N-CSR 1 perritt-ncsra.htm PERRITT FUNDS ANNUAL REPORT 10-31-16
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  811-21556



Perritt Funds, Inc.
(Exact name of registrant as specified in charter)



300 South Wacker Drive, Suite 2880, Chicago, IL 60606
(Address of principal executive offices) (Zip code)



Michael J. Corbett, 300 South Wacker Drive, Suite 2880, Chicago, IL 60606
(Name and address of agent for service)



1-312-669-1650
Registrant's telephone number, including area code



Date of fiscal year end: October 31, 2016



Date of reporting period:  October 31, 2016




Item 1. Reports to Stockholders.


 
 
 

 
MicroCap Opportunities Fund

Ultra MicroCap Fund

Low Priced Stock Fund

 
 
 
 
 
 
 
 
 
 
 
 
 
Annual Report
October 31, 2016


 
 
 
The PERRITT MICROCAP OPPORTUNITIES FUND will, under normal circumstances, invest at least 80% of its net assets in a diversified portfolio of common stocks of United States companies that at the time of initial purchase have a market capitalization (equity market value) that is below $500 million (referred to as “micro-cap” companies).  The Fund seeks to invest in micro-cap companies that have demonstrated above-average growth in revenues and/or earnings, possess relatively low levels of long-term debt, have a high percentage of their shares owned by company management, and possess modest price-to-sales ratios and price-to-earnings ratios that are below their long-term annual growth rate. At times, the Fund may also invest in “special situations” such as companies that possess valuable patents, companies undergoing restructuring, and companies involved in large share repurchase programs.  Investors should expect the Fund to contain a mix of both value-priced and growth stocks.

The PERRITT ULTRA MICROCAP FUND will, under normal circumstances, invest at least 80% of its net assets in a diversified portfolio of common stocks of United States companies that at the time of initial purchase have a market capitalization (equity market value) that is below $300 million (referred to as “micro-cap” companies). The Fund seeks to invest in micro-cap companies that have a high percentage of their shares owned by company management, possess relatively low levels of long-term debt, have a potential for above average growth in revenues and/or earnings, and possess reasonable valuations based on the ratios of price-to-sales, price-to-earnings, and price-to-book values. The micro-cap companies in which the Fund may invest include “early stage” companies, which are companies that are in a relatively early stage of development with market capitalizations that are below $50 million. At times, the Fund may also invest in unseasoned companies, companies that are undergoing corporate restructuring, initial public offerings, and companies believed to possess undervalued assets.

The PERRITT LOW PRICED STOCK FUND will, under normal circumstances, invest at least 80% of its net assets in a diversified portfolio of low priced common stocks of United States companies that at the time of initial purchase have a market capitalization (equity market value) that is below $3 billion.  Low priced stocks are those that are trading at or below $15 per share at the time of initial purchase.  Subsequent to the initial purchase, the Fund may purchase such securities at a price above $15 per share.  The Fund’s strategy is based on the premise that low priced stocks offer growth potential because these stocks have limited broker research coverage, the companies’ prospects are misunderstood by most investors, and some investors mistakenly believe stocks trading below $15 per share are more “speculative” than those trading at higher levels and therefore avoid low priced stocks. The Fund will invest in “growth” stocks, “value” stocks, or a combination of both.  Given the market capitalization restrictions, the Fund will normally invest in securities issued by small-cap companies, including some micro-cap companies.  However, micro-cap companies will only make up a small portion of the Fund’s portfolio.  Micro-cap companies represent the smallest sector of public companies based on market capitalization. At times, the Fund’s portfolio may contain the shares of unseasoned companies, companies that are undergoing corporate restructuring, initial public offerings, and companies believed to possess undervalued assets.


Table of Contents
 
Annual Report
October 31, 2016

From the Desk of Michael Corbett, President and CIO
2
   
Perritt MicroCap Opportunities Fund
 
From the Portfolio Managers
4
Performance
8
Ten Largest Common Stock Holdings
10
Allocation of Portfolio Investments
11
   
Perritt Ultra MicroCap Fund
 
From the Portfolio Managers
12
Performance
16
Ten Largest Common Stock Holdings
18
Allocation of Portfolio Investments
19
   
Perritt Low Priced Stock Fund
 
From the Portfolio Managers
20
Performance
24
Ten Largest Common Stock Holdings
26
Allocation of Portfolio Investments
27
   
Perritt Funds
 
Schedules of Investments
28
Statements of Assets and Liabilities
37
Statements of Operations
38
Statements of Changes in Net Assets
39
Financial Highlights
42
Notes to Financial Statements
45
Report of the Independent Registered Public Accounting Firm
54
Expense Example
55
Directors and Officers
57
Information
60

1

Perritt Funds, Inc.

From the Desk of Michael Corbett, President and CIO
 

Michael Corbett,
President and CIO

The past year marked a big change for small/micro-cap stocks.  As we have discussed several times in the past few years, small/micro-cap stocks have been in a stealth bear market.  A stealth bear market occurs when the average stock price is down more than 20%, but the indexes, such as the Russell 2000 Index and the Russell Microcap Index are not down 20% from peak levels.  The Russell 2000 Index and the Russell Microcap Index both joined the bear market.  As of February 11, 2016, the Russell 2000 Index declined nearly 26% from its peak in June 2015, and the Russell Microcap Index lost nearly 29% from its peak in June 2015.
 
Now that it appears small/micro-cap stocks have entered a new bull market, maybe we can finally put the bear market discussions behind us.  From the February 11, 2016 through October 31, 2016, the Russell 2000 Index climbed 24.92%, and the Russell Microcap Index rose by 24.18% in that same period.  These impressive gains did not come without increased volatility.  These indexes experienced several daily moves of more than one percent, as well as several weekly and monthly moves of more than 5%.  The thing that impressed us the most was the resilience the market showed during the past seven months.  The markets shook off several poor economic reports, such as the poor jobs report in May.  Additionally, when the United Kingdom voted on June 23, 2016 to exit the European Union,(now known as Brexit), the market initially sold off but once again, the markets showed resilience and rallied nicely in the next few months.
 
Perhaps the most interesting news of the year happened eight days after our fiscal year ended; Donald Trump’s surprise victory on November 8, 2016.  Donald Trump’s election as president of the United States and the Republicans’ sweep of control in the legislation caught the financial world off guard.  So, what does a Trump presidency mean for the markets and the economy?  The implications of how a Trump win plays out in the markets are not entirely obvious.  Trump has not been overly detailed on his economic policies and there is always a transition from campaign rhetoric to actual policy.  However, it does seem clear that there will be a push for fewer regulations and lower taxes.  In our opinion, these two potential changes in policy were the major reasons the markets reversed in under 24 hours.  If you were watching closely, you probably noticed the Dow Jones Industrial Average futures were down nearly 800 points once it appeared Trump could win.  However, the Dow quickly reversed, and in less than two weeks the index rallied by more than 10% from that low on election day. While the political situation is certainly one of the factors we use to evaluate investments, it is not the only factor, nor is it the most important.  We also evaluate such factors as corporate profits, monetary and fiscal policy, currencies, and a host of various economic indicators.  One of our favorite indicators is the Leading Economic Index (LEI). The LEI was developed by the Conference Board, and the index is published monthly.  The index is made up of 10 economic components, whose changes tend to precede changes in the overall economy.  Some of the components include consumer sentiment, new building permits, average hours worked and new orders for capital goods.  This index has done a great job of predicting recessions.  For example, this index last peaked in late 2006 and early 2007, and turned down throughout 2007.  While the index did not predict the degree of the great recession of 2008/2009, it certainly gave us an indication that a recession was coming.  Today, the index just returned to the 2007 peak, but history shows us that the index has always moved higher
2

Perritt Funds, Inc.

 
before another downturn in the economy.  In fact, economic expansion has typically lasted another 4 to 8 years after this index tops its previous peak.  If we believe in the LEI’s previous predicting power, it appears that the next economic downturn is not in the near term and may be at least another four years out. Therefore, we may finally get a great economic recovery after the great recession we all lived through in 2008/09.
 

 
Please refer to the Schedule of Investments in the report for more complete information regarding Funds’ holdings. Fund holdings and sector allocations are subject to change and should not be considered a recommendation to buy or sell any security.
 
Mutual fund investing involves risk. Principal loss is possible. The Funds invest in smaller companies, which involve additional risks such as limited liquidity and greater volatility. The Funds invest in micro cap companies which tend to perform poorly during times of economic stress.  The Ultra MicroCap Fund and Low Priced Stock Fund may invest in early stage companies which tend to be more volatile and somewhat more speculative than investments in more established companies.  Low Priced stocks are generally more volatile than higher priced securities.
 
The Perritt Funds are distributed by Quasar Distributors, LLC.
 
Dow Jones Industrial Average Index is a price-weighted average of 30 significant stocks traded on the New York Stock Exchange and the NASDAQ. It is not possible to invest directly in an index.

3

Perritt MicroCap Opportunities Fund

Portfolio Managers’ Message

 
     
     
       
Michael Corbett,  
George Metrou,
 
Portfolio Manager  
Portfolio Manager
 

The Perritt Microcap Opportunities Fund posted a gain of 6.85% during the fiscal year ended October 31, 2016, which exceeded the 1.53% gain for the Russell Microcap Index and 4.11% gain for the Russell 2000 Index.  The Fund’s longer-term performance results, as well as the benchmark’s performance, can be found later in this report.
 
Our due diligence process leads us to focus on businesses with high returns on capital, robust free cash flow generation, and solid balance sheets.  Businesses that meet our quality standards have intrinsic value, often well above the prevailing market price.  The understanding that we own and invest in high quality businesses is a crucial factor in our ability to have conviction in our positions.  This conviction provides us an invaluable advantage during periods of volatility.
 
During the period, we continued to strategically reduce the number of names in the portfolio.  We began the period with 101 positions in the Fund and ended the period with 86 positions.  The majority of this reduction took place during the first half of the fiscal year as we concentrated the portfolio in the highest conviction names during the market stress.  Though a reduction of a net 14 positions, we were still adding new securities as well as increasing our positions in existing holdings.  At present, we believe the number of positions in the portfolio is appropriate.
 
Ten new positions were added during the period. They were Birner Dental Management Services Inc. (BDMS), First Internet Bancorp (INBK), Graham Corp. (GHM), Huttig Building Products Inc. (HBP), Innerworkings Inc. (INWK), Kadant Inc. (KAI), Libby Inc. (LBY), Radiant Logistics, Inc.  (RLGT), Tactile Systems Technology, Inc. (TCMD), and Team Inc. (TISI).  Each of these companies generates free cash flow, has a solid balance sheet, and earns an above average return on capital.  Furthermore, the average market capitalization of the names added was $245 million with an average of only 2 Wall Street analysts covering the companies.  Two positions have no coverage at all.  These points on size and coverage speak to our dedication to remain true to our micro-cap space, investing in undiscovered and under researched securities.
 
During the period, we liquidated 24 positions.  Four positions were sold after receiving a valid buyout offer: Epiq Systems, Inc. (EPIQ), Liberator Medical Holdings, Inc. (LBMH), Integrated Silicon Solutions Inc. (ISSI), and SL Industries Inc. (SLI). A fifth buyout occurred during the period when Team Inc. (TISI) offered to acquire the shares of Furmanite Corp. (FRM) in an all-stock transaction, however we have retained the shares of TISI acquired through this buyout.
 
Five companies were sold after reaching our price targets or becoming too large in terms of market capitalization: AEP Industries Group (AEPI), Baldwin & Lyons (BWINB), Ennis Inc. (EBF), Monmouth Realty (MNR), Physicians Realty Trust (DOC), and Universal Electronics Inc. (UEIC).  The
4

Perritt MicroCap Opportunities Fund

 
remaining nineteen positions removed from the portfolio were sold after a downgrade in our view of the price appreciation potential of the security or to rotate capital to higher conviction ideas.
 
As of October 31, 2016, the Fund’s portfolio was comprised of 86 common stocks.  The Fund’s 10 largest holdings and detailed descriptions can be found later in this report. Based on our earnings estimates, the Fund’s portfolio is trading at approximately 18.6 times 2016 earnings.  Stocks in the portfolio are priced at a median 1.0 times revenue and the median price to book value is 1.9x.  Lastly, the median market capitalization is approximately $295 million.
 
On November 18th, the Fund paid a capital gain distribution of $3.29 per share. This is the fourth distribution made by the Fund in the previous nine years. We believe this reflects our commitment to managing the portfolio in a tax-conscious manner. The capital gain distribution is not reflected in the financials of this annual report because it was completed in fiscal 2017, but distributed in calendar year 2016. Please review your statement for the full details of the capital gain distribution.
 
We are encouraged by the current composition of the portfolio.  The Fund’s companies have a median revenue growth rate of 7%, return on invested capital of 11%, free cash flow margin of 6%, and trade at 1.0x revenue.  This compares to a median revenue growth of 3%, return on invested capital of 4%, free cash flow margins of 2%, and a valuation of 1.4x revenue for the broader micro-cap market as measured by the Russell Microcap Index.  The bottom line is that our portfolio has grown faster, has offered  more profitability, has generated more cash, and has been cheaper than the broader micro-cap market.  This may serve the Fund’s shareholders well in the future.
 
I want to thank my fellow shareholders for their continued support and confidence in the Perritt Capital Management team. We remain dedicated to investing in high quality micro-cap companies at attractive valuations. If you have any questions or comments about this report or your investment in the Perritt MicroCap Opportunities Fund, please call us toll-free at (800) 331-8936 or visit our website at www.perrittcap.com. Please refer to the prospectus for information about the Fund’s investment objectives and strategies.
 
 
 
George Metrou
Portfolio Manager
5

Perritt MicroCap Opportunities Fund

 
Past performance does not guarantee future results.
 
Opinions expressed are subject to change at any time, are not guaranteed and should not be considered investment advice.
 
Russell Microcap Index is a capitalization weighted index of 2,000 small cap and micro cap stocks that captures the smallest 1,000 companies in the Russell 2000, plus 1,000 smaller U.S.-based listed stocks.
 
Russell 2000 Index is an index measuring the performance approximately 2,000 small-cap companies in the Russell 3000 Index, which is made up of 3,000 of the biggest U.S. stocks. The Russell 2000 serves as a benchmark for small-cap stocks in the United States.
 
Return on Invested Capital is a fundamental method of determining a company’s financial performance. It is used to measure how well a company is investing its capital.
 
Free Cash Flow is a measure of financial performance calculated as operating cash flow minus capital expenditures. Free cash flow (FCF) represents the cash that a company is able to generate after laying out the money required to maintain or expand its asset base.
 
Any tax or legal information provided is a summary of our understanding and interpretation of some of the current income tax regulations. Investors must consult their tax advisor or legal counsel for advice and information concerning their particular situation. Neither the Fund nor any of its representatives may give legal or tax advice.
6

 
 
 
 
 
 

 
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7

Perritt MicroCap Opportunities Fund

Performance* (Unaudited)
October 31, 2016  

Perritt MicroCap Opportunities Fund versus
Russell 2000® Index and Russell Microcap® Index
 
 
There are several ways to evaluate a fund’s historical performance.  You can look at the total percentage change in value, the average annual percentage change, or the growth of a hypothetical $10,000 investment.  Each performance figure includes changes in a fund’s share price, plus reinvestment of any dividends (or income) and capital gains (the profits the fund earns when it sells stocks that have grown in value).
 
Cumulative total returns reflect the Fund’s actual performance over a set period.  For example, if you invested $1,000 in a fund that had a 5% return over one year, you would end up with $1,050.  You can compare the Fund’s returns to the Russell 2000® Index, which reflects a popular measure of the stock performance of small companies, and the Russell Microcap® Index, which measures the performance of the micro-cap segment of the U.S. equity market.
 
Average annual total returns take the Fund’s actual (or cumulative) return and show you what would have happened if the Fund had performed at a constant rate each year.
 
*
The graph illustrates the performance of a hypothetical $10,000 investment made in the period presented.  Assumes reinvestment of dividends and capital gains, but does not reflect the effect of any applicable sales charge or redemption fees or the deduction of taxes that a shareholder would pay on the Fund’s distributions or the redemption of the Fund shares.  The graph does not imply any future performance.
 
8

Perritt MicroCap Opportunities Fund
 

Performance* (Unaudited)(Continued)
October 31, 2016  
 
Cumulative Total Returns* 
Periods ended October 31, 2016 (Unaudited) 
 
 
Past
Past
Past
Past
Past
Past
 
1 Year
3 Years
5 Years
10 Years
15 Years
25 Years
             
Perritt MicroCap
           
  Opportunities Fund
6.85%
  9.96%
77.05%
66.11%
340.37%
970.84%
             
Russell 2000¨ Index
4.11%
12.89%
72.43%
78.38%
239.77%
809.33%
  (reflects no deduction
           
  for fees and expenses)
           
             
Russell Microcap¨ Index
1.53%
  9.89%
77.58%
51.91%
218.93%
N/A
  (reflects no deduction
           
  for fees and expenses)
           
 
Average Annual Total Returns*
Periods ended October 31, 2016 (Unaudited)
 
 
Past
Past
Past
Past
Past
Past
 
1 Year
3 Years
5 Years
10 Years
15 Years
25 Years
             
Perritt MicroCap
           
  Opportunities Fund
6.85%
3.21%
12.10%
5.21%
10.39%
9.95%
             
Russell 2000¨ Index
4.11%
4.12%
11.51%
5.96%
  8.50%
9.23%
  (reflects no deduction
           
  for fees and expenses)
           
             
Russell Microcap¨ Index
1.53%
3.19%
12.17%
4.27%
  8.04%
N/A
  (reflects no deduction
           
  for fees and expenses)
           
 
The Perritt MicroCap Opportunities Fund’s annualized expense ratio for the year ended October 31, 2015, as stated in the statutory prospectus, was 1.22%.  The Fund imposes a 2% redemption fee on shares held for 90 days or less.  Performance data does not reflect the redemption fee.  If reflected, total returns would be reduced.
 
Performance data quoted represents past performance; past performance does not guarantee future results.  The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost.  Current performance of the Fund may be lower or higher than the performance quoted.  Performance data current to the most recent month end is available by calling 800-331-8936.
 
*
The tables do not reflect the deduction of taxes that a shareholder would pay on the Fund’s distributions or the redemption of Fund shares.

9

Perritt MicroCap Opportunities Fund

Ten Largest Common Stock Holdings (Unaudited)

Hudson Technologies Inc. (HDSN) provides innovative services to the recurring problems within the refrigeration industry. Its products and services include refrigerant sales, refrigerant management services, reclamation of refrigerants and system decontamination to remove moisture, oils, and other pollutants.
 
AXT Inc. (AXTI) is a developer and producer of compound and single element semiconductor substrates known as wafers, which are made from gallium and arsenic (GaAs). AXT manufactures its semiconductor substrates using its proprietary vertical gradient freeze technology.
 
Tristate Capital Holdings, Inc. (TSC) is a bank holding company headquartered in Pittsburgh, providing commercial banking, private banking and investment management services to middle-market companies, institutional clients, and high-net-worth individuals.
 
Atlas Financial Holdings, Inc. (AFH) engages in the underwriting of commercial automobile insurance policies, focusing on the ‘light’ commercial automobile sector. This sector includes taxi cabs, non-emergency para-transit, limousine, livery, and business autos.
 
Farmer Brothers Co. (FARM) engages in the manufacture, wholesale, and distribution of coffee, tea, and culinary products in the United States. The company is a direct distributor of coffee to restaurants, hotels, casinos, offices, convenience stores, healthcare facilities, and other foodservice providers.
 
Addus Homecare Corporation (ADUS) is a provider of home and community-based personal care services, which are provided primarily in the home, and is focused on the dual eligible (Medicare/Medicaid) population. Addus provides these services on a long-term, continuous basis, with an average duration of over 20 months per consumer.
 
Triumph Bancorp Inc. (TBK) is a financial holding company. Triumph through its bank subsidiary, TBK Bank, offers banking services, as well as commercial finance products to businesses that require specialized financial solutions. The company operates through four segments: Banking, Factoring, Asset Management and Corporate.
 
KMG Chemicals Ins. (KMG) manufactures, formulates and globally distributes specialty chemicals. The company operates businesses selling electronic chemicals, industrial wood treating chemicals, and industrial valve lubricants and sealants.
 
American Software Inc. (AMSW.A) develops, markets and supports a portfolio of software and services that delivers enterprise management, supply chain and retail planning solutions to the marketplace. The company operates in three segments: Supply Chain Management (SCM), Enterprise Resource Planning (ERP), and Information Technology (IT) Consulting.
10

Perritt MicroCap Opportunities Fund

Ten Largest Common Stock Holdings (Unaudited) (Continued)

Miller Industries Inc. (MLR) engages in the manufacture and sale of towing and recovery equipment. It offers wreckers, such as conventional tow trucks and recovery vehicles. The company also provides transport trailers for moving multiple vehicles, auto auctions, car dealerships, leasing companies, and other similar applications.
 
 
 

 
 
Fund holdings and/or sector allocations are subject to change at any time and
are not recommendations to buy or sell any security.
Please refer to the Schedule of Investments in this report for a complete list of Fund holdings.

Allocation of Portfolio Investments (Unaudited)
October 31, 2016  
 

 
 
The sector classifications represented in the graph above and industry classifications represented in the Schedule of Investments are in accordance with Global Industry Classification Standard (GICS®), which was developed by and/or is the exclusive property of MSCI, Inc. and Standard & Poor Financial Services LLC.  Percentages are based on total investments, at value.
 
Note: 
For presentation purposes, the Fund has grouped some of the industry categories.  For purposes of categorizing securities for compliance with section 8(b)(1) of the Investment Company Act of 1940, the Fund uses more specific industry classifications.
11

Perritt Ultra MicroCap Fund

Portfolio Managers’ Message

     
       
Michael Corbett,  
Matthew Brackmann,
 
Portfolio Manager  
Portfolio Manager
 

The Perritt Ultra MicroCap Fund had a positive return of 9.11% for fiscal year 2016.  This performance compares favorably to the positive 4.11% return for the Russell 2000 and the positive 1.53% return for the Russell Microcap Index.  The complete performance for the fund and its benchmarks can be found on page 17.
 
During the fiscal year, the Fund has seen its strongest performance from its investments in the industrial and Information Technology sectors.  Some of the top performers from the industrial sector include Gencore Industries (GENC), a heavy machinery manufacturer that was up 87.5% and DLH Holdings (DLHC), a provider of healthcare, logistical & technical services to various government entities that returned 81.3%. We also saw strong performance from our holding in Hudson Technologies (HDSN) which returned 77.84% during the past year.  Hudson is a high conviction name due to their position as a provider of reclaimed refrigerants to industrial users.  Recent EPA and Global mandates have required the cessation of manufacturing certain refrigerants, such as R-22.  Hudson may stand to benefit as end users will be forced to purchase recycled materials.  We remain positive on this name going forward and it remains as one of our top holdings.  In the Information Technology sector, we saw the best performance in this sector from PCM, Inc. (PCMI), which was up 128% during the past year.  PCM is a technology solutions provider & distributor of electronic equipment to small, medium and enterprise level businesses.
 
Since the period ending April 30th, the Fund has liquidated 12 investments from the portfolio.  Two of these, Dawson Geophysical (DWSN) and LGI Homes (LGIH), were sold because each investment reached our valuation and price targets.  Four companies, MeetMe (MEET), Air Gains (AIRG), Digital Turbine (APPS) & Stanley Furniture (STLY) were sold for tax efficiency reasons.  The remaining six companies were eliminated due to weak results or material downgrades in the outlook for the company.  The proceeds of these investments were replaced with 13 new companies that we believe will help contribute to the future performance of the Fund.  Some of these investments include Global Self Storage (SELF), a newly debuted REIT in the self-storage market, IntriCon Inc. (IIN), which is a manufacturer of components for medical devices and is in the process of moving into the discounted hearing aid space, and Kewaunee Scientific Corp. (KEQU) which manufactures and distributes various furniture and related items for laboratory and healthcare environments.
 
As of October 31, 2016, the Fund holds the common stock of 91 companies which remains in line with the 90 names we held six months ago. We intend to keep the number of names in the portfolio around 90 names, and continue with our strategy of concentrating on higher quality and higher conviction names.  Based on our earnings estimates, the Fund’s portfolio is trading at 13.5 times forward earnings.  The median price to sales ratio is 0.9, the
12

Perritt Ultra MicroCap Fund
 

median price to book ratio is 1.7, the trailing 12-month price-earnings ratio is 19.5, and the median market cap is approximately $77 million.  The Fund’s largest holdings and detailed descriptions can be found on page 18.
 
The Fund continues to actively underweight the Healthcare sector with an exposure of 7.34% versus 19.57% for the Russell Microcap Index.  The Healthcare sector has companies within Pharmaceuticals, Life Sciences & Biotech businesses.  Many of the companies in these sub-sectors have very little in the way of tangible assets, cash flow generation, profitability and many times revenue.  These companies are exposed to a high degree of regulatory uncertainty due to the Food and Drug Administration (FDA) approval process as well as congressional scrutiny due to drug pricing.  While the recent election results have lessened the risk of some regulatory risk in this space in regards to pricing, it does not remove the risks inherent in the FDA approval process. These factors eliminate them from eligibility for investment due to our criteria and screening process.  The portfolio will remain underweight in this segment going forward due to our continued reliance on the valuation and stock picking criteria.  The portfolio is also underweight in the Financial sector and are overweight in both Industrial and Information Technology names.
 
The Ultra MicroCap Fund tends to have investments that fly under the radar screen of most investors.  The micro-cap universe, particularly those stocks with sub-$100 million market capitalizations, are often ignored by investors for an extended period.  Therefore, the potential rewards can take longer to achieve, but can be swift.  As fellow shareholders, we exit this fiscal year pleased with our performance relative to our index and remain focused on the long-term picture both for the individual companies within the portfolio as well as the portfolio as a whole.  We remain confident that looking out at the long-term potential for our holdings based on sound fundamentals rather than focusing on short-term fluctuations in the market is in the best interest of our shareholders.
 
We want to thank our fellow shareholders for their continued support and confidence in the Perritt Capital Management team. Each member of our investment committee as well as many other employees have made continued investment in this Fund for the past 10 years and remain shareholders alongside all of you. If you have any questions or comments about this report or your investment in the Perritt Ultra MicroCap Fund, please call us toll-free at (800) 331-8936 or visit our web site at www.perrittcap.com. Please refer to the prospectus for information about the Fund’s investment objectives and strategies.
 

Matthew Brackmann
Portfolio Manager
13

Perritt Ultra MicroCap Fund

 
Past performance does not guarantee future results.
 
Opinions expressed are subject to change at any time, are not guaranteed and should not be considered investment advice.
 
Russell Microcap Index is a capitalization weighted index of 2,000 small cap and micro cap stocks that captures the smallest 1,000 companies in the Russell 2000, plus 1,000 smaller U.S.-based listed stocks.
 
Russell 2000 Index is an index measuring the performance approximately 2,000 small-cap companies in the Russell 3000 Index, which is made up of 3,000 of the biggest U.S. stocks.  The Russell 2000 serves as a benchmark for small-cap stocks in the United States.
 
Cash flow is the net amount of cash and cash-equivalents moving into and out of a business. Positive cash flow indicates that a company’s liquid assets are increasing, enabling it to settle debts, reinvest in its business, return money to shareholders, pay expenses and provide a buffer against future financial challenges. Negative cash flow indicates that a company’s liquid assets are decreasing.
 
P/E (Price-to-Earnings) is a ratio for valuing a company that measures its current share price relative to its per-share earnings.
 
Price-to-Book (P/B) is a ratio used to compare a stock’s market value to its book value. It is calculated by dividing the current closing price of the stock by the latest quarter’s book value per share.
 
Price-to-Sales (P/S) is a valuation ratio that compares a company’s stock price to its revenues. The price-to-sales ratio is an indicator of the value placed on each dollar of a company’s sales or revenues.
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15

Perritt Ultra MicroCap Fund

Performance* (Unaudited)
October 31, 2016  
 
Perritt Ultra MicroCap Fund versus
Russell 2000® Index and Russell Microcap® Index
 

There are several ways to evaluate a fund’s historical performance.  You can look at the total percentage change in value, the average annual percentage change, or the growth of a hypothetical $10,000 investment.  Each performance figure includes changes in a fund’s share price, plus reinvestment of any dividends (or income) and capital gains (the profits the fund earns when it sells stocks that have grown in value).
 
Cumulative total returns reflect the Fund’s actual performance over a set period.  For example, if you invested $1,000 in a fund that had a 5% return over one year, you would end up with $1,050.  You can compare the Fund’s returns to the Russell 2000® Index, which reflects a popular measure of the stock performance of small companies, and the Russell Microcap® Index, which measures the performance of the micro-cap segment of the U.S. equity market.
 
Average annual total returns take the Fund’s actual (or cumulative) return and show you what would have happened if the Fund had performed at a constant rate each year.
 
*
The graph illustrates the performance of a hypothetical $10,000 investment made in the period presented.  Assumes reinvestment of dividends and capital gains, but does not reflect the effect of any applicable sales charge or redemption fees or the deduction of taxes that a shareholder would pay on the Fund’s distributions or the redemption of Fund shares.  The graph does not imply any future performance.
 
16

Perritt Ultra MicroCap Fund
 
Performance* (Unaudited)  (Continued)
October 31, 2016  
 
Cumulative Total Returns**
Periods ended October 31, 2016 (Unaudited)
 
 
Past
Past
Past
Past
Since
 
1 Year
3 Years
5 Years
10 Years
Inception*
           
Perritt Ultra
         
  MicroCap Fund
9.11%
14.66%
70.58%
53.21%
124.31%
           
Russell 2000¨ Index
4.11%
12.89%
72.43%
78.38%
157.66%
  (reflects no deduction
         
  for fees and expenses)
         
           
Russell Microcap¨ Index
1.53%
  9.89%
77.58%
51.91%
111.51%
  (reflects no deduction
         
  for fees and expenses)
         
 
Average Annual Total Returns**
Periods ended October 31, 2016 (Unaudited)
 
 
Past
Past
Past
Past
Since
 
1 Year
3 Years
5 Years
10 Years
Inception*
           
Perritt Ultra
         
  MicroCap Fund
9.11%
4.67%
11.27%
4.36%
6.86%
           
Russell 2000¨ Index
4.11%
4.12%
11.51%
5.96%
8.09%
  (reflects no deduction
         
  for fees and expenses)
         
           
Russell Microcap¨ Index
1.53%
3.19%
12.17%
4.27%
6.35%
  (reflects no deduction
         
  for fees and expenses)
         
 
The Perritt Ultra MicroCap Fund’s annualized expense ratio for the year ended October 31, 2015, as stated in the statutory prospectus, was 1.76%.  The Fund imposes a 2% redemption fee on shares held for 90 days or less.  Performance data does not reflect the redemption fee.  If reflected, total returns would be reduced.
 
Performance data quoted represents past performance; past performance does not guarantee future results.  The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost.  Current performance of the Fund may be lower or higher than the performance quoted.  Performance data current to the most recent month end is available by calling 800-331-8936.
 
*
 
The since inception date is August 30, 2004.
     
**
 
The tables do not reflect the deduction of taxes that a shareholder would pay on the Fund’s distributions or the redemption of Fund shares.
 
17

Perritt Ultra MicroCap Fund

Ten Largest Common Stock Holdings (Unaudited)

AXT Inc. (AXTI) is a developer and producer of compound and single element semiconductor substrates known as wafers, which are made from gallium and arsenic (GaAs). AXT manufactures its semiconductor substrates using its proprietary vertical gradient freeze technology.
 
DLH Holdings Coro. (DLHC) provides healthcare, logistics, and technical services, and solutions to the Federal Government agencies including the Department of Veteran Affairs, the Department of Defense, and other government clients.
 
Hudson Technologies Inc. (HDSN) provides innovative services to the recurring problems within the refrigeration industry. Its products and services include refrigerant sales, refrigerant management services, reclamation of refrigerants, and system decontamination to remove moisture, oils and other pollutants.
 
PCM, Inc. (PCMI) operates as a multi-vendor provider of technology products and solutions, and consumer products primarily in the United States and Canada. The company also provides value-added services, such as custom configured systems, software licensing, image management, asset tagging, and asset disposal services, IT management, and related services.
 
Gencor Industries Inc. (GENC) designs, manufactures, and sells machinery and related equipment used for the production of asphalt and highway construction materials. The company’s products include asphalt plants, combustion systems and fluid heat transfer systems. The company’s products are manufactured in two facilities in the United States.
 
Ballantyne Strong, Inc. (BTN) is a holding company. The company operates through two segments: Cinema and Digital Media. Its Cinema operations include the sale of digital projection equipment, screens, and sound systems. Its Digital Media operations include the delivery of end-to-end digital signage solutions, and management and service of digital signage and digital cinema equipment.
 
DSP Group Inc. (DSPG) provides wireless chipset solutions for converged communications, delivering system solutions that combine semiconductors, and software with reference designs. Its products enable converged voice, audio and data connectivity across diverse consumer products, ranging from cordless and VOIP phones to home gateways and connected multimedia screens.
 
Willdan Group, Inc. (WLDN) is a holding company. Willdan provides professional technical and consulting services to utilities, private and public agencies at all levels of government, primarily in California and New York. It operates through four segments: Energy Efficiency Services, Engineering Services, Public Finance Services, and Homeland Security Services.
 
Galaxy Gaming, Inc. (GLXZ) is engaged in designing, developing, manufacturing and acquiring casino table games and associated technology, platforms and systems for the global gaming industry. The company markets its products to land-based, riverboat and cruise ship gaming establishments and Internet gaming companies.
18

Perritt Ultra MicroCap Fund

Ten Largest Common Stock Holdings (Unaudited) (Continued)

iPass Inc. (IPAS) is a provider of global mobile connectivity, offering simple, secure, always-on Wi-Fi access on mobile devices. Built on a software-as-a-service (SaaS) platform, the iPass cloud-based service keeps its customers connected by providing unlimited Wi-Fi connectivity on unlimited devices.
 

 
Fund holdings and/or sector allocations are subject to change at any time and
are not recommendations to buy or sell any security.
Please refer to the Schedule of Investments in this report for a complete list of Fund holdings.

Allocation of Portfolio Investments (Unaudited)
October 31, 2016  
 

 
 
The sector classifications represented in the graph above and industry classifications represented in the Schedule of Investments are in accordance with Global Industry Classification Standard (GICS®), which was developed by and/or is the exclusive property of MSCI, Inc. and Standard & Poor Financial Services LLC.  Percentages are based on total investments, at value.
 
Note: 
For presentation purposes, the Fund has grouped some of the industry categories.  For purposes of categorizing securities for compliance with section 8(b)(1) of the Investment Company Act of 1940, the Fund uses more specific industry classifications.
 
19

Perritt Low Priced Stock Fund

Portfolio Managers’ Message

     
       
Michael Corbett,  
Brian Gillespie,
 
Portfolio Manager  
Portfolio Manager
 

The Perritt Low Priced Stock Fund produced a positive performance year, but the return lagged that of the Index.  The Fund gained 1.04% for the one-year period ended October 31, 2016 versus the 4.11% gain for the Russell 2000 Index.  More detailed performance results for the Fund, as well as the results for the Russell 2000 Index can be viewed on page 25.  We continue to focus on the long-term prospects of the stocks in our portfolio.
 
Before discussing the portfolio, we would like to point out that the turnover ratio for the Fund was once again elevated above our desired level.  The ratio for the most recent year was above 62%, which was below last year’s ratio of above 76%, but still above our stated goal of below 50%.  Like last year, the ratio was elevated because of our attempts to limit our capital gains payout for the year.  We were successful once again in our endeavor.  Thus, we did not pay out any distribution of any kind for the year.  This strategy has been used each of the last two years to help the Fund be more tax-conscious in future years.
 
As of October 31, 2016, the Fund’s portfolio was comprised of 62 common stocks.  The Fund’s 10 largest holdings and detailed descriptions can be found on page 26.  Based on our earnings estimate, the Fund’s portfolio is trading at just above 14 times next year’s earnings.  The median price/revenues for the portfolio is roughly 1.5 times and the median market capitalization is approximately $685 million.
 
As far as sectors go within the Perritt Low Priced Fund, Information Technology was a big contributor to performance, up nearly 15% in the past year.  Our names in the Consumer Discretionary sector were up 7.0% and contributed to performance as well.  Energy and Materials were the biggest detractors from the Fund’s performance during the past twelve months.
 
As we have mentioned before, sector weightings are a function of where we see the best valuations and growth prospects.  Information Technology and Industrials continue to represent two of our largest weightings.  Information Technology represented 23.5% of our Fund compared to a 17.9% weighting in the Russell 2000 Index.  Our overweight to this sector relative to the benchmark, as well as the performance of our names within the sector was a driver of performance in the fiscal year.  Industrials was also an overweight compared to the Index.  Industrials accounted for 20.0% of our Fund in the period compared to 13.1% in the Russell 2000 index.  Unfortunately, our overweight did not help our performance as our Industrial investments declined 1.7% compared to a gain of 7.2%.  Within Information Technology, we found attractive opportunities in the semiconductor space as well as in the electronic equipment area.  In the Industrials sector, our allocation to Commercial Services and Supplies was a detractor to our performance.  We did benefit from an underweight in Healthcare.  We had an allocation of 10.6% to Healthcare compared to the Index weight of
20

Perritt Low Priced Stock Fund
 

14.4%.  The Healthcare companies within the Russell 2000 declined 7.5% over the past twelve months.  Our Healthcare investments gained 1.3% in the period due in part to our underweight of Biotechnology companies.  We continue to avoid this area for the most part due to valuations and uncertainties surrounding receiving FDA approval.
 
Turning to a couple of individual names, one of our best performers was Orbotech Ltd. (ORBK).  This company is a leading supplier of inspection and test/repair equipment to the Printed Circuit Board (PCB) and Flat Panel Display (FPD) industries.  Shares of ORBK have gained 65% in the past twelve months as the company continues to benefit from the increasing complexity and functionality of electronics.  Increased capacity in organic light-emitting diode (OLED) as a result of the growth in wearable devices and flexible displays should benefit the company in the future.  Another solid performer for us was Gencor Industries Inc. (GENC), which is a leading manufacturer of asphalt plants, soil remediation plants, combustion systems and heat transfer systems to the road and highway construction industry.  Shares in the company have surged 87% in the past year.  The company’s stock benefited from the 5-year $305 billion highway bill signed into law in late 2015.
 
We had a few of our holdings contribute negatively to our performance.  Holdings during the period, such as Ardmore Shipping Corporation (ASC), a provider of seaborne transportation of petroleum products and chemicals through product and chemical tankers worldwide, and TRC Companies (TRR), a provider of engineering, consulting, and construction management services in the United States, did not perform up to our expectations.  Therefore, both positions were subsequently sold.  We will continue to seek out companies that possess strong financials, such as strong cash flows and solid balance sheets.  We were pleased with our results over the fiscal year and we will continue to examine our current positions and new opportunities to ensure the Low Priced Stock Fund continues to be successful.
 
If you have any questions or comments about this report or your investment in the Perritt Low Priced Stock Fund, please call us toll-free at (800) 331-8936 or visit our website at www.perrittcap.com.  Please refer to the prospectus for information about the Fund’s investment objectives and strategies.
 
 
 
Brian Gillespie
Portfolio Manager
 
21

Perritt Low Priced Stock Fund
 
 
Past performance does not guarantee future results.
 
Opinions expressed are subject to change at any time, are not guaranteed and should not be considered investment advice.
 
Turnover ratio is the percentage of investment’s holdings that have been replaced in a given year.
 
Russell Microcap Index is a capitalization weighted index of 2,000 small cap and micro cap stocks that captures the smallest 1,000 companies in the Russell 2000, plus 1,000 smaller U.S.-based listed stocks.
 
Russell 2000 Index is an index measuring the performance approximately 2,000 small-cap companies in the Russell 3000 Index, which is made up of 3,000 of the biggest U.S. stocks.  The Russell 2000 serves as a benchmark for small-cap stocks in the United States.
22

 
 
 
 
 
 
 
 
 
(This Page Intentionally Left Blank.)
 
 
 
 
 
 
 
 
 
 

23

Perritt Low Priced Stock Fund
 

Performance* (Unaudited)
October 31, 2016   

Perritt Low Priced Stock Fund** versus
Russell 2000® Index and Russell Microcap® Index


There are several ways to evaluate a fund’s historical performance.  You can look at the total percentage change in value, the average annual percentage change, or the growth of a hypothetical $10,000 investment.  Each performance figure includes changes in a fund’s share price, plus reinvestment of any dividends (or income) and capital gains (the profits the fund earns when it sells stocks that have grown in value).
 
Cumulative total returns reflect the Fund’s actual performance over a set period.  For example, if you invested $1,000 in a fund that had a 5% return over one year, you would end up with $1,050.  You can compare the Fund’s returns to the Russell 2000® Index, which reflects a popular measure of the stock performance of small companies, and the Russell Microcap® Index, which measures the performance of the micro-cap segment of the U.S. equity market.
 
Average annual total returns take the Fund’s actual (or cumulative) return and show you what would have happened if the Fund had performed at a constant rate each year.
 
*
 
The graph illustrates the performance of a hypothetical $10,000 investment made in the Fund at inception (June 29, 2012) of the Fund’s predecessor account through October 31, 2016.  Assumes reinvestment of dividends and capital gains, but does not reflect the effect of any applicable sales charge or redemption fees or the deduction of taxes that a shareholder would pay on the Fund’s distributions or the redemption of Fund shares.  The graph does not imply any future performance.
     
**
 
June 29, 2012 is the inception date of the Fund’s predecessor account.  The Fund commenced operations on February 28, 2014.  The investment policies, objectives, guidelines and restrictions of the Fund are in all material respects equivalent to those of the predecessor account.
 
24

Perritt Low Priced Stock Fund

Performance* (Unaudited) (Continued)
October 31, 2016   
 
Cumulative Total Returns**
Periods ended October 31, 2016 (Unaudited)
 
 
Past
Past
Since
 
1 Year
3 Years*
Inception*
       
Perritt Low Priced Stock Fund
1.04%
15.72%
65.90%
       
Russell 2000® Index
4.11%
12.89%
58.41%
  (reflects no deduction for fees and expenses)
     
       
Russell Microcap® Index
1.53%
  9.89%
56.45%
  (reflects no deduction for fees and expenses)
     

Average Annual Total Returns**
Periods ended October 31, 2016 (Unaudited)
 
 
Past
Past
Since
 
1 Year
3 Years*
Inception*
       
Perritt Low Priced Stock Fund
1.04%
4.99%
12.38%
       
Russell 2000® Index
4.11%
4.12%
11.19%
  (reflects no deduction for fees and expenses)
     
       
Russell Microcap® Index
1.53%
3.19%
10.87%
  (reflects no deduction for fees and expenses)
     
 
The Perritt Low Priced Stock Fund’s annualized net expense ratio, as stated in the statutory prospectus, dated October 31, 2015, was 1.41%.  The Fund imposes a 2% redemption fee on shares held for 90 days or less.  Performance data does not reflect the redemption fee.  If reflected, total returns would be reduced.
 
Performance data quoted represents past performance; past performance does not guarantee future results.  The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost.  Current performance of the Fund may be lower or higher than the performance quoted.  Performance data current to the most recent month end is available by calling 800-331-8936.
 
*
 
The Fund is the successor to a separately managed account.  Immediately prior to the Fund commencing operations on February 28, 2014, the predecessor account transferred its assets to the Fund in exchange for the Fund’s shares.  The investment policies, objectives, guidelines and restrictions of the Fund are in all material respects equivalent to those of the predecessor.  In addition, the predecessor’s portfolio managers are the current portfolio managers of the Fund.  As a mutual fund registered under the Investment Company Act of 1940 (the “1940 Act”), the Fund is subject to certain restrictions under the 1940 Act and the Internal Revenue Code to which the predecessor was not subject.  Had the predecessor been registered under the 1940 Act and been subject to the provisions of the 1940 Act and the Internal Revenue Code, its investment performance may have been adversely affected.  The performance was achieved by the predecessor when Fund assets were relatively small; the same strategies may not be available, and similar performance may not be achieved, when the Fund’s assets are larger.  The performance shown includes an annual management fee of 1.00% and does not include any expenses paid by the predecessor’s investment advisor.
     
   
The since inception date is June 29, 2012, the date of inception of the Fund’s predecessor account.  The past performance of the Fund and its predecessor account (before and after taxes) is not necessarily an indication of how the Fund will perform in the future.
     
**
 
The tables do not reflect the deduction of taxes that a shareholder would pay on the Fund’s distributions or the redemption of Fund shares.
25

Perritt Low Priced Stock Fund

Ten Largest Common Stock Holdings (Unaudited)

Orbotech LTD (ORBK) provides yield-enhancing and process-enabling solutions for printed circuit boards (PCBs), liquid crystal displays (LCDs), and semiconductor devices in North America and internationally. It operates through three segments: Production Solutions for the Electronics Industry, Recognition Software, and Solar Energy.
 
Investors Bancorp Inc. (ISBC) operates as a holding company that provides various banking products and services for businesses and individuals in the United States. It offers deposit products, such as savings, checking, and money market accounts, as well as certificates of deposit.
 
Globus Medical, Inc. (GMED) is focused on developing products for patients with musculoskeletal disorders. Globus operates in two categories; The Innovative Fusion category products include fusion products to treat spinal disorders for the entire spine. The Disruptive Technologies category provides material improvements to fusion procedures, such as minimally invasive surgical techniques and motion preservation technologies.
 
Nautilus Inc. (NLS) is a consumer fitness products company that operates through two segments: The Direct segment offers products directly to consumers through television advertising, catalogs, and the Internet. The Retail segment offers its products through a network of independent retail companies with stores and Websites located in the United States and internationally.
 
Fox Factory Holding Corp (FOXF) designs and manufactures high-performance ride dynamics products primarily for bicycles, side-by-side vehicles, on-road and off-road vehicles and trucks, all-terrain vehicles, snowmobiles, specialty vehicles and applications, and motorcycles.
 
F.N.B. Corporation (FNB) is a financial holding company that provides various financial services to consumers, corporations, governments, and small to medium-sized businesses primarily in Pennsylvania, eastern Ohio, and northern West Virginia. F.N.B operates through four segments: Community Banking, Wealth Management, Insurance, and Consumer Finance.
 
Photronics Inc. (PLAB) offers services across the full spectrum of integrated chip (IC) production and flat panel display (FPD) technologies by manufacturing photomasks using electron beam or optical (laser-based) systems. The company primarily sells its products to leading semiconductor and FPD manufacturers.
 
Atlas Financial Holdings, Inc. (AFH) engages in the underwriting of commercial automobile insurance policies, focusing on the ‘light’ commercial automobile sector. This sector includes taxi cabs, non-emergency para-transit, limousine, livery and business autos.
 
Gencor Industries Inc. (GENC) designs, manufactures, and sells machinery and related equipment used for the production of asphalt and highway construction materials. The company’s products include asphalt plants, combustion systems and fluid heat transfer systems. The company’s products are manufactured in two facilities in the United States. 
26

Perritt Low Priced Stock Fund

Ten Largest Common Stock Holdings (Unaudited) (Continued)

CryoLife Inc. (CRY) is a medical device manufacturing and distribution company that processes and distributes implantable human tissues for use in cardiac and vascular surgeries. It offers surgical sealants and hemostats, including BioGlue Surgical Adhesive, an agent for cross-linking proteins for cardiac, vascular, pulmonary, and general surgical applications.
 

 
Fund holdings and/or sector allocations are subject to change at any time and
are not recommendations to buy or sell any security.
Please refer to the Schedule of Investments in this report for a complete list of Fund holdings.

Allocation of Portfolio Investments (Unaudited)
 October 31, 2016  
 

 
 
The sector classifications represented in the graph above and industry classifications represented in the Schedule of Investments are in accordance with Global Industry Classification Standard (GICS®), which was developed by and/or is the exclusive property of MSCI, Inc. and Standard & Poor Financial Services LLC.  Percentages are based on total investments, at value.
 
Note: 
For presentation purposes, the Fund has grouped some of the industry categories.  For purposes of categorizing securities for compliance with section 8(b)(1) of the Investment Company Act of 1940, the Fund uses more specific industry classifications.
 
27

Perritt MicroCap Opportunities Fund

Schedule of Investments
October 31, 2016  

Shares
 
COMMON STOCKS – 95.33%
 
Value
 
   
Aerospace & Defense – 0.92%
 
 
358,787
 
CPI Aerostructures,
     
     
   Inc.(a)
 
$
2,421,812
 
           
2,421,812
 
   
Auto Parts & Equipment – 3.85%
 
 
220,570
 
Miller Industries, Inc.
   
4,841,512
 
 
125,000
 
Motorcar Parts
       
     
  of America, Inc.
       
     
  (Acquired 9/10/2012
       
     
  through 8/27/2014,
       
     
  Cost $1,052,127)(a)(b)
   
3,280,000
 
 
10,000
 
Motorcar Parts
       
     
  of America, Inc.
   
262,400
 
 
115,000
 
Stoneridge, Inc.(a)
   
1,704,300
 
           
10,088,212
 
   
Building Materials – 3.35%
 
 
150,000
 
Global Brass & Copper
       
     
  Holdings, Inc.
   
4,305,000
 
 
316,934
 
Huttig Building
       
     
  Products, Inc.(a)
   
1,530,791
 
 
300,000
 
PGT, Inc.(a)
   
2,940,000
 
           
8,775,791
 
   
Business Services – 5.62%
 
 
270,217
 
Datalink Corp.(a)
   
2,561,657
 
 
134,567
 
GP Strategies Corp.(a)
   
3,478,557
 
 
661,000
 
Innodata Isogen, Inc.(a)
   
1,619,450
 
 
221,100
 
PCM, Inc.(a)
   
4,687,320
 
 
305,200
 
Systemax, Inc.
   
2,395,820
 
           
14,742,804
 
   
Chemical & Related Products – 5.81%
 
 
104,644
 
Aceto Corp.
   
1,918,124
 
 
183,722
 
KMG Chemicals, Inc.
   
4,986,215
 
 
202,000
 
Northern Technologies
       
     
  International Corp.(a)
   
2,807,800
 
 
417,238
 
OMNOVA
       
     
  Solutions, Inc.(a)
   
3,171,009
 
 
229,054
 
Trecora Resources(a)
   
2,347,804
 
           
15,230,952
 
   
Commercial Banks – 8.97%
 
 
125,900
 
Bankwell Financial
       
     
  Group, Inc.
   
3,104,694
 
 
112,000
 
Berkshire Hills
       
     
  Bancorp, Inc.
   
3,309,600
 
 
135,000
 
First Internet Bancorp
   
3,543,750
 
 
413,526
 
TriState Capital
       
     
  Holdings, Inc.(a)
   
7,298,734
 
 
272,980
 
Triumph
       
     
  Bancorp, Inc.(a)
   
5,077,428
 
 
67,800
 
Veritex Holdings, Inc.(a)
   
1,195,314
 
           
23,529,520
 
   
Commercial Services & Supplies – 0.67%
 
 
200,000
 
InnerWorkings, Inc.(a)
   
1,762,000
 
           
1,762,000
 
   
Construction & Engineering – 3.53%
 
 
58,000
 
Comfort Systems
       
     
  USA, Inc.
   
1,673,300
 
 
965,232
 
Hill International,
       
     
   Inc.(a)
   
3,716,143
 
 
125,532
 
Team, Inc.(a)
   
3,860,109
 
           
9,249,552
 
   
Consumer Products – Manufacturing – 3.70%
 
 
125,000
 
Cherokee, Inc.(a)
   
1,175,000
 
 
114,000
 
Delta Apparel, Inc.(a)
   
1,881,000
 
 
16,609
 
Flexsteel
       
     
  Industries, Inc.
   
695,917
 
 
56,818
 
Libbey, Inc.
   
909,656
 
 
96,326
 
Orchids Paper
       
     
  Products Co.
   
2,471,725
 
 
144,764
 
Superior Uniform
       
     
  Group, Inc.
   
2,575,352
 
           
9,708,650
 
   
Consumer Services – 0.57%
 
 
260,000
 
DHI Group, Inc.(a)
   
1,482,000
 
           
1,482,000
 
   
Electronic Equipment & Instruments – 0.84%
 
 
92,415
 
Bel Fuse, Inc. – Class B
   
2,204,098
 
           
2,204,098
 
   
Energy & Related Services – 2.01%
 
 
180,643
 
Matrix Service Co.(a)
   
3,197,381
 
 
133,744
 
PHI, Inc.(a)
   
2,083,732
 
           
5,281,113
 
   
Financial Services – 4.39%
 
 
444,000
 
Cowen Group,
       
     
  Inc. – Class A(a)
   
1,443,000
 
 
182,600
 
FBR & Co.
   
2,538,140
 
 
96,728
 
Hennessy
       
     
  Advisors, Inc.
   
2,793,505
 
               
The accompanying notes to financial statements are an integral part of this schedule.

28

Perritt MicroCap Opportunities Fund
 
Schedule of Investments  (Continued)
October 31, 2016   
 
Shares
     
Value
 
   
Financial Services (Continued)
 
 
115,821
 
Oppenheimer Holdings,
     
     
  Inc. – Class A
 
$
1,621,494
 
 
270,606
 
Silvercrest Asset
       
     
  Management Group,
       
     
  Inc. – Class A
   
3,125,499
 
           
11,521,638
 
   
Food – 5.14%
 
 
321,872
 
Crimson Wine
       
     
  Group Ltd.(a)
   
2,996,628
 
 
170,162
 
Farmer Brothers Co.(a)
   
5,564,297
 
 
33,300
 
John B. Sanfilippo
       
     
  & Son, Inc.
   
1,687,644
 
 
245,000
 
Landec Corp.(a)
   
3,246,250
 
           
13,494,819
 
   
Health Care Providers & Services – 0.99%
 
 
140,000
 
The Ensign
       
     
  Group, Inc.
   
2,585,800
 
           
2,585,800
 
   
Industrial Goods – 4.18%
 
 
1,400,000
 
Hudson
       
     
  Technologies, Inc.(a)
   
8,540,000
 
 
100,000
 
Schnitzer Steel Industries,
       
     
  Inc. – Class A
   
2,415,000
 
           
10,955,000
 
   
Insurance – 5.17%
 
 
418,397
 
Atlas Financial
       
     
  Holdings, Inc.(a)
   
7,175,508
 
 
90,000
 
EMC Insurance
       
     
  Group, Inc.
   
2,191,500
 
 
289,648
 
United Insurance
       
     
  Holdings Corp.
   
4,199,896
 
           
13,566,904
 
   
Leisure – 1.76%
 
 
728,641
 
Century Casinos,
       
     
   Inc.(a)
   
4,619,584
 
           
4,619,584
 
   
Machinery Manufacturing – 1.31%
 
 
100,000
 
Graham Corp.
   
1,785,000
 
 
32,110
 
Kadant, Inc.
   
1,658,482
 
           
3,443,482
 
   
Medical Supplies & Services – 5.92%
 
 
219,037
 
Addus HomeCare
       
     
  Corp.(a)
   
5,541,636
 
 
35,820
 
Birner Dental
       
     
  Management
       
     
  Services, Inc.
   
656,581
 
 
140,712
 
CryoLife, Inc.
   
2,392,104
 
 
100,000
 
Exactech, Inc.(a)
   
2,415,000
 
 
374,000
 
Syneron Medical Ltd.(a)
   
2,805,000
 
 
96,771
 
Tactile Systems
       
     
  Technology, Inc.(a)
   
1,719,137
 
           
15,529,458
 
   
Real Estate Investment Trusts – 2.57%
 
 
201,185
 
City Office Real
       
     
  Estate Investment
       
     
  Trust, Inc.
   
2,526,884
 
 
115,000
 
Community Healthcare
       
     
  Trust, Inc.
   
2,573,700
 
 
80,000
 
UMH Properties, Inc.
   
969,600
 
 
50,000
 
Whitestone Real Estate
       
     
  Investment Trust
   
665,000
 
           
6,735,184
 
   
Retail – 1.68%
 
 
175,000
 
Kirkland’s, Inc.(a)
   
2,136,750
 
 
89,360
 
Weyco Group, Inc.
   
2,261,702
 
           
4,398,452
 
   
Semiconductor Related Products – 8.38%
 
 
1,441,731
 
AXT, Inc.(a)
   
7,424,915
 
 
351,000
 
DSP Group, Inc.(a)
   
3,825,900
 
 
161,111
 
PDF Solutions, Inc.(a)
   
3,181,942
 
 
415,000
 
Photronics, Inc.(a)
   
4,025,500
 
 
195,000
 
Rudolph
       
     
  Technologies, Inc.(a)
   
3,529,500
 
           
21,987,757
 
   
Software – 5.20%
 
 
472,000
 
American Software,
       
     
  Inc. – Class A
   
4,922,960
 
 
1,967,092
 
iPass, Inc.(a)
   
3,501,424
 
 
100,000
 
VASCO Data Security
       
     
  International, Inc.(a)
   
1,375,000
 
 
942,493
 
Zix Corp.(a)
   
3,835,946
 
           
13,635,330
 
   
Specialty Manufacturing – 5.67%
 
 
224,947
 
CECO
       
     
  Environmental Corp.
   
2,226,975
 
 
166,339
 
Core Molding
       
     
  Technologies, Inc.(a)
   
2,897,625
 

The accompanying notes to financial statements are an integral part of this schedule.

29

Perritt MicroCap Opportunities Fund
 
Schedule of Investments (Continued)
October 31, 2016  
 
Shares
     
Value
 
   
Specialty Manufacturing (Continued)
 
 
99,500
 
Federal Signal Corp.
 
$
1,221,860
 
 
295,482
 
KVH Industries, Inc.(a)
   
2,349,082
 
 
297,969
 
LSI Industries, Inc.
   
2,562,533
 
 
217,830
 
Manitex
       
     
  International, Inc.(a)
   
1,208,957
 
 
100,000
 
Sparton Corp.(a)
   
2,393,000
 
           
14,860,032
 
   
Telecommunications – 2.08%
 
 
1,039,548
 
Ceragon
       
     
  Networks Ltd.(a)
   
2,671,638
 
 
550,000
 
PC-Tel, Inc.
   
2,794,000
 
           
5,465,638
 
   
Transportation – 1.05%
 
 
1,103,769
 
Radiant Logistics, Inc.(a)
   
2,759,422
 
           
2,759,422
 
     
TOTAL COMMON
       
     
  STOCKS
       
     
  (Cost $182,958,114)
 
$
250,035,004
 
               
Contracts
 
WARRANTS – 0.00%
   
   
Insurance – 0.00%
 
     
Emergent Capital,
       
     
  Inc. Warrant;
       
 
38,106
 
  Expiration: 10/06/2019,
       
     
  Exercise Price
       
     
  $10.75(a)(c)
 
$
 
     
TOTAL WARRANTS
       
     
  (Cost $0)
 
$
 
               
     
SHORT-TERM
       
     
  INVESTMENTS – 4.81%
       
 
12,606,512
 
Invesco Short Term
       
     
  Investments Government
       
     
  & Agency Portfolio –
       
     
  Class I, 0.29%(d)
 
$
12,606,512
 
     
TOTAL SHORT-TERM
       
     
  INVESTMENTS
       
     
  (Cost $12,606,512)
 
$
12,606,512
 
     
Total Investments
       
     
  (Cost $195,564,626) –
       
     
   100.14%
 
$
262,641,516
 
     
Liabilities in
       
     
  Excess of Other
       
     
  Assets – (0.14)%
   
(373,905
)
     
TOTAL NET ASSETS –
       
     
   100.00%
 
$
262,267,611
 

Percentages are stated as a percent of net assets.
 
(a)
Non-income producing security.
   
(b)
Security was purchased in a transaction exempt from registration in the U.S. under the Securities Act of 1933 (the “Act”) and, unless registered under the Act, may only be sold pursuant to exemption from registration and, in the case of a Rule 144A offering under the Act, may only be sold to “qualified institutional buyers.” The value of this security is $3,280,000 or 1.25% of the Fund’s net assets. This security is deemed to be liquid.
   
(c)
The price for this security was derived from an estimate of fair value using methods approved by the Fund’s Board of Directors. This security represents $0 or 0.00% of the Fund’s net assets. This security is classified as Level 2 and is deemed to be illiquid.
   
(d)
Variable rate security; the rate shown is the effective rate as of October 31, 2016.
 
The industry classifications listed above are in accordance with Global Industry Classification Standard (GICS®), which was developed by and/or is the exclusive property of MSCI, Inc. and Standard & Poor Financial Services LLC (“S&P”).
 
The accompanying notes to financial statements are an integral part of this schedule.

30

Perritt Ultra MicroCap Fund
 
Schedule of Investments
October 31, 2016  
 
Shares
 
COMMON STOCKS – 94.30%
 
Value
 
   
Aerospace & Defense – 1.31%
 
 
48,294
 
Air Industries
     
     
  Group, Inc.
 
$
168,546
 
 
80,000
 
CPI Aerostructures,
       
     
   Inc.(a)
   
540,000
 
           
708,546
 
   
Air Transport – 0.56%
 
 
34,047
 
AeroCentury Corp.(a)
   
304,720
 
           
304,720
 
   
Auto Parts & Equipment – 2.50%
 
 
50,000
 
Supreme Industries,
       
     
  Inc. – Class A
   
609,500
 
 
60,000
 
Unique
       
     
  Fabricating, Inc.
   
749,400
 
           
1,358,900
 
   
Building Materials – 1.03%
 
 
119,778
 
Empire Resources, Inc.
   
559,363
 
           
559,363
 
   
Business Services – 13.66%
 
 
625,547
 
Auxilio, Inc.(a)
   
506,693
 
 
50,000
 
BG Staffing, Inc.
   
713,000
 
 
288,291
 
DLH Holdings Corp.(a)
   
1,470,284
 
 
150,000
 
Information Services
       
     
  Group, Inc.(a)
   
592,500
 
 
205,500
 
Innodata Isogen, Inc.(a)
   
503,475
 
 
236,199
 
Intrusion, Inc.(a)(c)
   
118,100
 
 
57,000
 
PCM, Inc.(a)
   
1,208,400
 
 
1,837,300
 
Quadrant 4
       
     
  System Corp.(a)
   
385,833
 
 
125,000
 
SITO Mobile Ltd.(a)
   
600,000
 
 
52,147
 
Transcat, Inc.(a)
   
547,543
 
 
125,000
 
USA Technologies,
       
     
   Inc.(a)
   
562,500
 
 
508,900
 
WidePoint Corp.(a)
   
213,738
 
           
7,422,066
 
   
Chemical & Related Products – 1.98%
 
 
320,000
 
Flexible Solutions
       
     
  International, Inc.(a)
   
576,000
 
 
36,000
 
Northern Technologies
       
     
  International Corp.(a)
   
500,400
 
           
1,076,400
 
   
Computer and Electronic
 
  Product Manufacturing – 0.47%
 
 
68,356
 
Dynatronics Corp.(a)
   
177,726
 
 
194,000
 
Singing Machine Co.,
       
     
   Inc.(a)
   
77,600
 
           
255,326
 
   
Computers & Electronics – 1.65%
 
 
81,000
 
Concurrent
       
     
  Computer Corp.
   
500,580
 
 
56,500
 
Napco Security
       
     
  Technologies, Inc.(a)
   
395,500
 
           
896,080
 
   
Construction & Engineering – 6.32%
 
 
97,500
 
Gencor Industries,
       
     
   Inc.(a)
   
1,179,750
 
 
150,000
 
Hill International,
       
     
   Inc.(a)
   
577,500
 
 
25,000
 
NV5 Global, Inc.(a)
   
715,000
 
 
60,000
 
Willdan Group, Inc.(a)
   
963,600
 
           
3,435,850
 
   
Consumer Goods – 1.03%
 
 
50,000
 
MCBC Holdings, Inc.
   
557,000
 
           
557,000
 
   
Consumer Products – Distributing – 2.50%
 
 
310,000
 
FitLife Brands, Inc.(a)
   
558,000
 
 
260,000
 
US Auto Parts
       
     
  Network, Inc.(a)
   
798,200
 
           
1,356,200
 
   
Consumer Products – Manufacturing – 2.42%
 
 
42,070
 
Cherokee, Inc.(a)
   
395,458
 
 
50,000
 
Crown Crafts, Inc.
   
482,500
 
 
45,000
 
Hardinge, Inc.
   
436,500
 
           
1,314,458
 
   
Consumer Services – 1.74%
 
 
85,000
 
Xcel Brands, Inc.(a)
   
425,000
 
 
80,000
 
ZAGG, Inc.(a)
   
520,000
 
           
945,000
 
   
Electronic Equipment & Instruments – 1.63%
 
 
200,000
 
Iteris, Inc.(a)
   
682,000
 
 
50,000
 
Ultralife Corp.(a)
   
205,000
 
           
887,000
 
   
Energy & Related Services – 1.36%
 
 
95,000
 
DHT Holdings, Inc.
   
386,650
 

The accompanying notes to financial statements are an integral part of this schedule.

31

Perritt Ultra MicroCap Fund
 
Schedule of Investments (Continued)
October 31, 2016
 
Shares
     
Value
 
   
Energy & Related Services – 1.36% (Continued)
 
 
119,206
 
Mitcham
     
     
  Industries, Inc.(a)
 
$
352,850
 
           
739,500
 
   
Environmental Services – 0.59%
 
 
250,000
 
Fuel Tech, Inc.(a)
   
321,250
 
           
321,250
 
   
Financial Services – 7.49%
 
 
90,000
 
AMREP Corp.(a)
   
664,200
 
 
25,000
 
First Internet Bancorp
   
656,250
 
 
24,000
 
Hennessy Advisors, Inc.
   
693,120
 
 
50,000
 
HopFed Bancorp, Inc.
   
569,000
 
 
20,000
 
Pacific Premier
       
     
  Bancorp, Inc.(a)
   
517,000
 
 
52,000
 
Silvercrest Asset
       
     
  Management Group,
       
     
  Inc. – Class A
   
600,600
 
 
350,347
 
TheStreet, Inc.
   
367,864
 
           
4,068,034
 
   
Food – 1.11%
 
 
5,000
 
John B. Sanfilippo
       
     
  & Son, Inc.
   
253,400
 
 
42,691
 
Willamette Valley
       
     
  Vineyards, Inc.(a)
   
347,932
 
           
601,332
 
   
Health Care Providers & Services – 0.19%
 
 
100,000
 
Celsion Corp.(a)
   
105,000
 
           
105,000
 
   
Industrial Goods – 2.47%
 
 
219,900
 
Hudson
       
     
  Technologies, Inc.(a)
   
1,341,390
 
           
1,341,390
 
   
Insurance – 3.89%
 
 
50,000
 
Atlas Financial
       
     
  Holdings, Inc.(a)
   
857,500
 
 
72,900
 
Kingstone
       
     
  Companies, Inc.
   
750,870
 
 
35,000
 
United Insurance
       
     
  Holdings Corp.
   
507,500
 
           
2,115,870
 
   
Leisure – 3.30%
 
 
97,322
 
Century Casinos, Inc.(a)
   
617,022
 
 
1,771,000
 
Galaxy Gaming, Inc.(a)
   
920,920
 
 
150,000
 
Nevada Gold
       
     
  & Casinos, Inc.(a)
   
255,000
 
           
1,792,942
 
   
Medical Supplies & Services – 6.46%
 
 
27,000
 
Addus
       
     
  HomeCare Corp.(a)
   
683,100
 
 
3,500
 
Birner Dental Management
       
     
  Services, Inc.
   
64,155
 
 
50,000
 
Cutera, Inc.(a)
   
655,000
 
 
180,440
 
First Choice Healthcare
       
     
  Solutions, Inc.(a)
   
196,679
 
 
213,334
 
Hooper Holmes, Inc.(a)
   
192,001
 
 
115,000
 
IntriCon Corp.(a)
   
695,750
 
 
70,000
 
MGC Diagnostics
       
     
  Corp.(a)
   
528,500
 
 
80,000
 
Sensus Healthcare, Inc.(a)
   
495,600
 
           
3,510,785
 
   
Motion Pictures – 1.97%
 
 
157,677
 
Ballantyne
       
     
  Strong, Inc.(a)
   
1,072,203
 
           
1,072,203
 
   
Pharmaceuticals – 0.85%
 
 
82,629
 
ImmuCell Corp.(a)
   
461,896
 
           
461,896
 
   
Real Estate Investment Trusts – 0.94%
 
 
100,000
 
Global Self
       
     
  Storage, Inc.
   
512,000
 
           
512,000
 
   
Retail – 0.41%
 
 
176,000
 
Christopher &
       
     
  Banks Corp.(a)
   
225,280
 
           
225,280
 
   
Semiconductor Related Products – 6.92%
 
 
290,000
 
AXT, Inc.(a)
   
1,493,500
 
 
97,500
 
DSP Group, Inc.(a)
   
1,062,750
 
 
105,400
 
inTEST Corp.(a)
   
437,410
 
 
90,000
 
Ultra Clean
       
     
  Holdings, Inc.(a)
   
765,000
 
           
3,758,660
 
   
Software – 6.80%
 
 
128,800
 
ARI Network
       
     
  Services, Inc.(a)
   
640,136
 
 
126,883
 
Asure Software, Inc.(a)
   
839,966
 

The accompanying notes to financial statements are an integral part of this schedule.

32

Perritt Ultra MicroCap Fund
 
Schedule of Investments (Continued)
October 31, 2016  
 
Shares
   
Value
 
   
Software (Continued)
 
   
67,000
 
BSQUARE Corp.(a)
 
$
278,050
 
   
75,000
 
Evolving Systems, Inc.
   
318,750
 
   
200,000
 
GlobalSCAPE, Inc.
   
728,000
 
   
500,000
 
iPass, Inc.(a)
   
890,000
 
             
3,694,902
 
   
Specialty Manufacturing – 9.35%
 
   
35,000
 
Aspen Aerogels, Inc.(a)
   
215,950
 
   
93,500
 
CTI Industries Corp.(a)
   
579,700
 
   
187,835
 
Data I/O Corp.(a)
   
777,637
 
   
25,000
 
Hurco
       
       
  Companies, Inc.
   
655,000
 
   
14,500
 
Kewaunee
       
       
  Scientific Corp.
   
319,725
 
   
55,000
 
KVH Industries, Inc.(a)
   
437,250
 
   
170,000
 
Orbit
       
       
  International Corp.(a)
   
637,500
 
   
163,229
 
Pioneer Power
       
       
  Solutions, Inc.(a)
   
856,952
 
   
50,000
 
Tecnoglass, Inc.
   
599,500
 
             
5,079,214
 
   
Telecommunications – 1.40%
 
   
100,000
 
Ceragon
       
       
  Networks Ltd.(a)
   
257,000
 
   
660,000
 
Mobivity Holdings Corp.
       
       
  (Acquired 03/11/2014,
       
       
  Cost $660,000)(a)(b)
   
504,900
 
             
761,900
 
       
TOTAL COMMON
       
       
  STOCKS
       
       
  (Cost $42,767,141)
 
$
51,239,067
 
                 
Contracts
 
WARRANTS – 0.11%
 
   
Medical Supplies & Services – 0.11%
 
       
Sensus Healthcare, Inc.
       
   
50,000
 
  Expiration: 06/08/2019,
       
       
  Exercise Price $6.75(a)(c)
 
$
60,000
 
                 
   
Telecommunications – 0.00%
 
       
Mobivity Holdings Corp.
       
   
165,000
 
  Expiration: 03/11/2019,
       
       
  Exercise Price $1.20
       
       
  (Acquired 03/11/2014,
       
       
  Cost $0)(a)(b)(c)
   
0
 
       
TOTAL WARRANTS
       
       
  (Cost $23,476)
 
$
60,000
 
                 
Shares
 
SHORT-TERM
 
       
  INVESTMENTS – 5.26%
       
   
2,859,138
 
Invesco Short Term
       
       
  Investments Government
       
       
  & Agency Portfolio –
       
       
  Class I, 0.29%(d)
 
$
2,859,138
 
                 
       
TOTAL SHORT-TERM
       
       
  INVESTMENTS
       
       
  (Cost $2,859,138)
 
$
2,859,138
 
                 
       
Total Investments
       
       
  (Cost $45,649,755) –
       
       
     99.67%
 
$
54,158,205
 
       
Other Assets in Excess
       
       
  of Liabilities – 0.33%
   
178,190
 
       
TOTAL NET ASSETS –
       
       
     100.00%
 
$
54,336,395
 

Percentages are stated as a percent of net assets.
 
(a)
Non-income producing security.
   
(b)
Securities were purchased in a transaction exempt from registration in the U.S. under the Securities Act of 1933 (the “Act”) or were acquired in a private placement and, unless registered under the Act, may only be sold pursuant to exemption from registration and, in the case of a Rule 144A offering under the Act, may only be sold to “qualified institutional buyers.” The values of these securities total $504,900 or 0.93% of the Fund’s net assets. These securities were classified as Level 2 and, with the exception of Mobivity Holdings Corp. Warrant (“Mobivity Warrant”), are deemed to be liquid. Mobivity Warrant is considered to be illiquid.
   
(c)
The price for these securities was derived from an estimate of fair value using methods approved by the Fund’s Board of Directors. These securities represent $178,100 or 0.33% of the Fund’s net assets. These securities were classified as Level 2 and, with the exception of Mobivity Holdings Corp. Warrant (“Mobivity Warrant”), are deemed to be liquid. Mobivity Warrant is considered to be illiquid.
   
(d)
Variable rate security; the rate shown is the effective rate as of October 31, 2016.
 
The industry classifications listed above are in accordance with Global Industry Classification Standard (GICS®), which was developed by and/or is the exclusive property of MSCI, Inc. and Standard & Poor Financial Services LLC (“S&P”).
 
The accompanying notes to financial statements are an integral part of this schedule.

33

Perritt Low Priced Stock Fund
 
Schedule of Investments (Continued)
October 31, 2016  
 
Shares
 
COMMON STOCKS – 91.89%
 
Value
 
   
Administrative and Support Services – 1.89%
 
 
6,200
 
Kforce, Inc.
 
$
107,570
 
           
107,570
 
   
Air Transportation – 3.57%
 
 
2,000
 
Hawaiian Holdings,
       
     
   Inc.(a)
   
90,050
 
 
6,500
 
JetBlue Airways
       
     
  Corp.(a)
   
113,620
 
           
203,670
 
   
Auto Parts & Equipment – 1.48%
 
 
2,100
 
Miller Industries, Inc.
   
46,095
 
 
3,500
 
Modine
       
     
  Manufacturing Co.(a)
   
38,325
 
           
84,420
 
   
Automobile Manufacturers – 1.64%
 
 
3,300
 
Winnebago
       
     
  Industries, Inc.
   
93,225
 
           
93,225
 
   
Beverage and Tobacco
 
  Product Manufacturing – 0.62%
 
 
1,000
 
MGP Ingredients, Inc.
   
35,210
 
           
35,210
 
   
Biotechnology – 0.23%
 
 
1,900
 
Trinity Biotech
       
     
  Plc – ADR(a)
   
12,958
 
           
12,958
 
   
Building Products – 6.21%
 
 
12,000
 
Builders
       
     
  FirstSource, Inc.(a)
   
116,040
 
 
7,100
 
NCI Building
       
     
  Systems, Inc.(a)
   
102,240
 
 
5,400
 
USG Corp.(a)
   
135,972
 
           
354,252
 
   
Business Services – 2.08%
 
 
4,300
 
Graphic Packaging
       
     
  Holding Co.
   
53,750
 
 
10,300
 
Information Services
       
     
  Group, Inc.(a)
   
40,685
 
 
1,800
 
Steelcase, Inc.
   
24,030
 
           
118,465
 
   
Commercial Banks – 13.23%
 
 
11,300
 
FNB Corp.
   
147,691
 
 
8,800
 
Hallmark Financial
       
     
  Services, Inc.(a)
   
91,168
 
 
13,800
 
Investors Bancorp, Inc.
   
169,188
 
 
7,800
 
Meridian Bancorp, Inc.
   
124,410
 
 
1,500
 
TowneBank
   
37,200
 
 
1,400
 
Triumph
       
     
  Bancorp, Inc.(a)
   
26,040
 
 
14,600
 
United Community
       
     
  Financial Corp.
   
107,310
 
 
2,900
 
Veritex Holdings, Inc.(a)
   
51,127
 
           
754,134
 
   
Commercial Services & Supplies – 1.98%
 
 
2,700
 
ACCO Brands Corp.(a)
   
29,970
 
 
8,500
 
RPX Corp.(a)
   
82,960
 
           
112,930
 
   
Communications Equipment – 2.05%
 
 
2,400
 
CalAmp Corp.(a)
   
31,008
 
 
7,900
 
ClearOne, Inc.
   
85,715
 
           
116,723
 
   
Computers & Electronics – 2.20%
 
 
11,850
 
Brocade Communications
       
     
  Systems, Inc.
   
125,610
 
           
125,610
 
   
Construction & Engineering – 3.40%
 
 
11,800
 
Gencor
       
     
  Industries, Inc.(a)
   
142,780
 
 
3,400
 
IES Holdings, Inc.(a)
   
50,830
 
           
193,610
 
   
Electronic Equipment & Instruments – 4.17%
 
 
7,100
 
Orbotech Ltd.(a)
   
194,540
 
 
3,300
 
TTM Technologies,
       
     
   Inc.(a)
   
43,395
 
           
237,935
 
   
Financial Services – 0.90%
 
 
4,000
 
Janus Capital
       
     
  Group, Inc.
   
51,280
 
           
51,280
 
   
Health Care Providers & Services – 1.57%
 
 
6,900
 
Select Medical
       
     
  Holdings Corp(a)
   
89,700
 
           
89,700
 
   
Healthcare Equipment – 2.72%
 
 
7,000
 
Globus Medical, Inc.(a)
   
154,910
 
           
154,910
 

The accompanying notes to financial statements are an integral part of this schedule.

34

Perritt Low Priced Stock Fund
 
Schedule of Investments (Continued)
October 31, 2016  
 
Shares
     
Value
 
   
Household Durables – 1.79%
 
 
7,200
 
Lifetime Brands, Inc.
 
$
101,880
 
           
101,880
 
   
Insurance – 3.85%
 
 
8,400
 
Atlas Financial
       
     
  Holdings, Inc.(a)
   
144,060
 
 
5,000
 
CNO Financial
       
     
  Group, Inc.
   
75,400
 
           
219,460
 
   
IT Consulting – 1.66%
 
 
5,100
 
Perficient, Inc.(a)
   
94,911
 
           
94,911
 
   
Leisure – 4.66%
 
 
5,300
 
Marine Products Corp.
   
49,555
 
 
8,600
 
Nautilus, Inc.(a)
   
151,360
 
 
4,900
 
Reading
       
     
  International, Inc.(a)
   
64,631
 
           
265,546
 
   
Machinery Manufacturing – 3.58%
 
 
9,300
 
Nova Measuring
       
     
  Instruments Ltd.(a)
   
111,321
 
 
5,300
 
Novanta, Inc.(a)
   
92,485
 
           
203,806
 
   
Medical Supplies & Services – 6.22%
 
 
2,100
 
AMN Healthcare
       
     
  Services, Inc.(a)
   
68,880
 
 
8,000
 
CryoLife, Inc.
   
136,000
 
 
23,600
 
Digirad Corp.
   
103,840
 
 
2,100
 
Merit Medical
       
     
  Systems, Inc.(a)
   
46,095
 
           
354,815
 
   
Pharmaceuticals – 1.34%
 
 
1,900
 
Cambrex Corp.(a)
   
76,570
 
           
76,570
 
   
Real Estate Investment Trusts – 1.64%
 
 
6,700
 
Medical Properties
       
     
  Trust, Inc.
   
93,398
 
           
93,398
 
   
Semiconductor Related Products – 4.96%
 
 
5,000
 
Entegris, Inc.(a)
   
79,500
 
 
2,200
 
Kulicke & Soffa
       
     
  Industries, Inc.(a)
   
29,128
 
 
2,100
 
NeoPhotonics Corp.(a)
   
29,400
 
 
14,900
 
Photronics, Inc.(a)
   
144,530
 
           
282,558
 
   
Software – 3.33%
 
 
11,700
 
American
       
     
  Software, Inc.
   
122,031
 
 
3,500
 
TechTarget, Inc. –
       
     
  Class A(a)
   
28,280
 
 
9,700
 
Zix Corp.(a)
   
39,479
 
           
189,790
 
   
Specialty Chemicals – 1.91%
 
 
8,400
 
Ferro Corp.(a)
   
108,864
 
           
108,864
 
   
Specialty Manufacturing – 5.71%
 
 
5,200
 
Federal Signal Corp.
   
63,856
 
 
6,900
 
Fox Factory
       
     
  Holding Corp.(a)
   
149,730
 
 
4,500
 
Mueller Water
       
     
  Products, Inc.
   
55,440
 
 
5,000
 
Wabash National
       
     
  Corp.(a)
   
56,250
 
           
325,276
 
   
Utilities – 1.30%
 
 
7,800
 
Star Gas Partners LP
   
74,100
 
           
74,100
 
     
TOTAL COMMON
       
     
  STOCKS
       
     
  (Cost $4,943,518)
 
$
5,237,576
 
 
The accompanying notes to financial statements are an integral part of this schedule.

35

Perritt Low Priced Stock Fund
 
Schedule of Investments (Continued)
October 31, 2016  
 
Shares
 
SHORT-TERM
 
Value
 
   
  INVESTMENTS – 8.88%
     
 
506,237
 
Invesco Short Term
     
     
  Investments Government
     
     
  & Agency Portfolio –
     
     
  Class I, 0.29%(b)
 
$
506,237
 
               
     
TOTAL SHORT-TERM
       
     
  INVESTMENTS
       
     
  (Cost $506,237)
 
$
506,237
 
               
     
Total Investments
       
     
  (Cost $5,449,755) –
       
     
   100.77%
 
$
5,743,813
 
     
Liabilities in
       
     
  Excess of Other
       
     
  Assets – (0.77)%
   
(43,713
)
     
TOTAL NET ASSETS –
       
     
   100.00%
 
$
5,700,100
 

Percentages are stated as a percent of net assets.
 
ADR
American Depository Receipt
   
(a)
Non-income producing security.
   
(b)
Variable rate security; the rate shown is the effective rate as of October 31, 2016.
 
The industry classifications listed above are in accordance with Global Industry Classification Standard (GICS®), which was developed by and/or is the exclusive property of MSCI, Inc. and Standard & Poor Financial Services LLC (“S&P”).


The accompanying notes to financial statements are an integral part of this schedule.

36

Perritt Funds, Inc.

Statements of Assets and Liabilities

October 31, 2016

   
Perritt MicroCap
   
Perritt Ultra
   
Perritt Low
 
   
Opportunities Fund
   
MicroCap Fund
   
Priced Stock Fund
 
Assets:
                 
Investments at value
 
$
262,641,516
   
$
54,158,205
   
$
5,743,813
 
Receivable for investments sold
   
238,788
     
329,871
     
 
Dividends and interest receivable
   
21,769
     
18,165
     
1,672
 
Prepaid expenses
   
11,581
     
10,933
     
1,346
 
Receivable for fund shares issued
   
54,254
     
32,341
     
92
 
Total Assets
   
262,967,908
     
54,549,515
     
5,746,923
 
                         
Liabilities:
                       
Payable for investments purchased
   
65,822
     
37,130
     
16,988
 
Payable for fund shares purchased
   
274,579
     
46,936
     
 
Payable to Officer & directors
   
23,254
     
23,254
     
 
Payable to Advisor
   
230,101
     
58,687
     
64
 
Accrued expenses & other liabilities
   
106,541
     
47,113
     
29,771
 
Total Liabilities
   
700,297
     
213,120
     
46,823
 
Net Assets
 
$
262,267,611
   
$
54,336,395
   
$
5,700,100
 
                         
Net Assets Consist of:
                       
Capital Stock
 
$
169,646,710
   
$
43,246,130
   
$
5,578,271
 
Accumulated net
                       
  investment gain/(loss)
   
648,016
     
     
(12,968
)
Accumulated undistributed net realized
                       
  income/(loss) on investments sold
   
24,895,995
     
2,581,815
     
(159,261
)
Net unrealized appreciation
                       
  on investments
   
67,076,890
     
8,508,450
     
294,058
 
Total Net Assets
 
$
262,267,611
   
$
54,336,395
   
$
5,700,100
 
Capital Stock, $0.0001 par value
                       
Authorized
   
100,000,000
     
100,000,000
     
100,000,000
 
Outstanding
   
7,672,207
     
3,514,592
     
366,505
 
Net Assets
 
$
262,267,611
   
$
54,336,395
   
$
5,700,100
 
Net asset value and
                       
  offering price per share
 
$
34.18
   
$
15.46
   
$
15.55
 
Cost of Investments
 
$
195,564,626
   
$
45,649,755
   
$
5,449,755
 

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

37

Perritt Funds, Inc.

Statements of Operations

For the Years Ended October 31, 2016

   
Perritt MicroCap
   
Perritt Ultra
   
Perritt Low
 
   
Opportunities Fund
   
MicroCap Fund
   
Priced Stock Fund
 
Investment Income:
                 
Dividend Income
 
$
4,758,427
   
$
1,186,364
   
$
58,005
 
Less: Foreign taxes withheld
                       
  and issuance fees
   
     
     
(100
)
Interest income
   
19,433
     
5,429
     
1,340
 
Total investment income
   
4,777,860
     
1,191,793
     
59,245
 
                         
Expenses:
                       
Investment advisory fee
   
2,901,471
     
664,074
     
53,174
 
Shareholder servicing
   
251,130
     
72,795
     
26,245
 
Administration fee
   
138,845
     
34,549
     
10,093
 
Fund accounting expenses
   
89,566
     
20,323
     
4,568
 
Officer & directors’ fees & expenses
   
73,574
     
73,574
     
17,250
 
Professional fees
   
32,201
     
32,019
     
28,477
 
Federal & state registration fees
   
30,396
     
24,354
     
24,843
 
Printing & Mailing fees
   
23,925
     
5,961
     
3,038
 
Custodian fees
   
19,055
     
6,763
     
2,469
 
Other expense
   
19,203
     
4,608
     
2,824
 
Interest expense
   
2,210
     
154
     
 
Total expenses
   
3,581,576
     
939,174
     
172,981
 
Less contractual waiver
   
     
     
(81,819
)
Less voluntary waiver
   
     
     
(17,250
)
Total expenses net of waivers
   
3,581,576
     
939,174
     
73,912
 
Net investment income/(loss)
   
1,196,284
     
252,619
     
(14,667
)
                         
Realized and Unrealized
                       
  Gain on Investments:
                       
Net realized gain/(loss)
                       
  on investments
   
24,942,608
     
2,738,172
     
(2,687
)
Change in unrealized appreciation/
                       
  (depreciation) on investments
   
(13,260,520
)
   
1,533,943
     
85,475
 
Net realized and unrealized
                       
  gain on investments
   
11,682,088
     
4,272,115
     
82,788
 
Net increase  in net assets
                       
  resulting from operations
 
$
12,878,372
   
$
4,524,734
   
$
68,121
 
 
The accompanying notes to financial statements are an integral part of these statements.

38

Perritt MicroCap Opportunities Fund

Statements of Changes in Net Assets

   
For the
   
For the
 
   
Year Ended
   
Year Ended
 
   
October 31, 2016
   
October 31, 2015
 
Operations:
           
Net investment income
 
$
1,196,284
   
$
522,087
 
Net realized gain on investments
   
24,942,608
     
6,081,565
 
Net unrealized depreciation on investments
   
(13,260,520
)
   
(20,834,810
)
Net increase/(decrease) in net assets
               
  resulting from operations
   
12,878,372
     
(14,231,158
)
                 
Dividends and Distributions to Shareholders:
               
Net realized gains
   
(6,027,092
)
   
(31,028,153
)
Total dividends and distributions
   
(6,027,092
)
   
(31,028,153
)
                 
Capital Share Transactions:
               
Proceeds from shares issued
   
17,649,843
     
44,631,301
 
Reinvestment of distributions
   
5,597,737
     
28,912,587
 
Cost of shares redeemed
   
(140,602,491
)
   
(118,258,647
)
Redemption fees
   
3,662
     
25,540
 
Net decrease in net assets
               
  from capital share transactions
   
(117,351,249
)
   
(44,689,219
)
Total Decrease in Net Assets
   
(110,499,969
)
   
(89,948,530
)
Net Assets
               
Beginning of the period
   
372,767,580
     
462,716,110
 
End of the period
 
$
262,267,611
   
$
372,767,580
 
Accumulated net investment income/(loss)
 
$
648,016
   
$
(548,268
)
                 
Capital Share Transactions:
               
Shares sold
   
558,788
     
1,327,427
 
Shares issued on reinvestment of distributions
   
175,039
     
872,437
 
Shares redeemed
   
(4,525,350
)
   
(3,588,849
)
Net decrease from capital share transactions
   
(3,791,523
)
   
(1,388,985
)
 
The accompanying notes to financial statements are an integral part of this statement.

39

Perritt Ultra MicroCap Fund

Statements of Changes in Net Assets

   
For the
   
For the
 
   
Year Ended
   
Year Ended
 
   
October 31, 2016
   
October 31, 2015
 
Operations:
           
Net investment income/(loss)
 
$
252,619
   
$
(278,487
)
Net realized gain on investments
   
2,738,172
     
860,911
 
Net unrealized appreciation/(depreciation) on investments
   
1,533,943
     
(1,103,581
)
Net increase/(decrease) in net assets
               
  resulting from operations
   
4,524,734
     
(521,157
)
                 
Dividends and Distributions to Shareholders:
               
Net realized gains
   
(866,370
)
   
(9,199,946
)
Total dividends and distributions
   
(866,370
)
   
(9,199,946
)
                 
Capital Share Transactions:
               
Proceeds from shares issued
   
6,812,555
     
15,901,676
 
Reinvestment of distributions
   
816,702
     
8,580,440
 
Cost of shares redeemed
   
(17,008,387
)
   
(22,320,922
)
Redemption fees
   
3,747
     
42,748
 
Net increase/(decrease) in net assets
               
  from capital share transactions
   
(9,375,383
)
   
2,203,942
 
Total Decrease in Net Assets
   
(5,717,019
)
   
(7,517,161
)
Net Assets
               
Beginning of the period
   
60,053,414
     
67,570,575
 
End of the period
 
$
54,336,395
   
$
60,053,414
 
Accumulated net investment loss
 
$
   
$
(391,657
)
                 
Capital Share Transactions:
               
Shares sold
   
474,399
     
1,081,853
 
Shares issued on reinvestment of distributions
   
58,336
     
590,127
 
Shares redeemed
   
(1,192,850
)
   
(1,522,319
)
Net increase/(decrease) from capital share transactions
   
(660,115
)
   
149,661
 

The accompanying notes to financial statements are an integral part of this statement.

40

Perritt Low Priced Stock Fund

Statements of Changes in Net Assets

   
For the
   
For the
 
   
Year Ended
   
Year Ended
 
   
October 31, 2016
   
October 31, 2015
 
Operations:
           
Net investment loss
 
$
(14,667
)
 
$
(2,360
)
Net realized loss on investments
   
(2,687
)
   
(50,903
)
Net increase in unrealized appreciation on investments
   
85,475
     
155,499
 
Net increase in net assets resulting from operations
   
68,121
     
102,236
 
                 
Capital Share Transactions:
               
Proceeds from shares issued
   
1,698,859
     
2,995,885
 
Cost of shares redeemed
   
(679,718
)
   
(575,980
)
Redemption fees
   
541
     
604
 
Net increase in net assets
               
  from capital share transactions
   
1,019,682
     
2,420,509
 
Total Increase in Net Assets
   
1,087,803
     
2,522,745
 
Net Assets
               
Beginning of the period
   
4,612,297
     
2,089,552
 
End of the period
 
$
5,700,100
   
$
4,612,297
 
Accumulated net investment loss
 
$
(12,968
)
 
$
(794
)
                 
Capital Share Transactions:
               
Shares sold
   
112,864
     
190,087
 
Shares redeemed
   
(46,121
)
   
(37,977
)
Net increase from capital share transactions
   
66,743
     
152,110
 

The accompanying notes to financial statements are an integral part of this statement.

41

Perritt MicroCap Opportunities Fund

Financial Highlights

For a Fund share outstanding throughout the year
 
   
For the Years Ended October 31,
 
   
2016
   
2015
   
2014
   
2013
   
2012
 
Net asset value, beginning of year
 
$
32.52
   
$
36.00
   
$
37.38
   
$
26.47
   
$
23.43
 
Income/(loss) from investment operations:
                                       
Net investment income/(loss)2
   
0.13
     
0.04
     
(0.18
)
   
(0.06
)
   
0.10
 
Net realized and unrealized
                                       
  gain/(loss) on investments
   
2.06
     
(1.10
)
   
2.29
     
11.21
     
2.94
 
Total from investment operations
   
2.19
     
(1.06
)
   
2.11
     
11.15
     
3.04
 
Less dividends and distributions:
                                       
From net investment income
   
     
     
     
(0.24
)
   
 
Distributions from net realized gains
   
(0.53
)
   
(2.42
)
   
(3.49
)
   
     
 
Total dividends and distributions
   
(0.53
)
   
(2.42
)
   
(3.49
)
   
(0.24
)
   
 
Redemption fees2,3
   
     
     
     
     
 
Net asset value, end of year
 
$
34.18
   
$
32.52
   
$
36.00
   
$
37.38
   
$
26.47
 
Total return1
   
6.85
%
   
(3.07
)%
   
6.17
%
   
42.46
%
   
12.97
%
Supplemental data and ratios:
                                       
Net assets, end of year (in thousands)
 
$
262,268
   
$
372,768
   
$
462,716
   
$
463,469
   
$
308,241
 
Ratio of net expenses to average net assets
   
1.23
%
   
1.21
%
   
1.19
%
   
1.22
%
   
1.26
%
Ratio of net investment income/(loss)
                                       
  to average net assets
   
0.41
%
   
0.12
%
   
(0.51
%)
   
(0.20
%)
   
0.38
%
Portfolio turnover rate
   
6.2
%
   
20.7
%
   
29.1
%
   
41.4
%
   
14.0
%

1
Total return reflects reinvested dividends but does not reflect the impact of taxes.
2
Net investment income (loss) and redemption fees per share has been calculated based on average shares outstanding during the period.
3
Amount is less than $0.01 per share.

The accompanying notes to financial statements are an integral part of this schedule.

42

Perritt Ultra MicroCap Fund

Financial Highlights

For a Fund share outstanding throughout the year
 
   
For the Years Ended October 31,
 
   
2016
   
2015
   
2014
   
2013
   
2012
 
Net asset value, beginning of year
 
$
14.39
   
$
16.79
   
$
16.23
   
$
11.50
   
$
10.90
 
Income/(loss) from investment operations:
                                       
Net investment income/(loss)2
   
0.07
     
(0.06
)
   
(0.19
)
   
(0.15
)
   
(0.06
)
Net realized and unrealized
                                       
  gain/(loss) on investments
   
1.22
     
(0.06
)
   
1.12
     
4.88
     
0.66
 
Total from investment operations
   
1.29
     
(0.12
)
   
0.93
     
4.73
     
0.60
 
Less dividends and distributions:
                                       
Distributions from net realized gains
   
(0.22
)
   
(2.29
)
   
(0.39
)
   
     
 
Total dividends and distributions
   
(0.22
)
   
(2.29
)
   
(0.39
)
   
     
 
Redemption fees2
   
3 
   
0.01
     
0.02
     
3 
   
3 
Net asset value, end of year
 
$
15.46
   
$
14.39
   
$
16.79
   
$
16.23
   
$
11.50
 
Total return1
   
9.11
%
   
(0.82
%)
   
5.96
%
   
41.13
%
   
5.50
%
Supplemental data and ratios:
                                       
Net assets, end of year (in thousands)
 
$
54,336
   
$
60,053
   
$
67,571
   
$
82,000
   
$
48,577
 
Ratio of net expenses to average net assets
   
1.77
%
   
1.75
%
   
1.56
%
   
1.75
%
   
1.85
%
Ratio of net investment loss
                                       
  to average net assets
   
0.48
%
   
(0.43
%)
   
(1.06
%)
   
(1.14
%)
   
(0.56
%)
Portfolio turnover rate
   
18.1
%
   
30.1
%
   
64.2
%
   
33.9
%
   
14.6
%

1
Total return reflects reinvested dividends but does not reflect the impact of taxes.
2
Net investment income (loss) and redemption fees per share has been calculated based on average shares outstanding during the period.
3
Amount is less than $0.01 per share.

The accompanying notes to financial statements are an integral part of this schedule.

43

Perritt Low Priced Stock Fund

Financial Highlights

For a Fund share outstanding throughout the year/period
 
               
For the
 
               
Period From
 
               
February 28, 20144
 
   
For the
   
to
 
   
Years Ended October 31,
   
October 31,
 
   
2016
   
2015
   
2014
 
Net asset value, beginning of year/period
 
$
15.39
   
$
14.15
   
$
15.00
 
Income/(loss) from investment operations:
                       
Net investment loss2
   
(0.04
)
   
(0.01
)
   
(0.06
)
Net realized and unrealized loss on investments
   
0.20
     
1.25
     
(0.79
)
Total from investment operations
   
0.16
     
1.24
     
(0.85
)
Redemption fees2,3
   
     
     
 
Net asset value, end of year/period
 
$
15.55
   
$
15.39
   
$
14.15
 
Total return1,7
   
1.04
%
   
8.76
%
   
(5.67
%)5
Supplemental data and ratios:
                       
Net assets, end of year/period (in thousands)
 
$
5,700
   
$
4,612
   
$
2,090
 
Ratio of net expenses to average net assets
   
1.39
%
   
1.49
%8
   
1.50
%6
Ratio of net investment loss to average net assets
   
(0.28
%)
   
(0.08
%)
   
(0.67
%)6
Ratio of expenses (prior to reimbursement)
                       
  to average net assets
   
3.25
%
   
4.90
%
   
7.15
%6
Ratio of net investment loss
                       
  (prior to reimbursement) to average net assets
   
(2.14
%)
   
(3.49
%)
   
(6.32
%)6
Portfolio turnover rate
   
62.7
%
   
76.6
%
   
49.0
%7
 
1  Total return reflects reinvested dividends but does not reflect the impact of taxes.
2
Net investment income (loss) and redemption fees per share has been calculated based on average shares outstanding during the period.
3
Amount is less than $0.01 per share.
4
Commencement of operations.
5
The total return figure is the since inception return for the Fund which commenced operations on February 28, 2014.
6
Annualized for periods less than one year.
7
Not annualized for periods less than one year.
8
Effective October 1, 2015, the Advisor expense limit was reduced from 1.50% to 1.39%. See Note 4.
 
The accompanying notes to financial statements are an integral part of this schedule.

44

Perritt Funds, Inc.

Notes to Financial Statements
 
October 31, 2016
 
1.
Organization
     
   
Perritt Funds, Inc. (the “Corporation”) was organized on March 19, 2004 as a Maryland corporation and is registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end investment company, with each series below being a diversified fund.  The Corporation currently consists of the following series:  Perritt MicroCap Opportunities Fund (“MicroCap Fund”), Perritt Ultra MicroCap Fund (“Ultra MicroCap Fund”) and Perritt Low Priced Stock Fund (“Low Priced Stock Fund”) (each, a “Fund,” and collectively, the “Funds”).  Perritt MicroCap Opportunities Fund, Inc., the predecessor to the MicroCap Fund, commenced operations on April 11, 1988.  As part of a plan of reorganization, on February 28, 2013, Perritt MicroCap Opportunities Fund, Inc. merged into the MicroCap Fund, a series within the Corporation.  The Perritt Low Priced Stock Fund commenced operations on February 28, 2014.  The MicroCap Fund’s investment objective is to invest in mainly common stocks of companies with market capitalizations that are below $500 million at the time of the initial purchase. The Ultra MicroCap Fund’s investment objective is to invest in mainly common stocks of companies with market capitalizations that are below $300 million at the time of the initial purchase. The Low Priced Stock Fund’s investment objective is to invest mainly in common stocks of companies with market capitalization that are below $3 billion and traded at or below $15 per share at the time of initial purchase. The Funds are each an investment company and accordingly follow the investment company accounting and reporting guidance of the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification topic 946 “Financial Services – Investment Companies.”
   
2.
Summary of Significant Accounting Policies
     
 
a.
Exchange-listed securities are generally valued at the last sales price reported by the principal security exchange on which the security is traded, or if no sale is reported, the mean between the latest bid and ask price unless the Funds’ investment advisor believes that the mean does not represent a fair value, in which case the securities are fair valued as set forth below.  Securities listed on NASDAQ are valued at the NASDAQ Official Closing Price.  Demand notes, commercial paper, U.S. Treasury Bills and warrants are stated at fair value using market prices if available, or a pricing service when such prices are believed to reflect fair value.  Securities for which market quotations are not readily available are valued at their fair value as determined in good faith by the Funds’ advisor under procedures established by and under the supervision of the Board of Directors of the Funds.  The Funds’ fair value procedures allow for the use of certain methods performed by the Funds’ advisor to value those securities for which market quotations are not readily available, at a price that a Fund might reasonably expect to receive upon a sale of such securities.  For example, these methods may be based on a multiple of earnings, or a discount from market of a similar freely traded security, or a yield to maturity with respect to debt issues, or a combination of these and other methods.
     
 
b.
Net realized gains and losses on securities are computed using the first-in, first-out method.
 
45

Perritt Funds, Inc.

Notes to Financial Statements (Continued)

 
c.
Dividend income is recognized on the ex-dividend date, and interest income is recognized on the accrual basis.  Withholding taxes on foreign dividends and capital gains, which are included as a component of net investment income and realized gain (loss) on investments, respectively, have been provided for in accordance with the Funds’ understanding of the applicable country’s tax rules and rates.  Discounts and premiums on securities purchased are amortized over the life of the respective securities.  Distributions received from real estate investment trusts (“REITs”) are classified as investment income or realized gains based on the U.S. income tax characteristics of the distribution.  Return of capital distributions received from REIT securities and partnerships are recorded as an adjustment to the cost of the security and thus may impact unrealized or realized gains or losses on the security.  Investment and shareholder transactions are recorded on the trade date.
     
 
d.
Each Fund is charged for those expenses that are directly attributable to it.  Expenses that are not readily identifiable to a specific Fund are generally allocated among the Funds in proportion to the relative net assets of the Funds.
     
 
e.
Provision has not been made for federal income tax since the Funds have each elected to be taxed as a “regulated investment company” and intend to distribute substantially all income to their shareholders and otherwise comply with the provisions of the Internal Revenue Code applicable to regulated investment companies.
     
 
f.
The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America (“GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and reported amounts of increases and decreases in net assets from operations during the reporting period.  Actual results could differ from those estimates.
     
   
In preparing these financial statements, the Funds have evaluated events and transactions for potential recognition or disclosure through the date the financial statements were issued.
     
 
g.
Dividends from net investment income and net realized capital gains, if any, are declared and paid annually.  Distributions to shareholders are recorded on the ex-dividend date.  The Funds may periodically make reclassifications among certain of their capital accounts as a result of the timing and characterization of certain income and realized gain distributions determined annually in accordance with federal tax regulations which may differ from GAAP.  The MicroCap Fund did not have any permanent book to tax adjustments for the year ended October 31, 2016. The Ultra MicroCap Fund has reclassified the components of its capital accounts for the year ended October 31, 2016 by increasing paid-in capital by $5,846, decreasing accumulated net investment loss by $139,038 and decreasing accumulated net realized gain by $144,884. The Low Priced Stock Fund has reclassified the components of its capital accounts for the year ended October 31, 2016 by decreasing accumulated net investment loss by $2,493 and increasing accumulated net realized loss by $2,493.
     
 
h.
As of and during the year ended October 31, 2016, the Funds did not have a liability for any unrecognized tax benefits.  The Funds recognize interest and penalties, if any, related to unrecognized tax benefits as income tax expense on the Statements of
 
46

Perritt Funds, Inc.

Notes to Financial Statements (Continued)

   
Operations.  During the year ended October 31, 2016, the Funds did not incur any interest or penalties.  The Funds are not subject to examination by U.S. federal tax authorities for any tax years before 2013.
   
3.
Security Valuation
     
  GAAP establishes an authoritative definition of fair value and sets out a hierarchy for measuring fair value. GAAP also requires additional disclosures about the various inputs used to develop the measurements of fair value. 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 (including quoted prices for similar securities or the identical security on an inactive market, interest rates, prepayment speeds, credit risk, etc.).
   
• Level 3 –
Significant unobservable inputs (including the Funds’ own assumptions in determining the fair value of investments).
 
 
The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.  The following is a summary of the inputs used to value the Funds’ net assets as of October 31, 2016:
 
  Perritt MicroCap Opportunities Fund
 
 
Description
 
Level 1
   
Level 2
   
Level 3
   
Total
 
 
Investments in Securities
                       
 
Common Stocks
                       
 
Consumer Discretionary
 
$
21,501,660
   
$
   
$
   
$
21,501,660
 
 
Consumer Staples
   
15,966,545
     
     
     
15,966,545
 
 
Energy
   
5,281,113
     
     
     
5,281,113
 
 
Financials
   
48,618,062
     
     
     
48,618,062
 
 
Health Care
   
19,376,801
     
656,581
     
     
20,033,382
 
 
Industrials
   
52,463,641
     
2,421,812
     
     
54,885,453
 
 
Information Technology
   
58,388,152
     
     
     
58,388,152
 
 
Materials
   
18,625,453
     
     
     
18,625,453
 
 
Real Estate Investment Trusts
   
6,735,184
     
     
     
6,735,184
 
 
Total Common Stocks
   
246,956,611
     
3,078,393
     
     
250,035,004
 
 
Warrants
                               
 
Financials
   
     
0
     
     
 
 
Total Warrants
   
     
     
     
 
 
Short Term Investments
   
12,606,512
     
     
     
12,606,512
 
 
Total Investments
                               
 
  in Securities
 
$
259,563,123
   
$
3,078,393
   
$
   
$
262,641,516
 


47

Perritt Funds, Inc.

Notes to Financial Statements (Continued)

 
Perritt Ultra MicroCap Fund
                       
                           
 
Description
 
Level 1
   
Level 2
   
Level 3
   
Total
 
 
Investments in Securities
                       
 
Common Stocks
                       
 
Consumer Discretionary
 
$
7,675,283
   
$
   
$
   
$
7,675,283
 
 
Consumer Staples
   
1,159,332
     
     
     
1,159,332
 
 
Energy
   
955,450
     
     
     
955,450
 
 
Financials
   
5,519,704
     
     
     
5,519,704
 
 
Health Care
   
3,826,320
     
559,755
     
     
4,386,075
 
 
Industrials
   
12,621,879
     
844,721
     
     
13,466,600
 
 
Information Technology
   
15,265,724
     
622,999
     
     
15,888,723
 
 
Materials
   
1,675,900
     
     
     
1,675,900
 
 
Real Estate Investment Trusts
   
512,000
     
     
     
512,000
 
 
Total Common Stocks
   
49,211,592
     
2,027,475
     
     
51,239,067
 
 
Warrants
                               
 
Health Care
   
     
60,000
     
     
60,000
 
 
Information Technology
   
     
0
     
     
 
 
Total Warrants
   
     
60,000
     
     
60,000
 
 
Short Term Investments
   
2,859,138
     
     
     
2,859,138
 
 
Total Investments
                               
 
  in Securities
 
$
52,070,730
   
$
2,087,475
   
$
   
$
54,158,205
 
                                   
 
Perritt Low Priced Stock Fund
                               
                                   
 
Description
 
Level 1
   
Level 2
   
Level 3
   
Total
 
 
Investments in Securities
                               
 
Common Stocks
                               
 
Consumer Discretionary
 
$
648,706
   
$
   
$
   
$
648,706
 
 
Consumer Staples
   
35,210
     
     
     
35,210
 
 
Financials
   
1,024,874
     
     
     
1,024,874
 
 
Health Care
   
688,953
     
     
     
688,953
 
 
Industrials
   
1,217,703
     
     
     
1,217,703
 
 
Information Technology
   
1,292,018
     
     
     
1,292,018
 
 
Materials
   
162,614
     
     
     
162,614
 
 
Real Estate Investment Trusts
   
93,398
     
     
     
93,398
 
 
Utilities
   
74,100
     
     
     
74,100
 
 
Total Common Stocks
   
5,237,576
     
     
     
5,237,576
 
 
Short Term Investments
   
506,237
     
     
     
506,237
 
 
Total Investments
                               
 
  in Securities
 
$
5,743,813
   
$
   
$
   
$
5,743,813
 
 
Please refer to the Schedules of Investments for additional information regarding the composition of the amounts listed above.
48

Perritt Funds, Inc.
 
Notes to Financial Statements (Continued)

 
Below are the transfers into or out of Levels 1 and 2 for the Funds.  It is the Funds’ policy to record transfers using fair values measured at the end of the reporting period.
 
     
MicroCap
   
Ultra MicroCap
 
     
Fund
   
Fund
 
 
Transfers into Level 1
 
$
   
$
2,551,866
 
 
Transfers out of Level 1
   
(2,421,812
)
   
(1,026,975
)
 
Net Transfers into/(out of) Level 1
 
$
(2,421,812
)
 
$
1,524,891
 
 
Transfers into Level 2
 
$
2,421,812
   
$
1,026,975
 
 
Transfers out of Level 2
   
     
(2,551,866
)
 
Net Transfers into/(out of) Level 2
 
$
2,421,812
   
$
(1,524,891
)
 
 
There were no transfers into or out of Levels 1 or 2 during the year ended October 31, 2016 for the Low Priced Stock Fund.
   
 
The securities transferred from Level 1 to Level 2 were transferred due to those securities not trading on the last day of the reporting period.  The securities transferred from Level 2 to Level 1 were due to an increase of observable market data from an increase in market activity.
   
 
At the beginning and during the year ended October 31, 2016, the MicroCap Fund, the Ultra MicroCap Fund, and the Low Priced Stock Fund did not hold any Level 3 securities.
   
4.
Investment Advisory Agreement
   
 
For each Fund, the Corporation entered into an investment advisory agreement (collectively, the “Agreements”) with Perritt Capital Management, Inc. (the “Advisor”), with whom certain officers and directors of the Corporation are affiliated, to furnish investment advisory services to the Funds.  Under the terms of the Agreements, the MicroCap Fund and the Low Priced Stock Fund pay the Advisor a monthly fee at the annual rate of 1% of each Fund’s daily average net assets, and the Ultra MicroCap Fund pays the Advisor a monthly fee equal to 1.25% of its daily average net assets less than or equal to $100 million; 1.00% with respect to daily average net assets in excess of $100 million and less than or equal to $200 million; and 0.50% with respect to daily average net assets in excess of $200 million.  At October 31, 2016, the MicroCap Fund, Ultra MicroCap Fund and Low Priced Stock Fund had fees due to the Advisor of $230,101, $58,687 and $64, respectively. For the year ended October 31, 2016, the MicroCap Fund, Ultra MicroCap Fund and Low Priced Stock Fund had incurred advisory fees of $2,901,471, $664,074 and $53,174, respectively.
   
 
With regards to the Low Priced Stock Fund, the Advisor has agreed to waive fees and/or reimburse operating expenses (other than interest, brokerage commissions, dividend expense on short sales, taxes, extraordinary expenses and acquired fund fees and expenses) so that total annual operating expenses are not expected to exceed 1.39% of the average daily net assets.  This arrangement cannot be terminated prior to February 28, 2018 without the consent of the Board of Directors.  The Advisor is permitted to recapture amounts waived and/or reimbursed within three years after the fiscal year in which the Advisor earned the fee or incurred the expense if the total annual operating expenses have fallen to a level below the limit described above.  Additionally, the Advisor has voluntarily waived any salaries and fees of all officers and directors of the Low Priced Stock Fund
 
49

Perritt Funds, Inc.

Notes to Financial Statements (Continued)

 
during the year.  The salaries and fees waived by the Advisor for the year ended October 31, 2016 were $17,250 and are not eligible for recapture.  Voluntary expense waivers may be discontinued at any time.
   
 
For the year ended October 31, 2016, the Advisor waived expenses and/or reimbursed the Low Priced Stock Fund $81,819 which is eligible for recapture through October 31, 2019.  $87,508 is eligible for recapture through October 31, 2018.  $71,859 is eligible for recapture through October 31, 2017.
   
 
The Advisor manages the Funds’ investments subject to the supervision of the Funds’ Board of Directors.  The Advisor is responsible for investment decisions and supplies investment research and portfolio management. Under the Agreements, the Advisor, at its own expense and without reimbursement from the Funds, will furnish office space and all necessary office facilities, equipment and personnel for making the investment decisions necessary for managing the Funds and maintaining their organization, will pay the salaries and fees of all officers and directors of the Funds (except the Chief Compliance Officer’s salary and the fees paid to disinterested directors) and will bear all sales and promotional expenses of the Funds.
   
 
The officers of the Funds are affiliated with the Advisor. Such officers, with the exception of the Chief Compliance Officer, receive no compensation from the Funds or the Advisor for serving their respective roles. The Funds pay the salary associated with the office of the Chief Compliance Officer. Such fees are included on the Statements of Operations.
   
 
The Funds may reimburse the Advisor for fees paid to intermediaries such as banks, broker-dealers, financial advisors or other financial institutions for sub-transfer agency, sub-administration and other services provided to investors whose shares of record are held in omnibus, other group accounts, retirement plans or accounts traded through registered securities clearing agents.  These fees are fees that the Funds are obligated to pay to such intermediaries, and the fees may vary based on, for example, the nature of services provided.  The fees paid to such intermediaries by the Funds are only a portion of the full fee that is paid to the intermediaries, and the Advisor is obligated to pay the remaining amount.  In determining the portion of the fees paid to the intermediaries that the Funds are obligated to pay, the Funds have used the “avoided cost” method, which is one of several permissible methods to determine the fees are reasonable.  Based on this method, the Funds’ Board of Directors determines a fee per sub-account that it believes approximates the transfer agency fee that would otherwise have been payable by the Funds if such intermediaries did not maintain the sub-account.  These amounts are included within shareholder servicing fees on the Statements of Operations.
   
5.
Investment Transactions
   
 
Purchases and sales of securities, excluding short-term investments, for the year ended October 31, 2016, were as follows:

     
Purchases
   
Sales
 
     
U.S.
         
U.S.
       
     
Governments
   
Other
   
Governments
   
Other
 
 
MicroCap Fund
 
$
   
$
17,644,792
   
$
   
$
140,742,000
 
 
Ultra MicroCap Fund
 
$
   
$
9,354,594
   
$
   
$
20,831,886
 
 
Low Priced Stock Fund
 
$
   
$
3,976,911
   
$
   
$
3,098,705
 
 
50

Perritt Funds, Inc.

Notes to Financial Statements (Continued)

6.
Federal Income Tax Matters
   
 
As of October 31, 2016, the components of distributable earnings on a tax basis were as follows:
 
     
MicroCap
   
Ultra MicroCap
   
Low Priced
 
     
Fund
   
Fund
   
Stock Fund
 
 
Cost of investments for tax purposes
 
$
195,611,218
   
$
45,655,023
   
$
5,477,879
 
 
Gross tax unrealized appreciation
   
81,194,150
     
14,398,915
     
564,466
 
 
Gross tax unrealized depreciation
   
(14,163,852
)
   
(5,895,733
)
   
(298,532
)
 
Net unrealized appreciation
                       
 
  on investments
   
67,030,298
     
8,503,182
     
265,934
 
 
Distributable ordinary income
   
803,439
     
75,493
     
 
 
Distributable long-term capital gains
   
24,787,164
     
2,511,590
     
 
 
Total distributable earnings
   
25,590,603
     
2,587,083
     
 
 
Other accumulated losses
   
     
     
(144,105
)
 
Total accumulated earnings
 
$
92,620,901
   
$
11,090,265
   
$
121,829
 
 
 
The difference between book and tax basis distributable earnings is primarily related to the deferral of losses on wash sales.
   
 
At October 31, 2016, the Low Priced Stock Fund deferred, on a tax basis, post-October and late year ordinary losses of $12,968.
   
 
The tax composition of distributions paid during the periods ended October 31, 2016 and 2015 were as follows:
 
     
Ordinary Income
   
Long-term Capital Gains
 
     
2016
   
2015
   
2016
   
2015
 
 
MicroCap Fund
 
$
   
$
   
$
6,027,092
   
$
31,028,153
 
 
Ultra MicroCap Fund
   
     
     
866,370
     
9,199,946
 
 
Low Priced Stock Fund
   
     
     
     
 
 
 
The Fund designated as long-term capital gain dividend, pursuant to Internal Revenue Code Section 852(b)(3), the amount necessary to reduce the earnings and profits of the Fund related to net capital gain to zero for the tax year ended October 31, 2016.
   
 
On November 18, 2016, the MicroCap Fund paid short-term capital gains distributions of $0.02051 per share, and the Ultra MicroCap paid short-term capital gains distributions of $0.02136 per share. In addition, the MicroCap Fund paid long-term capital gains distributions of $3.26969 per share, and the Ultra MicroCap Fund paid long-term capital gains distributions of $0.71032 per share. The Low Priced Stock Fund did not have a distribution.
   
 
As of October 31, 2016, the Low Priced Stock Fund had short-term capital losses of $131,137, which have no expiration date.
   
7.
Restricted Securities
   
 
The Funds may own investment securities which are unregistered and thus restricted as to resale.  These securities are valued by each Fund after giving due consideration to
 
51

Perritt Funds, Inc.

Notes to Financial Statements (Continued)

 
pertinent factors including recent private sales, market conditions and the issuer’s financial performance.  Where future disposition of these securities requires registration under the Securities Act of 1933, each Fund has the right to include these securities in such registration, generally without cost to the Fund.  The Funds have no right to require registration of the unregistered securities they hold.  At October 31, 2016, the MicroCap Fund and Ultra MicroCap Fund held restricted securities with an aggregate value of $3,280,000 and $504,900, which accounted for 1.25% and 0.93%, respectively, of each Fund’s net assets.  These restricted securities are deemed to be liquid with the exception of Mobivity Holdings Corp. warrant in the Ultra MicroCap Fund.  The Mobivity Holdings Corp. warrant is considered to be illiquid.  During the year ended October 31, 2016, the Low Priced Stock Fund did not hold any restricted securities.
   
8.
Guarantees and Indemnifications
   
 
Under the Funds’ organizational documents, their officers and directors are indemnified by the Funds against certain liabilities arising out of the performance of their duties to the Funds.  Additionally, in the normal course of business, the Funds enter into contracts with service providers that contain general indemnification clauses.  The Funds’ maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Funds that have not yet occurred.  Currently, the Funds expect the risk of loss to be remote.
   
9.
Line of Credit Arrangement
   
 
The MicroCap Fund and Ultra MicroCap Fund are each party to uncommitted line of credit arrangements with U.S. Bank, N.A. with an expiration date of December 12, 2016, under which the MicroCap Fund may borrow up to $18,000,000 and the Ultra MicroCap Fund may borrow up to $6,000,000, subject to certain restrictions and covenants.  Interest is charged on borrowings at the prevailing Prime Rate.  The Funds have borrowed under these arrangements from time to time to increase the efficiency of cash flow management. At the beginning of the year, the prime rate was at 3.25% and was increased to 3.50% on December 17, 2015. For the fiscal year ended October 31, 2016, the MicroCap Fund had average borrowings of $1,136,450 and the weighted average interest rate on the line of credit borrowings was 3.50% which occurred between February 1, 2016 and April 3, 2016. The Ultra MicroCap Fund had average borrowings of $570,000 and the weighted average interest rate on the line of credit borrowings was 3.25% which occurred between November 13, 2015 and November 15, 2015.  On February 2, 2016, the MicroCap Fund had borrowings of $2,245,000, which represents the largest borrowing amount during the year.  On November 13, 2015, the Ultra MicroCap Fund had borrowings of $570,000, which represents the largest borrowing amount during the year.  At October 31, 2016, the MicroCap Fund and Ultra MicroCap Fund had no outstanding borrowings on the lines of credit.  Subsequent to October 31, 2016, the line of credit arrangements for the MicroCap Fund and the Ultra MicroCap Fund were renewed through December 11, 2017. As of October 31, 2016, the Low Priced Stock Fund does not have a line of credit arrangement.
52

Perritt Funds, Inc.

Notes to Financial Statements (Continued)

10.
Redemption Fee
   
 
The Funds charge a 2% redemption fee to those who buy and sell shares within 90 calendar days or less.  The redemption fee is retained for the benefit of long-term shareholders, and recorded as additional capital in the Statements of Changes in Net Assets.
   
11.
Transactions with Affiliates
   
 
The following issuer was affiliated with the Funds, as the Funds held 5% or more of the outstanding voting securities of the issuer during the period from November 1, 2015 through October 31, 2016.  No issuers were affiliated with the MicroCap Opportunities Fund and the Low Priced Stock Fund during the year ended October 31, 2016.  See Section (2)(a)(3) of the Investment Company Act of 1940.
 
Perritt Ultra MicroCap Fund
 
   
Share Balance At
               
Share Balance At
   
Dividend
   
Value At
 
Issuer Name
 
November 1, 2015
   
Additions
   
Reductions
   
October 31, 2016
   
Income
   
October 31, 2016
 
CTI Industries
                                   
  Corp.1
   
183,400
     
     
89,900
     
93,500
   
$
   
$
579,700
 
                                   
$
   
$
579,700
 
 
1
Issuer was not an affiliate as of October 31, 2016.
 
 
The Funds are permitted to purchase or sell securities from or to each other under specified conditions outlined in procedures adopted by the Board of Directors.  The procedures have been designed to ensure that any purchase or sale of securities by a Fund from or to another Fund complies with Rule 17a-7 of the Investment Company Act of 1940.  For the fiscal year ended October 31, 2016, the MicroCap Fund and Ultra MicroCap Fund engaged in one purchase and sale of a security pursuant to Rule 17a-7 of the Investment Company Act of 1940. The Low Priced Stock Fund did not engage in any 17a-7 transactions.
 
53

Perritt Funds, Inc.

Report of Independent Registered Public Accounting Firm

To the Shareholders and Board of Directors of
Perritt Funds, Inc.
 
We have audited the accompanying statements of assets and liabilities, including the schedules of investments, of Perritt Funds, Inc., comprising Perritt Ultra MicroCap Fund, Perritt MicroCap Opportunities Fund, and Perritt Low Priced Stock Fund (the “Funds”), as of October 31, 2016, and the related statements of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the periods indicated in the period then ended. These financial statements and financial highlights are the responsibility of the Funds’ management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.
 
We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States).  Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement.  An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements.  Our procedures included confirmation of securities owned as of October 31, 2016, by correspondence with the custodian and brokers, or by other appropriate auditing procedures where replies from brokers were not received.  An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation.  We believe that our audits provide a reasonable basis for our opinion.
 
In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of each of the Funds constituting Perritt Funds, Inc., as of October 31, 2016, the results of their operations for the year then ended, the changes in their net assets for each of the two years in the period then ended, and the financial highlights for each of the periods indicated in the period then ended, in conformity with accounting principles generally accepted in the United States of America.
 
 
COHEN & COMPANY, LTD.
 
Cleveland, Ohio
December 19, 2016
54

Perritt Funds, Inc.
 
Expense Example (Unaudited)
October 31, 2016  
 
As a shareholder of the Funds, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments, reinvested dividends, or other distributions; redemption fees (the Funds impose a 2.00% redemption fee on shares held for 90 calendar days or less after purchase); and exchange fees; and (2) ongoing costs, including management fees; distribution and/or service fees; and other Fund expenses.  This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.  The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (May 1, 2016 – October 31, 2016).
 
Actual Expenses
The first line of the table below provides information about actual account values and actual expenses.  Although the Funds charge no sales load or transaction fees (other than a 2.00% redemption fee for shares held for 90 calendar days or less after purchase), you will be assessed fees for outgoing wire transfers, returned checks and stop payment orders at prevailing rates charged by U.S. Bancorp Fund Services, LLC, the Funds transfer agent.  If you request that a redemption be made by wire transfer, currently a $15.00 fee is charged by the Funds transfer agent.  You will be charged a transaction fee equal to 2.00% of the net amount of the redemption if you redeem your shares within 90 calendar days of purchase.  IRA accounts will be charged a $15.00 annual maintenance fee.  There is a $25 IRA distribution and transfer out fee, unless set up automatically.  Please see IRA Account Agreement for additional fees related to IRA accounts.  To the extent the Fund invests in shares of other investment companies as part of its investment strategy, you will indirectly bear your proportionate share of any fees and expenses charged by the underlying funds in which the Fund invests in addition to the expenses of the Fund.  Actual expenses of the underlying funds are expected to vary among the various underlying funds.  These expenses are not included in the example below.  The example below includes, but is not limited to, management fees, shareholder servicing fees, fund accounting, custody and transfer agent fees.  However, the example below does not include portfolio trading commissions and related expenses, interest expense and other extraordinary expenses as determined under accounting principles generally accepted in the United States of America.  You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period.  Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.
 
Hypothetical Example for Comparison Purposes
The second line of the table below provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return.  The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period.  You may use this information to compare the ongoing costs of investing in the Fund and other funds.  To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.
55

Perritt Funds, Inc.
 
Expense Example (Unaudited)  (Continued)
October 31, 2016  
 
Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads), redemption fees, or exchange fees.  Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds.  In addition, if these transactional costs were included, your costs would have been higher.
 
 
Beginning
Ending
Expenses Paid
 
Account Value
Account Value
During Period
 
5/1/16
10/31/16
5/1/16 – 10/31/161
Actual
     
Perritt MicroCap Opportunities
$1,000.00
$1,091.70
$6.41
Perritt Ultra MicroCap Fund
$1,000.00
$1,088.70
$9.08
Perritt Low Priced Stock Fund
$1,000.00
$1,021.00
$7.06
       
Hypothetical
     
Perritt MicroCap Opportunities
$1,000.00
$1,019.00
$6.19
Perritt Ultra MicroCap Fund
$1,000.00
$1,016.44
$8.77
Perritt Low Priced Stock Fund
$1,000.00
$1,018.15
$7.05
 
1
Expenses are equal to the Fund’s annualized expense ratio of 1.22% for the MicroCap Opportunities Fund, 1.73% for the Ultra MicroCap Fund and 1.39% for the Low Priced Stock Fund for the six-month period, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period).
 
56

Perritt Funds, Inc.

Directors and Officers (Unaudited)

The Funds are governed by a Board of Directors that meets regularly to review investments, performance, expenses, and other business matters, and is responsible for protecting the interests of shareholders. The majority of the Funds’ directors are independent of Perritt Capital Management, Inc.  The Board of Directors elects the Funds’ officers.  The name, address, age and principal occupations for the past five years of the directors and officers are listed below, along with the number of portfolios in the Fund complex overseen by each director.  During the past five years none of the directors has served as a director of a public company or a mutual fund other than Perritt MicroCap Opportunities, Inc. and Perritt Funds, Inc.  The business address of each director and officer is 300 South Wacker Drive, Suite 2880, Chicago, IL 60606.  For additional information about the directors, please call 1-800-331-8936 and request a Statement of Additional Information (SAI) or visit www.perrittcap.com.  One will be mailed to you free of charge.
 
 
Position(s) Held
     
 
with Fund and
   
Other
 
Number of
   
Directorships
 
Portfolios in
   
Held by
Name,
Fund Complex
Term of Office
Principal
Director
Address,
Overseen
and Length of
Occupation(s)
during the
and Age
by Director
Time Served
during Past 5 Years
Past 5 Years
         
Independent Directors of the Fund
       
         
Dianne C. Click
Director
Indefinite, until
Ms. Click is a licensed Real
Perritt
Age: 54
 
successor
Estate Broker in the State
MicroCap
 
Portfolios in
elected; 20 years,
of Montana. She has been
Opportunities
 
Fund Complex
Perritt MicroCap
a partner and a principal
Fund, Inc.
 
Overseen: 3
Opportunities
owner of a real estate sales
 
   
Fund; 12 years,
company, Bozeman Broker
 
   
Perritt Ultra
Group, since April 2004.
 
   
MicroCap Fund;
She has been licensed
 
   
and since
in the state of Montana
 
   
inception,
since 1995.
 
   
Perritt Low Priced
   
   
Stock Fund
   
         
David S. Maglich
Director
Indefinite, until
Mr. Maglich is a Shareholder
Perritt
Age: 59
 
successor
with the law firm of Fergeson,
MicroCap
 
Portfolios in
elected; 27 years,
Skipper, et. al. in Sarasota,
Opportunities
 
Fund Complex
Perritt MicroCap
Florida and has been
Fund, Inc.
 
Overseen: 3
Opportunities
employed with such firm
 
   
Fund; 12 years,
since April 1989.
 
   
Perritt Ultra
   
   
MicroCap Fund;
   
   
and since
   
   
inception,
   
   
Perritt Low Priced
   
   
Stock Fund
   

57

Perritt Funds, Inc.

Directors and Officers (Unaudited) (Continued)
 
 
Position(s) Held
     
 
with Fund and
   
Other
 
Number of
   
Directorships
 
Portfolios in
   
Held by
Name,
Fund Complex
Term of Office
Principal
Director
Address,
Overseen
and Length of
Occupation(s)
during the
and Age
by Director
Time Served
during Past 5 Years
Past 5 Years
         
Inside Director of the Fund
       
         
Michael J.
       
  Corbett(1)
President
One-year term
Mr. Corbett has been
Perritt
Age: 51
 
as President;
President of the Perritt
MicroCap
 
Portfolios in
As Director,
MicroCap Opportunities
Opportunities
 
Fund Complex
indefinite until
Fund since November
Fund, Inc.
 
Overseen: 3
successor
1999 and President of the
 
   
elected;
Perritt Ultra MicroCap Fund
 
   
Director since
since August 2004. He has
 
   
October 5, 2010;
served as President of the
 
   
16 years as
Advisor since October 5,
 
   
President of
2010, and previously served
 
   
Perritt MicroCap
as Vice President of the
 
   
Opportunities
Advisor from February
 
   
Fund; 11 years
1997 until October 5, 2010.
 
   
as President of
Mr. Corbett began his
 
   
Perritt Ultra
tenure with Perritt Capital
 
   
MicroCap Fund;
Management in 1990 as a
 
   
and since
research analyst.  He assumed
 
   
inception,
portfolio management
 
   
Perritt Low Priced
responsibilities in 1996
 
   
Stock Fund
and now serves as portfolio
 
     
manager for both funds.
 
 
58

Perritt Funds, Inc.

Directors and Officers (Unaudited) (Continued)

 
Position(s) Held
     
 
with Fund and
   
Other
 
Number of
   
Directorships
 
Portfolios in
   
Held by
Name,
Fund Complex
Term of Office
Principal
Director
Address,
Overseen
and Length of
Occupation(s)
during the
and Age
by Director
Time Served
during Past 5 Years
Past 5 Years
         
Officers of the Fund other than Mr. Corbett
       
         
Mark Buh
Vice President
One-year term
Mr. Buh has been Vice
N/A
Age: 54
and Treasurer
3 years
President and Treasurer of the
 
     
Funds and Chief Financial
 
     
Officer of the Advisor since
 
     
February 2012.  He has over
 
     
25 years experience in corporate
 
     
accounting, finance, administration,
 
     
planning and business development. 
 
     
His previous experience includes
 
     
tenures at Ernst and Young and
 
     
CenturyLink Communications.
 
Lynn E.
       
  Burmeister
Vice President,
One-year term
Mrs. Burmeister has been the
N/A
Age: 57
Chief
5 years
Chief Compliance Officer
 
 
Compliance
 
since May 1, 2010, and
 
 
Officer and
 
oversees all compliance
 
 
Secretary
 
matters for the funds and the
 
     
advisor. She also coordinates
 
     
the administration of the Funds
 
     
and is a liaison with the firm’s
 
     
corporate counsel.  Mrs.
 
     
Burmeister has worked in the
 
     
financial industry since 1980.
 
     
Her previous experience
 
     
includes work at Harris
 
     
Associates, Gofen & Glossberg
 
     
and Optimum Investments.
 
 
(1)
Mr. Corbett is an interested person of the Funds based upon his position with the Advisor.

59

Perritt Funds
 
The Funds file their complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarters of each fiscal year on Form N-Q. The Funds’ Forms N-Q are available on the Securities and Exchange Commission’s website at http://www.sec.gov and may be reviewed and copied at the Commission’s Public Reference Room in Washington, D.C.  Information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330. The Funds’ latest Forms N-Q are also available without charge upon request by calling 1-800-331-8936.
 
A description of the policies and procedures that the Funds use to determine how to vote proxies relating to portfolio securities is available without charge, upon request, by calling the Advisor at 1-800-331-8936 and on the Securities and Exchange Commission’s website at http://www.sec.gov.
 
Information regarding how the Funds voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available without charge, upon request, by calling 1-800-331-8936 and on the Securities and Exchange Commission’s website at http://www.sec.gov.
 
Household Delivery of Shareholder Documents: To reduce expenses, the Funds may mail only one copy of the Funds’ prospectus, SAI and each annual and semi-annual report to those addresses shared by two or more accounts.  If you wish to receive individual copies of these documents, please call the Funds at 1-800-331-8936 or contact your financial institution.  You will begin receiving individual copies thirty days after receiving your request.
 
Electronic Delivery of Shareholder Documents: You may choose to receive the Funds’ prospectus and annual and semi-annual reports electronically.  To sign up for electronic delivery, visit www.icsdelivery.com and select the first letter of your brokerage firm’s name.  Then, select your brokerage institution from the list that follows, fill out the appropriate information and provide an e-mail address where you would like your information sent.  If your brokerage firm is not listed, electronic delivery may not be available.  Please contact your brokerage firm or financial advisor.
 
Tax Notice
 
For the year end October 31, 2016, the Perritt MicroCap Opportunities Fund, the Perritt Ultra MicroCap Fund and the Perritt Low Priced Stock Fund did not pay any interest related dividends under the Internal Revenue Code Section 87(k)(1)(c). Additionally, for the year ended October 31, 2016, 0%, 0% and 0% of the distributions paid by the Perritt MicroCap Opportunities Fund, the Perritt Ultra MicroCap Fund and the Perritt Low Priced Stock Fund were designated as short-term capital gain distributions designated under the Internal Revenue Code Section 871(k)(2)(c).
 
The percentage of dividend income distributed for the year ended October 31, 2016, which is designated as qualified dividend income under the Jobs and Growth Tax Relief Reconciliation Act of 2003, is 0%, 0% and 0% for the Perritt MicroCap Opportunities Fund, the Perritt Ultra MicroCap Fund and the Perritt Low Priced Stock Fund, respectively. Of the dividends paid by the Perritt MicroCap Opportunities Fund, the Perritt Ultra MicroCap Fund and the Perritt Low Priced Stock Fund, 0%, 0% and 0%, respectively, qualify for the corporate dividends received deduction.
60

Privacy Policy
 
We collect the following nonpublic personal information about you:
 
 
Information we receive from you on or in applications or other forms, including but not limited to, your name, address, phone number, and social security number; and
     
 
Information about your transactions with us, our affiliates or others, including but not limited to, your account number and balance, parties to transactions, cost basis information and other financial information.
 
We do not disclose any nonpublic personal information about our current or former shareholders to nonaffiliated third parties, except as permitted by law.  For example, we are permitted by law to disclose all the information we collect to our transfer agent to process your transactions.  Furthermore, we restrict access to your nonpublic personal information to those persons who require such information to provide products or services to you.  We maintain physical, electronic, and procedural safeguards through our transfer agent, U.S. Bancorp Fund Services, LLC, that comply with federal standards to guard your nonpublic personal information.
 
In the event that you hold shares of the Funds through a financial intermediary, including, but not limited to, a broker-dealer, bank or trust company, the privacy policy of your financial intermediary would govern how your nonpublic personal information would be shared with nonaffiliated third parties.
 
61

 
 
  Investment Advisor
 
Perritt Capital Management, Inc.
 
300 South Wacker Drive, Suite 2880
 
Chicago, IL 60606-6703
 
800-331-8936
   
 
Independent Registered
 
Public Accounting Firm
 
Cohen & Company, Ltd.
 
1350 Euclid Avenue, Suite 800
 
Cleveland, OH 44115
   
 
Legal Counsel
 
Foley & Lardner LLP
 
777 East Wisconsin Avenue
 
Milwaukee, WI 53202
   
 
Custodian
 
U.S. Bank, NA
 
1555 North River Center Drive, Suite 302
 
Milwaukee, WI 53212
   
 
Transfer Agent
 
and Dividend Disbursing Agent
 
U.S. Bancorp Fund Services, LLC
 
P.O. Box 701
 
Milwaukee, WI 53201-0701
   
 
Distributor
 
Quasar Distributors, LLC
 
615 East Michigan Street
 
Milwaukee, WI 53202
   
 
For assistance with your existing account, call our Shareholder Service Center at 1-800-332-3133.
   
 
The Funds’ Statements of Additional Information contain information about the Funds’ directors and are available without charge upon request by calling 1-800-332-3133.
 


 

 
MicroCap Opportunities Fund

Ultra MicroCap Fund

Low Priced Stock Fund


Minimum Initial Investment $1,000
 
IRA Minimum Initial Investment $250
 
Dividend Reinvestment Plan
 
Systematic Withdrawal Plan
 
Automatic Investment Plan
 
Retirement Plans Including:
 
IRA
Roth IRA
SEP-IRA
Coverdell Education
Simple IRA
 
Savings Account

2% redemption fee imposed for shares
held ninety (90) calendar days or less.
 
This report is authorized for distribution
only to shareholders and others who have
received a copy of the prospectus of the
Perritt MicroCap Opportunities Fund,
the Perritt Ultra MicroCap Fund and/or
the Perritt Low Priced Stock Fund.



300 S. Wacker Drive • Suite 2880 • Chicago, IL 60606-6703
Tel 312-669-1650 • 800-331-8936 • Fax: 312-669-1235
E-mail: info@PerrittCap.com
Web Site: www.perrittcap.com
 
 

Item 2. Code of Ethics.

The registrant has adopted a code of ethics that applies to the registrant’s principal executive officer and principal financial officer.  The registrant has not made any amendments to its code of ethics during the period covered by this report.  The registrant has not granted any waivers from any provisions of the code of ethics during the period covered by this report.  Incorporated by reference to the registrant’s Form N-CSR filed January 8, 2010.

Item 3. Audit Committee Financial Expert.

The registrant’s board of directors has determined that the registrant does not have an audit committee financial expert serving on its board of directors, which functions as the registrant’s audit committee since the registrant does not have a separate audit committee.

The board of directors has determined that the members of the board of directors have sufficient background, experience and financial knowledge to fulfill their responsibilities and obligations to the registrant and its shareholders.  Accordingly, the board of directors has determined that the search for, and possible appointment of, a person who would satisfy the definition of an audit committee financial expert is not necessary.

Item 4. Principal Accountant Fees and Services.

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

 
FYE  10/31/2016
FYE  10/31/2015
Audit Fees
$40,500
$39,000
Audit-Related Fees
$0
$0
Tax Fees
$9,000
$9,000
All Other Fees
$0
$0

The percentage of fees billed by Cohen Fund Audit Services, Ltd. for the fiscal years ended October 31, 2016 and October 31, 2015, respectively, applicable to non-audit services pursuant to a waiver of the pre-approval requirement was as follows:

 
FYE  10/31/2016
FYE  10/31/2015
Audit-Related Fees
0%
0%
Tax Fees
0%
0%
All Other Fees
0%
0%

All of the principal accountant’s hours spent on auditing the registrant’s financial statements were attributed to work performed by full‑time permanent employees of the principal accountant.  The following table indicates the non-audit fees billed or expected to be billed by the registrant’s accountants for services to the registrant and to the registrant’s investment adviser or Service Affiliates (as defined below) for the last two years.

Non-Audit Related Fees
FYE  10/31/2016
FYE  10/31/2015
Registrant
$0
$0
Registrant’s Investment Adviser
$0
$0

Because the registrant’s accountants have not rendered any non-audit services during the last two fiscal years to the registrant’s investment adviser, or any entity controlling, controlled by or under common control with the investment adviser that provides ongoing services to the registrant (together with the registrant’s investment adviser, “Service Affiliates”) that were not pre-approved pursuant to paragraph (c)(7)(ii) of Rule 2-01 of Regulation S-X, the registrant’s board of directors has not considered whether the provision of such services to the registrant’s investment adviser or the Service Affiliates is compatible with maintaining the independence of the registrant’s accountant.

Item 5. Audit Committee of Listed Registrants.

Not applicable to registrants who are not listed issuers (as defined in Rule 10A-3 under the Securities Exchange Act of 1934).

Item 6. Investments.

(a).  Schedule of Investments is included as part of the report to shareholders filed under Item 1 of this Form.

(b).  Not applicable.

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

Not applicable to open-end investment companies.

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

Not applicable to open-end investment companies.

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

Not applicable to open-end investment companies.

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

There have been no material changes to the procedures by which shareholders may recommend nominees to the registrant’s board of directors.

Item 11. Controls and Procedures.

The Registrant’s President and Treasurer have reviewed the Registrant's disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940 (the “Act”)) as of a date within 90 days of the filing of this report, as required by Rule 30a-3(b) under the Act and Rules 13a-15(b) or 15d‑15(b) under the Securities Exchange Act of 1934.  Based on their review, such officers have concluded that the disclosure controls and procedures are effective in ensuring that information required to be disclosed in this report is appropriately recorded, processed, summarized and reported and made known to them by others within the Registrant and by the Registrant’s service provider.

There were no changes in the Registrant's internal control over financial reporting (as defined in Rule 30a-3(d) under the Act) that occurred during the second fiscal quarter of the period covered by this report that has materially affected, or is reasonably likely to materially affect, the Registrant's internal control over financial reporting.

Item 12. Exhibits.

(a)
(1) Any code of ethics or amendment thereto, that is the subject of the disclosure required by Item 2, to the extent that the registrant intends to satisfy Item 2 requirements through filing an exhibit. Incorporated by reference to the registrant’s Form N-CSR filed January 8, 2010.

(2) A separate certification for each principal executive and principal financial officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.  Filed herewith.

(3) Any written solicitation to purchase securities under Rule 23c‑1 under the Act sent or given during the period covered by the report by or on behalf of the registrant to 10 or more persons.  Not applicable to open-end investment companies.

(b)
Certifications pursuant to Section 906 of the Sarbanes‑Oxley Act of 2002.  Furnished herewith.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.


(Registrant)  Perritt Funds, Inc.

By (Signature and Title)* /s/ Michael J. Corbett
  Michael J. Corbett, President

Date    December 29, 2016



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/ Michael J. Corbett
  Michael J. Corbett, President

Date    December 29, 2016

By (Signature and Title)*  /s/ Mark J. Buh
   Mark J. Buh, Treasurer/Principal Financial Officer

Date    December 29, 2016

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