) for an additional annual term. This approval took place at a meeting held by telephonically via video conference (due to circumstances related to the COVID-19 pandemic in reliance on the exemptive relief granted by the U.S. Securities and Exchange Commission regarding certain in-person voting requirements) on February 5, 2024 (the “Meeting”), at which all the Trustees, including all the Independent Trustees, were present.

 

During their deliberations, the Board was advised by legal counsel and reviewed a substantial amount of information provided by the Advisor in response to requests of the Board and legal counsel.

 

In deciding whether to approve continuation of the Advisory Agreement, the Trustees noted their review of the materials related to the Fixed Income Fund and the Advisor throughout the past year and their various discussions with Trust management and the Advisor with respect to the operations and performance of the Fund during that time. The Trustees further considered those materials and discussions and numerous other factors, including:

 

The nature, extent, and quality of the services provided by the Advisor. In this regard, the Trustees considered the services being provided by the Advisor to the Fixed Income Fund including, without limitation, its investment advisory services during the previous twelve-month period, its coordination of services for the Fixed Income Fund among the Fund’s various service providers, its compliance procedures and practices, and its efforts to promote the Fund and assist in its distribution. Further, the Trustees noted that the Trust’s president, secretary, treasurer, CCO, principal executive officer, and principal financial officer are employees of the Advisor and they each serve the Trust without additional compensation from the Fund. Following consideration of all this information as well as additional material in the Advisor Memorandum, the Board determined that the quality, extent, and nature of the services provided by the Advisor are satisfactory and adequate for the Fixed Income Fund.

 

The investment performance of the Fixed Income Fund and the Advisor. In this regard, the Board compared the short-term and long-term performance of the Fixed Income Fund with the performance of its benchmark index, custom peer group of comparable funds managed by other advisors, and Morningstar category (Short Term Bond Funds Under $400 Million, True No-Load). The Trustees concluded that the Advisor had reasonably explained the Fund’s performance results. In addition, the Trustees considered the consistency of the Advisor’s management of the Fixed Income Fund with the Fund’s investment objective and policies. After discussion of the Fund’s short-term and long-term investment performance, the Advisor’s experience in managing the Fund, and other factors, the Board determined that the investment performance of the Fixed Income Fund and the Advisor has been satisfactory.

28

 

CM Advisors Fixed Income Fund
Approval of Investment Advisory Agreement (Unaudited) (Continued)

 

The costs of the services provided and profits realized by the Advisor from its relationship with the Fixed Income Fund. With respect to this matter, the Board considered the Advisor’s staffing, personnel, and methods of operating; the Advisor’s compliance policies and procedures; the Advisor’s financial condition as well as its level of commitment to the Fixed Income Fund; the level of commitment by the principals of the Advisor; the Fund’s asset levels; the Fund’s overall expenses; the Advisor’s estimated costs in managing the Fund and the corresponding profitability to the Advisor for managing the Fund; the Advisor’s statements at the Meeting with respect to its continued support for the operation of the Fund; and the differences in fees and services provided to the Advisor’s other clients that may be similar to the Fund. Further, the Board considered the Expense Limitation Agreement of the Fixed Income Fund with the Advisor and reviewed the Advisor’s current and past fee waivers and expense reimbursements for the Fund under the Expense Limitation Agreement. In addition, the Board considered the Advisor’s representation that it intends to continue the Expense Limitation Agreement for the Fixed Income Fund until at least July 1, 2025.

 

The Trustees then noted the potential benefits to the Advisor in managing the Fixed Income Fund, such as promotion of the Advisor’s name and the ability of the Advisor to place small accounts into the Fund. In addition, the Trustees compared the fees and expenses of the Fixed Income Fund and comparable funds, noting the differences in the types of funds being compared, the style of investment management, the size of comparable funds and the nature of the investment strategies. Further, the Trustees compared the fees paid by the Fund to the fees paid by other clients of the Advisor and, keeping in mind the limitations of comparing different types of managed accounts and the different levels of service typically associated with such accounts, observed that the fee structures applicable to the Advisor’s other clients utilizing similar strategies were not indicative of any unreasonableness regarding the advisory fees proposed to be payable by the Fixed Income Fund. After making these comparisons and upon further consideration and discussion of the foregoing, the Trustees concluded that the expected profit, if any, to be realized by the Advisor in connection with the management of the Fixed Income Fund for the next year is reasonable and that the management fees paid to the Advisor by the Fixed Income Fund are reasonable in light of the nature and quality of the services provided by the Advisor.

 

The extent to which economies of scale would be realized as the Fixed Income Fund grows and whether management fee levels reflect these economies of scale for the benefit of the Fund’s investors. With respect to this matter, the Board noted that the fee arrangement of the Fixed Income Fund with the Advisor involves both a management fee and an Expense Limitation Agreement. The Trustees stated that the Fixed Income Fund has experienced benefits from the Expense Limitation Agreement throughout the years. The Trustees further noted that, although the management fee rate would remain the same at all asset levels, the Fixed Income Fund would likely benefit from economies of scale under its agreements with service providers other than the Advisor. Following further discussion of the asset level of the Fixed Income Fund and expectations for growth and levels of fees, the Board determined that, at the Fund’s current and projected asset levels for the next year, the Fund’s fee arrangements with the Advisor were reasonable in relation to the nature and quality of services being provided by the Advisor to the Fund.

29

 

CM Advisors Fixed Income Fund
Approval of Investment Advisory Agreement (Unaudited) (Continued)

 

The Advisor’s practices regarding brokerage and portfolio transactions. With respect to this matter, the Board reviewed the Advisor’s standards, and performance in utilizing those standards, to seek best execution for portfolio transactions for the Fund. The Board noted that the fixed income portfolio transactions of the Fixed Income Fund are generally principal transactions executed in over-the-counter markets on a net basis. Additionally, the Trustees considered the historical portfolio turnover rates for the Fixed Income Fund; the process by which evaluations are made of the overall reasonableness of any commissions paid; the method and basis for selecting and evaluating the broker-dealers used; any anticipated allocation of portfolio business to persons affiliated with the Advisor; and the extent to which the Fund allocates portfolio business to broker-dealers who provide research, statistical or other services (“soft dollars”). After further discussion, the Trustees concluded that the Advisor’s practices regarding brokerage and portfolio transactions were satisfactory.

 

Possible conflicts of interest. In evaluating the possibility for conflicts of interest, the Trustees reviewed such factors as the experience and abilities of the advisory personnel assigned to the Fixed Income Fund; the basis of decisions to buy or sell securities for the Fund and/or the Advisor’s other accounts; the method for the bunching of portfolio securities transactions; and the substance and administration of the Advisor’s code of ethics. Following further consideration and discussion, the Board determined that the Advisor’s standards and practices regarding the identification and mitigation of potential conflicts of interests were satisfactory.

 

Conclusion. After additional discussion of the factors stated above and in reliance on the information provided by the Advisor and Trust management and considering the totality of all factors discussed and information presented at this Meeting and previous meetings, the Board indicated its agreement to approve the continuance of the Advisory Agreement. It was noted that in the Trustees’ deliberations with respect to the approval of the continuance of the Advisory Agreement, the Trustees did not identify any particular information or factor that was all-important or controlling, and that each individual Trustee may have attributed different weights to various factors noted above. After consideration of the above factors as well as other factors, the Board unanimously determined that approval of the continuance of the Advisory Agreement was in the best interest of the Fund and its shareholders.

30

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

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CM Advisors Fixed Income Fund
a series of
CM Advisors Family of Funds
 

 

 

For Shareholder Service Inquiries:

 

Ultimus Fund Solutions, LLC

P.O. Box 46707

Cincinnati, OH 45246-0707

 

 

Toll-Free Telephone:

1-888-859-5856

 

For Investment Advisor Inquiries:

 

Van Den Berg Management I, Inc.

(d/b/a CM Fund Advisors)

805 Las Cimas Parkway, Suite 305
Austin, Texas 78746

 

Toll-Free Telephone:

1-888-859-5856

 

World Wide Web @:

www.cmadvisorsfunds.com

 

 

 

 

 

Investment in the Fund is subject to investment risks, including the possible loss of some or all of the principal amount invested. No investment strategy works all the time, and past performance is not necessarily indicative of future performance.

 

The performance information quoted in this report represents past performance, which is not a guarantee of future results. Investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. Current performance may be lower or higher than the performance data quoted.

 

An investor should consider the investment objectives, risks, and charges and expenses of the Fund carefully before investing. The prospectus contains this and other information about the Fund. A copy of the prospectus is available at www.cmadvisorsfunds.com or by calling Shareholder Services at 1-888-859-5856. The prospectus should be read carefully before investing.

 

  

 

For More Information on your CM Advisors Family of Funds:

See Our Web site @ www.cmadvisorsfunds.com or

Call Our Shareholder Services Group Toll-Free at 1-888-859-5856

 

 

 

 

 

 

 

CM-AR-24

 

 

(b)Not applicable.

 

 
 

 

Item 2.Code of Ethics.

 

As of the end of the period covered by this report, the registrant has adopted a code of ethics that applies to the registrant’s principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions, regardless of whether these individuals are employed by the registrant or a third party. Pursuant to Item 13(a)(1), a copy of registrant’s code of ethics is filed as an exhibit to this Form N-CSR. During the period covered by this report, the code of ethics has not been amended, and the registrant has not granted any waivers, including implicit waivers, from the provisions of the code of ethics.

 

Item 3.Audit Committee Financial Expert.

 

The registrant’s board of trustees has determined that the registrant has at least one audit committee financial expert serving on its audit committee. The name of the audit committee financial expert is Richard M. Lewis. Mr. Lewis is “independent” for purposes of this Item.

 

Item 4.Principal Accountant Fees and Services.

 

(a)Audit Fees. The aggregate fees billed for professional services rendered by the principal accountant for the audit of the registrant’s annual financial statements or for services that are normally provided by the accountant in connection with statutory and regulatory filings or engagements were $14,500 and $14,000 with respect to the registrant’s fiscal years ended February 29, 2024 and February 28, 2023, respectively.

 

(b)Audit-Related Fees. No fees were billed in either of the last two fiscal years for assurance and related services by the principal accountant that are reasonably related to the performance of the audit of the registrant’s financial statements and are not reported under paragraph (a) of this Item.

 

(c)Tax Fees. The aggregate fees billed for professional services rendered by the principal accountant for tax compliance, tax advice, and tax planning were $3,000 and $2,500 with respect to the registrant’s fiscal years ended February 29, 2024 and February 28, 2023, respectively. The services comprising these fees are the preparation of the registrant’s federal and state income and federal excise tax returns.

 

(d)All Other Fees. No fees were billed in either of the last two fiscal years for products and services provided by the principal accountant, other than the services reported in paragraphs (a) through (c) of this Item.

 

(e)(1)The audit committee has not adopted pre-approval policies and procedures described in paragraph (c)(7) of Rule 2-01 of Regulation S-X.

 

(e)(2)None of the services described in paragraph (b) through (d) of this Item were approved by the audit committee pursuant to paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation S-X.

 

(f)Less than 50% of hours expended on the principal accountant’s engagement to audit the registrant’s financial statements for the most recent fiscal year were attributed to work performed by persons other than the principal accountant’s full-time, permanent employees.

 

(g)Aggregate non-audit fees of $3,000 and $2,500 were billed by the registrant’s accountant for services rendered to the registrant with respect to the fiscal years ended February 29, 2024 and February 28, 2023, respectively. No non-audit fees were billed in either of the last two fiscal years by the registrant’s accountant for services rendered to the registrant’s investment adviser (not including any sub-adviser whose role is primarily portfolio management and is subcontracted with or overseen by another investment adviser), and any entity controlling, controlled by, or under common control with the adviser that provides ongoing services to the registrant.

 

 
 
(h)The principal accountant has not provided any non-audit services to the registrant’s investment adviser (not including any sub-adviser whose role is primarily portfolio management and is subcontracted with or overseen by another investment adviser), and any entity controlling, controlled by, or under common control with the investment adviser that provides ongoing services to the registrant.

 

(i)Not applicable

 

(j)       Not applicable

 

Item 5.Audit Committee of Listed Registrants.

 

Not applicable

 

Item 6.Schedule of Investments.

 

(a)Not applicable [schedule filed with Item 1]

 

(b)Not applicable

 

Item 7.Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies.

 

Not applicable

 

Item 8.Portfolio Managers of Closed-End Management Investment Companies.

 

Not applicable

 

Item 9.Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers.

 

Not applicable

 

Item 10.Submission of Matters to a Vote of Security Holders.

 

The registrant has not adopted procedures by which shareholders may recommend nominees to the registrant’s board of trustees.

 

Item 11.Controls and Procedures.

 

(a) Based on their evaluation of the registrant’s disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) as of a date within 90 days of the filing date of this report, the registrant’s principal executive officer and principal financial officer have concluded that such disclosure controls and procedures are reasonably designed and are operating effectively to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to them by others within those entities, particularly during the period in which this report is being prepared, and that the information required in filings on Form N-CSR is recorded, processed, summarized, and reported on a timely basis.

 

(b) There were no changes in the registrant’s internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) 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 12. Disclosure of Securities Lending Activities for Closed-End Management Investment Companies.

 

Not applicable

 

Item 13.Exhibits.

 

File the exhibits listed below as part of this Form. Letter or number the exhibits in the sequence indicated.

 

(a)(1) Code of Ethics for Senior Financial Officers is filed herewith.

 

(a)(2) A separate certification for each principal executive officer and principal financial officer of the registrant as required by Rule 30a-2(a) under the Act (17 CFR 270.30a-2(a)): Attached hereto

 

(1) Not applicable.

(2) Change in the registrant’s independent public accountants: Not applicable

(b) Certifications required by Rule 30a-2(b) under the Act (17 CFR 270.30a-2(b)): Attached hereto

 

Exhibit 99.CODE ETH Code of Ethics

 

Exhibit 99.CERT Certifications required by Rule 30a-2(a) under the Act

 

Exhibit 99.906CERT Certifications required by Rule 30a-2(b) under the Act

 

Exhibit 99.IND PUB ACCT Change in registrant’s independent public accounting

 

 

 

 
 

 

 

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) CM Advisors Family of Funds    
       
By (Signature and Title)* /s/ James D. Brilliant  
       
    James D. Brilliant, Chairman and Principal Executive Officer  
       
Date May 3, 2024    
       
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/ James D. Brilliant  
       
    James D. Brilliant, Chairman and Principal Executive Officer  
       
Date May 3, 2024    
       
By (Signature and Title)* /s/ Scott Van Den Berg  
       
    Scott Van Den Berg, Treasurer and Principal Financial Officer  
       
Date May 3, 2024    

 

* Print the name and title of each signing officer under his or her signature.