N-CSR 1 perritt-ncsra.htm PERRITT FUNDS ANNUAL REPORT 10-31-18
 
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 600, Chicago, IL 60606
(Address of principal executive offices) (Zip code)



Michael J. Corbett, 300 South Wacker Drive, Suite 600, 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, 2018



Date of reporting period:  October 31, 2018





Item 1. Reports to Stockholders.

 
 




 
MicroCap Opportunities Fund

Ultra MicroCap Fund

Low Priced Stock Fund



 
 
 
 
 
 
 
 
 

 




Annual Report
October 31, 2018





 
 
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, 2018

From the Desk of Michael Corbett, President and CIO
2
   
Perritt MicroCap Opportunities Fund
 
From the Portfolio Managers
3
Performance
6
Ten Largest Common Stock Holdings
8
Allocation of Portfolio Investments
9
   
Perritt Ultra MicroCap Fund
 
From the Portfolio Managers
10
Performance
14
Ten Largest Common Stock Holdings
16
Allocation of Portfolio Investments
17
   
Perritt Low Priced Stock Fund
 
From the Portfolio Manager
18
Performance
22
Ten Largest Common Stock Holdings
24
Allocation of Portfolio Investments
25
   
Perritt Funds
 
Schedules of Investments
26
Statements of Assets and Liabilities
36
Statements of Operations
37
Statements of Changes in Net Assets
38
Financial Highlights
41
Notes to Financial Statements
44
Report of the Independent Registered Public Accounting Firm
53
Expense Example
54
Directors and Officers
56
Information
60



1

Perritt Funds, Inc.

From the Desk of Michael Corbett, President and CIO


Michael Corbett,
President and CIO

Dr. Gerald W. Perritt
 
“We are sad to report the loss of our founder, friend, teacher and mentor. Dr. Perritt was a pioneer in the mutual fund industry. He was one of the first in the industry to track performance and industry dynamics, and to champion mutual funds as an investment option. He launched The Mutual Fund Letter in 1981, a monthly newsletter tracking the mutual fund industry. Dr. Perritt’s flagship newsletter was Investment Horizons where he recommended micro-cap stocks. He also created the Perritt MicroCap Opportunities Fund, one of the first micro-cap mutual funds, in 1988,” stated Michael Corbett, the current CEO of Perritt Capital Management.
 
Dr. Perritt was a prolific writer, sharing his insights and expertise through newsletters and several books, including Small Stocks, Big Profits, Mutual Funds Made Easy, and Expanding Your Investment Horizons. He was also a columnist for Forbes Magazine. Dr. Perritt was frequently quoted in such publications as the Wall Street Journal and Barron’s Magazine. He was always generous to share his wisdom, knowledge and experience with his staff, grooming successful investors.
 
Teaching was a passion for Dr. Perritt. He taught and mentored many throughout his illustrious career. He served as a professor at several prestigious universities, including Ball State University, Babson College, University of Miami and DePaul University.
 
Michael Corbett added, “Our thoughts and prayers are with Dr. Perritt’s family and loved ones.”
 

 
 
 

 
2

Perritt MicroCap Opportunities Fund
 
Portfolio Managers’ Message


Michael Corbett,
Portfolio Manager

The Perritt MicroCap Opportunities Fund posted a loss of 5.89% for the 12 months ended October 31, 2018, which compares to a 1.43% gain for the Russell Microcap® Index and 1.85% 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.  While recent performance is disappointing, we have not seen this level of opportunity in many years.  In addition to the description of the top 10 holdings on the following pages, we have decided to include details of some unique holdings.  We think these descriptions will give a better understanding of why we are excited about the current investment opportunities.
 
DLH Holdings Corp. (DLHC) provides healthcare and social services in the United States. It offers defense and veterans’ health solutions, including case management, physical and behavioral health examinations, and medical administration and logistics services.  In the past three years, DLHC has more than doubled their revenue and EBITDA is up nearly fourfold.  Despite these impressive results, DLHC’s stock has made a roundtrip back the same level is was three years ago.  Our discussions with management give us confidence that growth will continue.  Based on our estimates, DLHC’s stock currently trades at less than 0.3 of future revenue and less than 3 times EBITDA.  We compared DLHC to several other health care services companies, one of which is United Health (UNH).  UNH is a health care service company that is worth nearly $300 billion and has more than $200 billion in revenue.  UNH trades at more than 12 times future EBITDA.  While it is hard to believe DLHC should trade at such a rich valuation of UNH, we believe DLHC shares are incredibly attractive at these levels.
 
Infrastructure and Energy Alternatives (IEA) provides engineering, procurement, and construction services for the renewable energy, traditional power, and civil infrastructure industries in the United States. It offers design, site development, construction, installation, and restoration of infrastructure services.  Recent results showed that IEA’s backlog is in excess of $1.8 billion.  Given our 2019 estimates for revenue and cash flow, IEA is one of the most reasonable priced stocks in our portfolio.  Revenue should grow by more than 70% next year to nearly $1.5 billion and EBITDA should climb more than two-fold to more than $140 million.  With an estimated enterprise value of less than $400 million, IEA shares trade at less than one-third of revenue and less than 3 times EBITDA.
 
Northern Technologies International Corporation (NTIC) develops leading corrosion inhibiting products and services, as well as bio-based and biodegradable polymer compounds. They recently invested $3.5 million in developing new corrosion solutions and bioplastic products. ZERUST is sprayed on metal components to prevent damage to the appearance and the mechanical performance often realizing a savings of 15-35% of the cost. Nature-Tec produces bioplastic solutions such as plastic bags for shipping and resin for straws to reduce carbon dioxide emissions and provide sustainable products. NTIC has grown sales by more than 15% per year from 2010 – 2017 and sales year-to-date in 2018 are up 30% to a record level. NTIC China and
 

 
3

Perritt MicroCap Opportunities Fund

 
Nature-Tec recorded sales growth of 73.1% and 48.2% respectively. They are expected to be key contributors to fiscal 2019 and beyond. The company has no debt, and recently started paying a dividend, which we expect several increases in the future.
 
Miller Industries, Inc. (MLR) is the industry leader in the manufacturing and sale of towing and recovery equipment. Plant expansion and consolidation in North America is complete and growth is steady in the single digits. The true revenue generator is overseas with MLR’s French subsidiary. Growth in the first half of the year was 80%. MLR is contemplating adding more capacity there and has a strong balance sheet to do so with virtually no debt. Over the last 4 years they have grown revenues 50% and doubled earnings. The valuation is very reasonable at less 0.4 times revenue, 6.2 times EBITDA, a price earnings ratio under 10 and a 2.6% dividend yield.
 
Silvercrest Asset Management Group (SAMG) a wealth management firm, provides financial advisory and related family office services in the United States. The company serves ultra-high net worth individuals and families, as well as their trusts; endowments; foundations; and other institutional investors. It also manages funds of funds and other investment funds.  We believe SAMG is one of the most attractively priced asset management stocks in the public market today.  The company has more than $21 billion in assets under management and its shares trade for less than $100 million enterprise value.  Revenues have been growing at a 10% clip and shares trade for less than 4 times EV/EBITDA.  We compare this company to several other asset managers, but the closest comparison is Focus Financial (FOCS).  We believe FOCS is a high-quality company, but its shares trade at nearly three times the valuation of SAMG.  In other words, SAMG’s stock would have to triple its stock price to be valued at the same level as FOCS.
 
We are encouraged by the current composition of the portfolio.  The Fund’s companies trade at a median price to revenue 0.9, which is about half that of the Russell Microcap® Index. We estimate that earnings will grow by more than 20% next year and the portfolio’s forward price earnings ratio is a little above 13 times. We can’t quote a price earnings ratio for the Russell Microcap® Index because more than 900 of the 1550 companies in the Index are not profitable. The remaining 650 profitable companies in the Index have a median price earnings ratio of approximately 18, which is more expensive that our portfolio. The bottom line is that we believe our portfolio is higher quality than that of the Russell Microcap Index.
 
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.
 

 
Michael Corbett
Portfolio Manager
 

 
4

Perritt MicroCap Opportunities Fund

 
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.
 
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.
 
EV/EBITDA is the enterprise value to EBITDA or earnings before interest, taxes, depreciation, and amortization.  The EV equals market capitalization + preferred shares + minority interest + debt - total cash divided by EBITDA.
 
Forward Price Earnings Ratio (Forward P/E) is a quantification of the ratio of price-to-earnings using forecasted earnings for the P/E calculation.
 



5

Perritt MicroCap Opportunities Fund

Performance* (Unaudited)
October 31, 2018   

Perritt MicroCap Opportunities Fund versus
Russell Microcap® Index and Russell 2000® 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.  It is not possible to invest directly in an index.

 
6

Perritt MicroCap Opportunities Fund
 
Performance (Unaudited) (Continued)
October 31, 2018   
 
Average Annual Total Returns*
 
Periods ended October 31, 2018 (Unaudited)
 
 
Past
Past
Past
Past
 
1 Year
5 Years
10 Years
25 Years
         
Perritt MicroCap Opportunities Fund
(5.89)% 
5.15%
11.78%
10.03%
         
Russell Microcap Index
1.43%
7.62%
12.08%
N/A
  (reflects no deduction for fees and expenses)
       
         
Russell 2000 index
1.85%
8.01%
12.44%
  8.76%
  (reflects no deduction for fees and expenses)
       
 
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.



7

Perritt MicroCap Opportunities Fund

Ten Largest Common Stock Holdings (Unaudited)

Northern Technology International Corp. (NTIC) develops and markets rust and corrosion inhibiting products and services to automotive, electronics, electrical mechanical, military, retail consumer, and oil and gas markets.
 
Ooma, Inc. (OOMA) provides communications solutions and other connected services to small business, home, and mobile users in the United States and Canadian markets.
 
BlueLinx Holdings, Inc. (BXC), together with its subsidiaries, distributes building and industrial products in the United States. It distributes products in two principal categories, structural products and specialty products.
 
Photronics, Inc. (PLAB),  together with its subsidiaries, manufactures and sells photomasks in the United States, Taiwan, Korea, Europe, and internationally. The company offers photomasks, which are high precision photographic quartz plates containing microscopic images of electronic circuits for use in the manufacture of semiconductors and flat panel displays.
 
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.
 
Silvercrest Asset Management Group, Inc. – Class A (SAMG) is a wealth management firm that provides financial advisory and related family office services in the United States. The company serves ultra-high net worth individuals and families, as well as their trusts; endowments; foundations; and other institutional investors. It also manages funds of funds and other investment funds.
 
Bankwell Financial Group, Inc. (BWFG) operates as the bank holding company for Bankwell Bank, it provides a range of banking services to commercial and consumer customers in Connecticut.
 
Primo Water Corp. (PRMW), together with its subsidiaries, provides multi-gallon purified bottled water, self-service refill water, and water dispensers in the United States and Canada. It operates in three segments: Refill, Exchange, and Dispensers.
 
Radiant Logistics, Inc. (RLGT) operates as a third-party logistics and multi-modal transportation services company primarily in the United States and Canada. The company offers domestic and international air and ocean freight forwarding services; and freight brokerage services, including truckload, less than truckload, and intermodal services.
 
PCM, Inc. (PCMI) through its subsidiaries, operates as a multi-vendor provider of technology products and solutions in the United States and Europe. It primarily sells device products, servers, storage products, network products, printers, and related accessories and 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.


8

Perritt MicroCap Opportunities Fund

Allocation of Portfolio Investments (Unaudited)
October 31, 2018   
 
 


 
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.

 

 

9

Perritt Ultra MicroCap Fund

Portfolio Managers’ Message
 
Michael Corbett,
Matthew Brackmann,
Portfolio Manager
Portfolio Manager

The Perritt Ultra MicroCap posted a 5.22% loss for the second half of the 2018 fiscal year as of October 31, compared to a loss of 2.44% for the Russell Microcap® Index during the same period.  For the entire fiscal year the Perritt Ultra MicroCap had a loss of 5.73% compared to a gain of 1.43% for the Russell Microcap® Index. The Fund’s longer-term performance, as well as that of its index, can be found on page 14. As shareholders ourselves, we share in the disappointment over the years results. However, we are also excited for the future as we see value opportunities in names that have quite frankly been ignored by the marketplace.  To illustrate this point, we have selected a handful of names to highlight and demonstrate our outlook going forward.
 
Cynergistek, Inc. (CTEK) is a provider of managed print and cybersecurity services to hospital chains and healthcare providers across much of the U.S.  The company came to be through the merging of two firms that served the same healthcare space independently in managed print and cybersecurity but shared very little in terms of their customer base. We have always viewed this as a good opportunity for them to cross sell their services across their current customer portfolio as well as to continue to grow organically.  As one would expect given the number of high-profile data breaches that have been in the news the last few years, cybersecurity is a growing area of demand within the healthcare space. This is made even more important by hospitals need to secure any digital data regarding their patients to abide by HIPAA laws.  CTEK currently trades at an Enterprise Value to Revenue (EV/Rev) of .9x. Other names in the cybersecurity and cloud space usually trade at multiples of revenue.  FireEye, a cybersecurity software provider trades at 4.5x EV/REV and loses money every quarter.  CTEK on the other hand has been profitable six out of their last eight quarters.  Due to this disconnect in value, our outlook going forward for CTEK remains very positive.
 
Galaxy Gaming, Inc. (GLXZ) is a gaming company that designs, develops, manufactures, markets, and licenses proprietary casino gaming tables both in the United States and overseas. Over the past couple of years, there have been several positive developments that have led to some success for the company including the appointment of a new professional management team, a renegotiation of their debt lowering their interest rate by several percentage points and approval to sell their products into the Nevada gaming market.  These developments coupled with our discussion with management have led us to believe that they’re trading at forward EV/EBITDA of (EBITDA is Earnings before Interest, Taxes, Depreciation and Amortization) of about 9x and an EV/REV of about 3x.  The last two companies acquired in this space were purchased at multiples in the range of 4-5x revenue and 12-16x EBITDA.  When we look at these historical metrics versus Galaxy’s current metrics we remain confident that the stock continues to have significant upside despite having traded sideways this year.
 

 
10

Perritt Ultra MicroCap Fund

 
First Internet Bancorp (INBK) is a bank holding company that operates and internet based bank offering commercial and retail banking services via their website, www.firstib.com.  By operating under an asset light internet banking model INBK is able to offer their customer more attractive rates on their accounts than a conventional brick and mortar bank due to the savings that come with business model.  The company consistently posts double digit revenue growth rates each year and as they scale up should be able to leverage their existing infrastructure to growth rates of return at a higher pace than traditional banks as they do not need to open new branches.  They are currently trading at only .9x their price to tangible book value.  A larger player in the space, Axos Financial, currently trades at a multiple of 2.0x. While they have better rates of return due to their size, we believe that as INBK scales up they will be able to grow their multiples and get to the level of the larger players in the space.  Due to this we view INBK as an attractive investment at these levels.
 
As of October 31, 2018, the Fund holds the common stock of 84 companies which is the same number of companies we reported in our semi-annual report.  We still intend to keep the number of names in the portfolio around this number and continue with our strategy of concentrating on high quality and higher conviction names.  Based on our earnings estimates, the Fund’s portfolio is trading at a 17.0x forward price to earnings.  The median price to sales ratio is 0.97x, the median price to book is 1.54x, and price to trailing twelve month’s earnings of 19.43x.  The median market cap for the fund is at $85.7 million. The compares to the Russell Microcap metrics of a price to earnings of 1.97x, a price to book of 1.68x and a trailing P/E of 17.93x. It is interesting to note that the P/E number for the Index only includes profitable companies, and of the 1550 names that constitute the index only 616 of those are profitable.
 
We want to genuinely 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 over 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


11

Perritt Ultra MicroCap Fund

 
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.
 
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.
 
Enterprise Value to Revenue (EV/Rev) multiple is a valuation metric used to value a business by dividing its enterprise value (equity plus debt minus cash) by its annual revenue.
 
EV/EBITDA is the enterprise value to EBITDA or earnings before interest, taxes, depreciation, and amortization.  The EV equals market capitalization + preferred shares + minority interest + debt - total cash divided by EBITDA.
 
Forward Price Earnings Ratio (Forward P/E) is a quantification of the ratio of price-to-earnings using forecasted earnings for the P/E calculation.
 
Trailing P/E is calculated by dividing the current market value, or share price, by the earnings per share over the previous 12 months.
 
Price to Book Ratio (P/B) is a financial ratio used to compare a company’s current market price to its book value.
 
Price to Sales Ratio (P/S) is a valuation metric for stocks.  It is calculated by dividing the company’s market cap by the revenue in the most recent year; or, equivalently, divide the per-share stock price by the per-share revenue.
 






12









(This Page Intentionally Left Blank.)





 




13

Perritt Ultra MicroCap Fund

Performance* (Unaudited)
October 31, 2018   

Perritt Ultra MicroCap Fund versus
Russell Microcap® Index and Russell 2000® 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.  It is not possible to invest directly in an index.

 
14

Perritt Ultra MicroCap Fund
 
Performance (Unaudited) (Continued)
October 31, 2018   
 
Average Annual Total Returns*
 
Periods ended October 31, 2018 (Unaudited)
 
 
Past
Past
Past
 
1 Year
5 Years
10 Years
       
Perritt Ultra MicroCap Fund
(5.73)%
6.25%
13.09%
       
Russell Microcap Index
1.43%
7.62%
12.08%
  (reflects no deduction for fees and expenses)
     
       
Russell 2000 Index
1.85%
8.01%
12.44%
  (reflects no deduction for fees and expenses)
     
 
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.
 
 

 

15

Perritt Ultra MicroCap Fund

Ten Largest Common Stock Holdings (Unaudited)

Galaxy Gaming, Inc. (GLXZ) is a gaming company that designs, develops, manufactures, markets, acquires, and licenses proprietary casino table games and associated technology, platforms, and systems for the gaming industry.
 
CynergisTek, Inc. (CTEK) provides outsourced document solutions, IT consulting data security, and managed print services primarily to the healthcare industry in the United States. The company offers Incident Response, Vendor Security Management, and Patient Privacy Monitoring Service, as well as Compliance Assist Partner Program.
 
DLH Holdings Corp. (DLHC) provides healthcare, logistics, and technical services and solutions to Federal Government agencies including the Department of Veteran Affairs, the Department of Defense, and other government clients.
 
PCM, Inc. (PCMI) through its subsidiaries, operates as a multi-vendor provider of technology products and solutions in the United States and Europe. It primarily sells device products, servers, storage products, network products, printers, and related accessories and devices.
 
Sensus Healthcare, Inc. (STRS) manufactures and markets superficial radiation therapy devices to healthcare providers worldwide. It offers SRT-100, a photon X-ray low energy superficial radiotherapy system that provides patients an alternative to surgery for treating non-melanoma skin cancers; and SRT-100 Vision, which provides the user with a superficial radiation therapy-tailored treatment planning application that integrates the embedded high frequency ultrasound imaging module, volumetric tumor analysis, beam margins planning, and dosimetry parameters.
 
ImmuCell Corp. (ICCC), an animal health company, develops, acquires, manufactures, and sells products that enhance the health and productivity of dairy and beef cattle in the United States and internationally. The company primarily offers First Defense, an orally delivered scours preventive product for newborn calves.
 
Northern Technology International Corp. (NTIC) develops and markets rust and corrosion inhibiting products and services to automotive, electronics, electrical mechanical, military, retail consumer, and oil and gas markets.
 
Information Services Group, Inc. (III) operates as a technology research and advisory company in the Americas, Europe, and the Asia Pacific. The company offers digital transformation services, including automation, cloud, and data analytics; sourcing advisory; managed governance and risk; network carrier; technology strategy and operations design; change management; and market intelligence and technology research and analysis services.
 
Sachem Capital Corp. (SACH) operates as a real estate finance company and engages in originating, underwriting, funding, servicing, and managing a portfolio of short-term loans secured by first mortgage liens on real property located primarily in Connecticut.
 
Global Water Resources, Inc. (GWRS), a water resource management company, owns, operates, and manages regulated water, waste water, and recycled water utilities primarily in metropolitan Phoenix, Arizona.
 


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.


16

Perritt Ultra MicroCap Fund

Allocation of Portfolio Investments (Unaudited)
October 31, 2018   




 
 
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.
 
 
 
 
 

 

17

Perritt Low Priced Stock Fund

Portfolio Manager’s Message
 

Michael Corbett,
Portfolio Manager

We are certainly disappointed with the absolute and relative performance for the Perritt Low Priced Stock Fund this past year.  We remain extremely excited about the prospects for the Fund’s holdings.  That is why we have decided to provide an expanded detail of some of the most interesting and largest holdings in this report.  The Fund’s performance results and historic performance can be found on the pages later in this report.
 
Callaway Golf (ELY) together with its subsidiaries, designs, manufactures, and sells golf clubs, golf balls, golf bags, and other golf-related accessories in the United States and internationally. The company operates through three segments: Golf Clubs; Golf Balls; and Gear and Accessories. It offers drivers, fairway woods, hybrids, irons, wedges, and putters.  The company has a number one or two market shares in most categories.  The hidden gem in Callaway’s bag is their 15% ownership of Topgolf.  Topgolf is a private company that offers one of the fastest growing retail concepts in the world.  There are more than 60 locations worldwide that offer competitive golf games and an impressive food and drink menu.  We expect Topgolf to double its footprint in the next couple of years and take the company public.
 
Glu Mobile Inc. (GLUU) develops, publishes, and markets a portfolio of free-to-play mobile games for the users of smartphones and tablet devices. The company publishes titles in four genres, including home décor, sports and action, fashion and celebrity, and time management. Online games have become the new big sports for younger people.  There were more than 60 million people watching the 2017 League of World Video Game Final, which is half the amount of people watching the Super Bowl each year.  This is a huge growth industry, and GLUU is well positioned to participate in that growth.  We expect revenue and profits to grow well in the double digits in the next several years.
 
Immersion Corporation (IMMR) develops and licenses haptic technologies, with 3000+ issued and pending patents, which allow people to use their sense of touch when they engage with various digital products. This is used with mobile devices, gaming, auto and other sectors. Their haptics are in approximately 7% of all automobiles, but after signing a recent series of deals, they will have 50% coverage with $1 to $6 of content per car. Recent license agreements have included Apple, Fitbit, and Sony and pending litigation against Samsung and Motorola looks very favorable. Earnings can be lumpy due to less fixed fees and more license sales. There is anticipation of a $50 million settlement with Samsung which would be about 17% of IMMR’s enterprise value. IMMR trades at 3.1x EBITDA, has a 13% free cash flow yield, and zero debt. This company could have explosive growth as more devices migrate to “touch”.
 
KEMET Corporation (KEM) manufactures and sells passive electronic components under the KEMET brand worldwide. The company operates in three segments: Solid Capacitors, Film and Electrolytic; and Electro-Magnetic, Sensors, and Actuators. The company recently completed an agreement with 2 customers where 27 billion pieces or 37% of all KEMET annual MLCC capacity are sold through fiscal 2021.  This recurring revenue stream has been unattainable in their industry thus far and
 

 
18

Perritt Low Priced Stock Fund

 
requires a high level of confidence and trust between the parties.  Despite the fact that the company has grown revenue in excess of 20% annualized in the past three years and future growth looks promising, the company’s stock trades at less than 1 times revenue and less than 6 times earnings.
 
McEwen Mining (MUX) engages in the exploration, development, production, and sale of gold and silver. The company owns 100% interests in the El Gallo 1 mine and El Gallo 2 project in the state of Sinaloa, Mexico; and the Black Fox Complex, Buffalo Ankerite, Fuller, Davidson Tisdale, and Black Fox North properties in Canada.  McEwen Mining was founded by Robert McEwen who was also founder and former Chairman and CEO of Goldcorp, which is one of the largest gold producers in the world.  Under McEwen leadership, he consolidated five companies to form Goldcorp in the 1990s.  During his leadership from 1993 to 2005, Goldcorp’s stock rose by nearly 20-fold.  Mr. McEwen receives $1 in salary, no bonus and no options, but owns 24% of MUX.  We are excited to be a fellow shareholder with Mr. McEwen!
 
Tecnoglass (TGLS) through its subsidiaries, manufactures and sells architectural glass, windows, and associated aluminum products for the global commercial and residential construction industries in North, Central, and South America. It offers soft coat, laminated/thermo-laminated, thermo-acoustic, tempered, silk-screened, curved, and digital print glass. In the past five years, the company has grown revenue by more than 13% annually and EBITDA has grown by nearly 20% in that same period.  The company’s shares trade at a reasonable 1.4 times revenue and a little more than 6 times EBITDA.  The company pays an above average dividend with a current yield in excess of 6%.  Given the fact that management recently raised guidance, we believe the dividend is solid and future increases in the dividend are likely.
 
While there is not enough room to discuss all the Fund’s holdings in this report, we are equally excited about all the holdings in this portfolio.  Here are some summary statistics for the entire portfolio.  Based on our earnings estimate, the Fund’s portfolio trades at less than 11 times 2019 earnings.  The median price to revenue is slightly less than 0.9 times.  These valuations compare to the Russell 2000® Index’s median price earnings ratio of 14.2 and a median price to revenue of 2.1 times.  In addition, there are nearly one-third of the companies in the Index that are not profitable.  More than 90% of the companies in the Perritt Low Priced Stock Fund are profitable.
 
Thank you for entrusting your investment with us.  The Perritt Capital Management team continues to show their commitment to the Fund’s success with their own personal investment.  As a fellow shareholder and the largest shareholder, I am committed to the success of this fund.  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.
 

 
Michael Corbett
Portfolio Manager
 

 

 
19

Perritt Low Priced Stock Fund

 
Past performance does not guarantee future results.
 
Earnings Growth is not a measure of the Fund’s future performance.
 
Opinions expressed are subject to change at any time, are not guaranteed, and should not be considered investment advice.
 
The Russell 2000® Index consists of the smallest 2000 companies in a group of 3000 companies in the Russell 3000 as ranked by market cap.
 
Free Cash Flow is the cash a company produces through its operation, less the cost of expenditures on assets.  It is the cash left over after a company pays for its operating expenses and capital expenditures.
 
Median Price to Revenue Ratio is a valuation that compares a company’s stock price to its revenue.  It is an indicator of the value placed on each dollar of a company’s sales or revenues.
 
It is not possible to invest directly in an index.
 
Please refer to the Schedule of Investments in the report for more complete information regarding Fund 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 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 annual report must be preceded or accompanied by a prospectus. One cannot invest directly in an index.
 
The Perritt Funds are distributed by Quasar Distributors, LLC.
 






20










(This Page Intentionally Left Blank.)




 





21

Perritt Low Priced Stock Fund

Performance* (Unaudited)
October 31, 2018   

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, 2018.  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.  In the absence of fee waivers and reimbursements, when they are necessary to keep expenses at the expense cap, total returns would be reduced.  It is not possible to invest directly in an index.
**
 
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.

 

 
22

Perritt Low Priced Stock Fund
 
Performance (Unaudited) (Continued)
October 31, 2018   
 
Average Annual Total Returns**
 
Periods ended October 31, 2018 (Unaudited)
 
 
Past
Past
Since
 
1 Year
5 Years
Inception*
       
Perritt Low Priced Stock Fund
(11.57)%  
5.59%
10.49%
       
Russell 2000 index
1.85%
8.01%
12.10%
  (reflects no deduction for fees and expenses)
     
       
Russell Microcap Index
1.43%
7.62%
12.04%
  (reflects no deduction for fees and expenses)
     
 
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.



23

Perritt Low Priced Stock Fund

Ten Largest Common Stock Holdings (Unaudited)

Infrastructure & Energy Alternatives, Inc. (IEA) provides engineering, procurement, and construction services for the renewable energy, traditional power, and civil infrastructure industries in the United States. It offers design, site development, construction, installation, and restoration of infrastructure services.
 
Photronics, Inc. (PLAB), together with its subsidiaries, manufactures and sells photomasks in the United States, Taiwan, Korea, Europe, and internationally. The company offers photomasks, which are high precision photographic quartz plates containing microscopic images of electronic circuits for use in the manufacture of semiconductors and flat panel displays.
 
AMC Entertainment Holdings, Inc. (AMC), through its subsidiaries, operates in the theatrical exhibition business. The company owns, operates, or has interests in theatres.
 
Electro Scientific Industries, Inc. (ESIO), together with its subsidiaries, supplies laser-based microfabrication solutions for the microtechnology industry worldwide. The company provides printed circuit board laser drilling products, including laser via drilling systems for electrical interconnect applications, semiconductor manufacturing products, component test products, and industrial machining products.
 
Primo Water Corp. (PRMW), together with its subsidiaries, provides multi-gallon purified bottled water, self-service refill water, and water dispensers in the United States and Canada. It operates in three segments: Refill, Exchange, and Dispensers.
 
Carrizo Oil & Gas, Inc. (CRZO), together with its subsidiaries, engages in the exploration, development, and production of crude oil, natural gas liquids, and gas from resource plays primarily in the United States.
 
Mercer International, Inc. (MERC), together with its subsidiaries, manufactures and sells northern bleached softwood Kraft (NBSK) pulp in the United States, Europe, Asia, and internationally. The company operates in two segments, Pulp and Wood Products.
 
Information Services Group, Inc. (III) operates as a technology research and advisory company in the Americas, Europe, and the Asia Pacific. The company offers digital transformation services, including automation, cloud, and data analytics; sourcing advisory; managed governance and risk; network carrier; technology strategy and operations design; change management; and market intelligence and technology research and analysis services.
 
CNO Financial Group, Inc. (CMO) develops, markets and administers health insurance, annuity, individual life insurance and other insurance products. The Company’s segments include Bankers Life, Washington National and Colonial Penn.
 
Tower International, Inc. (TWRS) manufactures and sells engineered automotive structural metal components and assemblies primarily for original equipment manufacturers. It operates in two segments, North America and Europe.
 


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.

24

Perritt Low Priced Stock Fund

Allocation of Portfolio Investments (Unaudited)
October 31, 2018   

 


 
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.
 
 
 

 

25

Perritt MicroCap Opportunities Fund

Schedule of Investments
October 31, 2018   

Shares
 
COMMON STOCKS – 99.36%
 
Value
 
Aerospace & Defense – 1.68%
     
 
397,172
 
CPI Aerostructures,
     
     
   Inc.(a)
 
$
2,700,770
 
           
2,700,770
 
Auto Parts & Equipment – 5.02%
       
 
162,271
 
Miller Industries, Inc.
   
3,922,090
 
 
125,000
 
Motorcar Parts
       
     
  of America, Inc.(a)(b)
   
2,647,500
 
 
10,500
 
Motorcar Parts
       
     
  of America, Inc.(a)
   
222,390
 
 
50,000
 
Stoneridge, Inc.(a)
   
1,270,500
 
           
8,062,480
 
Automotive Retail – 0.73%
       
 
193,651
 
Lazydays Holdings,
       
     
   Inc.(a)
   
1,175,462
 
           
1,175,462
 
Building Materials – 7.07%
       
 
180,000
 
BlueLinx
       
     
  Holdings, Inc.(a)
   
4,239,000
 
 
94,452
 
Global Brass & Copper
       
     
  Holdings, Inc.
   
2,986,572
 
 
471,677
 
Huttig Building
       
     
  Products, Inc.(a)
   
1,759,355
 
 
23,454
 
Insteel Industries, Inc.
   
612,619
 
 
87,400
 
PGT Innovations, Inc.(a)
   
1,770,724
 
           
11,368,270
 
Business Services – 5.78%
       
 
125,200
 
CynergisTek, Inc.(a)
   
500,800
 
 
144,261
 
DLH Holdings Corp.(a)
   
771,075
 
 
115,000
 
GP Strategies Corp.(a)
   
1,680,150
 
 
120,175
 
Information Services
       
     
  Group, Inc.(a)
   
493,919
 
 
171,383
 
PCM, Inc.(a)
   
3,233,997
 
 
368,969
 
PFSweb, Inc.(a)
   
2,615,990
 
           
9,295,931
 
Chemical & Related Products – 8.70%
       
 
20,000
 
KMG Chemicals, Inc.
   
1,500,400
 
 
204,165
 
Northern Technologies
       
     
  International Corp.
   
6,604,738
 
 
375,652
 
OMNOVA
       
     
  Solutions, Inc.(a)
   
2,776,068
 
 
287,266
 
Trecora Resources(a)
   
3,102,473
 
           
13,983,679
 
Commercial Banks – 7.23%
       
 
125,900
 
Bankwell Financial
       
     
  Group, Inc.
   
3,817,288
 
 
87,691
 
Berkshire Hills
       
     
  Bancorp, Inc.
   
2,926,249
 
 
25,000
 
Bridgewater
       
     
  Bancshares, Inc.(a)
   
277,500
 
 
50,000
 
Esquire Financial
       
     
  Holdings, Inc.(a)
   
1,199,000
 
 
54,185
 
Triumph
       
     
  Bancorp, Inc.(a)
   
1,943,074
 
 
61,240
 
Veritex Holdings, Inc.(a)
   
1,442,815
 
           
11,605,926
 
Commercial Services – 1.02%
       
 
65,000
 
TriState Capital
       
     
  Holdings, Inc.(a)
   
1,639,300
 
           
1,639,300
 
Construction & Engineering – 5.30%
       
 
30,000
 
Comfort Systems
       
     
  USA, Inc.
   
1,604,400
 
 
739,500
 
Hill International,
       
     
   Inc.(a)
   
2,085,390
 
 
132,776
 
IES Holdings, Inc.(a)
   
2,355,446
 
 
260,700
 
Limbach
       
     
  Holdings, Inc.(a)
   
2,474,043
 
           
8,519,279
 
Consumer Products –
       
  Manufacturing – 2.02%
       
 
114,000
 
Delta Apparel, Inc.(a)
   
2,173,980
 
 
62,041
 
Superior Group
       
     
  of Cos., Inc.
   
1,078,893
 
           
3,252,873
 
Consumer Services – 2.95%
       
 
207,583
 
Primo Water Corp.(a)
   
3,460,409
 
 
105,869
 
ZAGG, Inc.(a)
   
1,282,073
 
           
4,742,482
 
Data Processing, Hosting
       
  and Related Services – 4.48%
       
 
450,175
 
Limelight
       
     
  Networks, Inc.(a)
   
1,814,205
 
 
357,663
 
Ooma, Inc.(a)
   
5,379,252
 
           
7,193,457
 


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

26

Perritt MicroCap Opportunities Fund

Schedule of Investments (Continued)
October 31, 2018   

Shares
     
Value
 
Electronic Equipment & Instruments – 1.69%
     
 
123,728
 
Bel Fuse, Inc. – Class B
 
$
2,722,016
 
           
2,722,016
 
Energy & Related Services – 1.14%
       
 
90,000
 
Matrix Service Co.(a)
   
1,829,700
 
           
1,829,700
 
Engineering & Construction – 0.84%
       
 
135,200
 
Infrastructure & Energy
       
     
  Alternatives, Inc.(a)
   
1,352,000
 
           
1,352,000
 
Financial Services – 6.92%
       
 
123,800
 
First Internet Bancorp
   
3,190,326
 
 
145,092
 
Hennessy Advisors, Inc.
   
1,797,690
 
 
53,009
 
Northeast Bancorp
   
997,099
 
 
40,950
 
Oppenheimer Holdings,
       
     
  Inc. – Class A
   
1,259,622
 
 
270,006
 
Silvercrest Asset
       
     
  Management Group,
       
     
  Inc. – Class A
   
3,882,686
 
           
11,127,423
 
Food – 3.99%
       
 
101,533
 
Crimson Wine
       
     
  Group Ltd.(a)
   
868,107
 
 
116,981
 
Farmer Brothers Co.(a)
   
2,820,412
 
 
198,500
 
Landec Corp.(a)
   
2,717,465
 
           
6,405,984
 
Gold – 0.20%
       
 
75,000
 
Gold Resource Corp.
   
324,750
 
           
324,750
 
Home Builder – 0.59%
       
 
100,000
 
Green Brick
       
     
  Partners, Inc.(a)
   
940,000
 
           
940,000
 
Industrial Goods – 0.97%
       
 
736,740
 
Hudson Technologies,
       
     
   Inc.(a)
   
610,537
 
 
35,000
 
Schnitzer Steel Industries,
       
     
  Inc. – Class A
   
941,500
 
           
1,552,037
 
Insurance – 2.45%
       
 
240,000
 
Atlas Financial
       
     
  Holdings, Inc.(a)
   
2,306,400
 
 
83,049
 
United Insurance
       
     
  Holdings Corp.
   
1,637,726
 
           
3,944,126
 
Leisure – 0.78%
       
 
200,000
 
Century Casinos,
       
     
   Inc.(a)
   
1,248,000
 
           
1,248,000
 
Machinery Manufacturing – 1.51%
       
 
98,700
 
Graham Corp.
   
2,429,007
 
           
2,429,007
 
Medical Supplies & Services – 0.81%
       
 
20,000
 
Addus HomeCare
       
     
  Corp.(a)
   
1,310,000
 
           
1,310,000
 
Private Equity & Venture Capital – 0.26%
       
 
73,206
 
BBX Capital Corp. –
       
     
  Class A
   
428,255
 
           
428,255
 
Real Estate Investment Trusts – 4.56%
       
 
169,799
 
City Office Real Estate
       
     
  Investment Trust, Inc.
   
1,871,185
 
 
90,000
 
Community Healthcare
       
     
  Trust, Inc.
   
2,674,800
 
 
75,000
 
Exantas Capital Corp.
   
850,500
 
 
210,000
 
Global Medical
       
     
  REIT, Inc.
   
1,923,600
 
           
7,320,085
 
Retail – 1.20%
       
 
150,000
 
Kirkland’s, Inc.(a)
   
1,516,500
 
 
250,100
 
Pier 1 Imports, Inc.
   
397,659
 
           
1,914,159
 
Semiconductor Related Products – 5.39%
       
 
286,367
 
AXT, Inc.(a)
   
1,887,159
 
 
138,327
 
DSP Group, Inc.(a)
   
1,691,739
 
 
415,000
 
Photronics, Inc.(a)
   
4,042,100
 
 
50,000
 
Rudolph Technologies,
       
     
   Inc.(a)
   
1,039,500
 
           
8,660,498
 
Software – 4.50%
       
 
190,700
 
American Software,
       
     
  Inc. – Class A
   
2,194,957
 
 
200,000
 
Asure Software, Inc.(a)
   
2,228,000
 


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

27

Perritt MicroCap Opportunities Fund

Schedule of Investments (Continued)
October 31, 2018   

Shares
     
Value
 
Software (Continued)
     
 
418,000
 
Zix Corp.(a)
 
$
2,817,320
 
           
7,240,277
 
Specialty Manufacturing – 4.39%
       
 
82,500
 
Federal Signal Corp.
   
1,814,175
 
 
386,196
 
LSI Industries, Inc.
   
1,668,367
 
 
188,733
 
Manitex International,
       
     
   Inc.(a)
   
1,611,780
 
 
86,001
 
Sparton Corp.(a)
   
1,064,692
 
 
46,900
 
Twin Disc, Inc.(a)
   
897,197
 
           
7,056,211
 
Telecommunications – 3.09%
       
 
740,000
 
Ceragon Networks
       
     
  Ltd.(a)(e)
   
2,464,200
 
 
79,652
 
Digi International,
       
     
   Inc.(a)
   
923,963
 
 
355,000
 
PC-Tel, Inc.
   
1,569,100
 
           
4,957,263
 
Transportation – 2.10%
       
 
620,000
 
Radiant Logistics,
       
     
   Inc.(a)
   
3,372,800
 
           
3,372,800
 
     
TOTAL COMMON
       
     
  STOCKS
       
     
  (Cost $118,039,235)
 
$
159,674,500
 
               
Contracts
 
WARRANTS – 0.05%
 
Value
 
Engineering & Construction – 0.05%
       
     
Infrastructure & Energy
       
     
  Alternatives, Inc. Warrant;
       
 
46,400
 
  Expiration:
  05/20/2021,(a)
       
       
$
72,384
 
         
Insurance – 0.00%
       
     
Emergent Capital,
       
     
  Inc. Warrant;
       
 
38,106
 
  Expiration: 10/06/2019,
       
     
  Exercise Price
  $10.75(a)(c)
       
         
 
     
TOTAL WARRANTS
       
     
  (Cost $65,747)
 
$
72,384
 
               
Shares
 
SHORT-TERM
 
Value
 
     
  INVESTMENTS – 1.11%
       
Money Market Funds – 1.11%
       
 
1,786,501
 
First American Government
       
     
  Obligations Fund
       
     
  Class X 2.09%(d)
 
$
1,786,501
 
     
TOTAL SHORT-TERM
       
     
  INVESTMENTS  
       
     
  (Cost $1,786,501)
 
$
1,786,501
 
     
Total Investments
       
     
  (Cost $119,891,483) –
       
     
   100.52%
 
$
161,533,385
 
     
Liabilities in
       
     
  Excess of Other
       
     
  Assets – (0.52)%
   
(835,425
)
     
TOTAL NET ASSETS –
       
     
   100.00%
 
$
160,697,960
 

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 $2,647,500 or 1.65% 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 seven-day yield rate as of October 31, 2018.
(e)
Foreign issued security.




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

28

Perritt Ultra MicroCap Fund

Schedule of Investments
October 31, 2018   

Shares
 
COMMON STOCKS – 93.84%
 
Value
 
Aerospace & Defense – 0.95%
     
 
85,000
 
CPI Aerostructures,
     
     
   Inc.(a)
 
$
578,000
 
           
578,000
 
Air Transport – 1.29%
       
 
54,886
 
AeroCentury Corp.(a)
   
789,810
 
           
789,810
 
Auto Parts & Equipment – 1.05%
       
 
90,000
 
Unique
       
     
  Fabricating, Inc.
   
639,000
 
           
639,000
 
Business Services – 12.91%
       
 
35,000
 
BG Staffing, Inc.
   
904,400
 
 
350,000
 
CynergisTek, Inc.(a)
   
1,399,999
 
 
244,300
 
DLH Holdings Corp.(a)
   
1,305,783
 
 
275,000
 
Information Services
       
     
  Group, Inc.(a)
   
1,130,250
 
 
65,000
 
PCM, Inc.(a)
   
1,226,550
 
 
45,475
 
Transcat, Inc.(a)
   
941,787
 
 
105,000
 
USA Technologies,
       
     
   Inc.(a)
   
609,000
 
 
701,005
 
WidePoint Corp.(a)
   
364,523
 
           
7,882,292
 
Chemical & Related Products – 1.91%
       
 
36,000
 
Northern Technologies
       
     
  International Corp.
   
1,164,600
 
           
1,164,600
 
Chemical Manufacturing – 1.29%
       
 
200,000
 
Intrepid Potash, Inc.(a)
   
790,000
 
           
790,000
 
Computer & Electronic
       
  Product Manufacturing – 2.78%
       
 
200,000
 
Dynatronics Corp.(a)
   
530,000
 
 
250,000
 
Luna Innovations, Inc.(a)
   
815,000
 
 
1,000,000
 
Singing Machine
       
     
  Co., Inc.(a)
   
350,000
 
           
1,695,000
 
Computers & Electronics – 0.81%
       
 
35,000
 
Napco Security
       
     
  Technologies, Inc.(a)
   
492,450
 
           
492,450
 
Construction & Engineering – 3.06%
       
 
65,353
 
Gencor Industries,
       
     
   Inc.(a)
   
743,717
 
 
150,000
 
Hill International,
       
     
   Inc.(a)
   
423,000
 
 
9,000
 
NV5 Global, Inc.(a)
   
702,630
 
           
1,869,347
 
Consumer Goods – 0.97%
       
 
20,000
 
MCBC Holdings,
       
     
   Inc.(a)
   
593,600
 
           
593,600
 
Consumer Products – Distributing – 0.78%
       
 
400,000
 
US Auto Parts Network,
       
     
   Inc.(a)
   
476,000
 
           
476,000
 
Consumer Services – 0.99%
       
 
50,000
 
ZAGG, Inc.(a)
   
605,500
 
           
605,500
 
Diversified Financials – 1.40%
       
 
100,000
 
Safeguard Scientifics,
       
     
   Inc.(a)
   
855,000
 
           
855,000
 
Electronic Equipment & Instruments – 1.06%
       
 
150,000
 
Iteris, Inc.(a)
   
648,000
 
           
648,000
 
Energy & Related Services – 3.24%
       
 
145,000
 
DHT Holdings, Inc.(e)
   
729,350
 
 
30,000
 
Matrix Service Co.(a)
   
609,900
 
 
160,000
 
Mitcham Industries,
       
     
   Inc.(a)
   
640,000
 
           
1,979,250
 
Engineering & Construction – 1.72%
       
 
62,500
 
Infrastructure & Energy
       
     
  Alternatives, Inc.(a)
   
625,000
 
 
100,000
 
SG Blocks, Inc.(a)
   
422,000
 
           
1,047,000
 
Environmental Services – 1.90%
       
 
250,000
 
Fuel Tech, Inc.(a)
   
300,000
 
 
377,500
 
Quest Resource
       
     
  Holding Corp.(a)
   
860,700
 
           
1,160,700
 
Financial Holding Company – 0.63%
       
 
100,000
 
CCUR Holdings, Inc.
   
383,000
 
           
383,000
 


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

29

Perritt Ultra MicroCap Fund

Schedule of Investments (Continued)
October 31, 2018   

Shares
     
Value
 
Financial Services – 5.42%
     
 
65,000
 
AMREP Corp.(a)
 
$
432,900
 
 
35,000
 
First Internet Bancorp
   
901,950
 
 
36,000
 
Hennessy Advisors, Inc.
   
446,040
 
 
50,000
 
HopFed Bancorp, Inc.
   
767,500
 
 
52,500
 
Silvercrest Asset Management
       
     
  Group, Inc. – Class A
   
754,950
 
           
3,303,340
 
Food – 0.49%
       
 
40,000
 
Willamette Valley
       
     
  Vineyards, Inc.(a)
   
296,000
 
           
296,000
 
Health Care – 0.75%
       
 
113,250
 
Rockwell Medical
       
     
  Technologies, Inc.(a)
   
462,060
 
           
462,060
 
Insurance – 1.92%
       
 
50,000
 
Atlas Financial
       
     
  Holdings, Inc.(a)
   
480,500
 
 
35,000
 
United Insurance
       
     
  Holdings Corp.
   
690,200
 
           
1,170,700
 
Leisure – 3.97%
       
 
97,322
 
Century Casinos, Inc.(a)
   
607,289
 
 
1,534,599
 
Galaxy Gaming, Inc.(a)
   
1,810,827
 
           
2,418,116
 
Machinery Manufacturing – 0.90%
       
 
170,000
 
ASV Holdings, Inc.(a)
   
547,400
 
           
547,400
 
Medical Supplies & Services – 8.01%
       
 
6,000
 
Addus HomeCare
       
     
  Corp.(a)
   
393,000
 
 
51,549
 
Birner Dental Management
       
     
  Services, Inc.(a)
   
515,490
 
 
659,000
 
First Choice Healthcare
       
     
  Solutions, Inc.(a)
   
652,410
 
 
66,000
 
Lakeland
       
     
  Industries, Inc.(a)
   
867,240
 
 
400,000
 
Nobilis Health Corp.(a)
   
286,960
 
 
200,000
 
Sensus Healthcare,
       
     
   Inc.(a)
   
1,195,000
 
 
41,665
 
Taylor Devices, Inc.(a)
   
487,480
 
 
250,000
 
Titan Medical, Inc.(a)(e)
   
492,500
 
           
4,890,080
 
Merchant Wholesalers,
       
  Nondurable Goods – 0.72%
       
 
688,450
 
Innovative Food
       
     
  Holdings, Inc.(a)
   
441,296
 
           
441,296
 
Motion Pictures – 0.66%
       
 
100,000
 
Ballantyne
       
     
  Strong, Inc.(a)
   
404,000
 
           
404,000
 
Oil & Gas Services – 0.75%
       
 
200,000
 
Profire Energy, Inc.(a)
   
456,000
 
           
456,000
 
Pharmaceuticals – 1.91%
       
 
154,300
 
ImmuCell Corp.(a)
   
1,166,508
 
           
1,166,508
 
Professional, Scientific,
       
  and Technical Services – 1.95%
       
 
350,000
 
CUI Global, Inc.(a)
   
595,000
 
 
300,000
 
Sigma Labs, Inc.(a)
   
591,000
 
           
1,186,000
 
Real Estate Investment Trusts – 2.50%
       
 
170,000
 
Global Self
       
     
  Storage, Inc.
   
686,800
 
 
60,000
 
Plymouth Industrial
       
     
  REIT, Inc.
   
840,000
 
           
1,526,800
 
Retail – 2.56%
       
 
80,000
 
Build-A-Bear
       
     
  Workshop, Inc.(a)
   
684,800
 
 
240,000
 
OurPet’s Co.(a)
   
176,520
 
 
150,000
 
TravelCenters of
       
     
  America, LLC(a)
   
699,000
 
           
1,560,320
 
Semiconductor Related Products – 2.52%
       
 
82,181
 
AXT, Inc.(a)
   
541,573
 
 
50,000
 
DSP Group, Inc.(a)
   
611,500
 
 
65,457
 
GSI Technology, Inc.(a)
   
386,851
 
           
1,539,924
 
Software – 4.28%
       
 
80,000
 
Asure Software, Inc.(a)
   
891,200
 
 
264,175
 
Evolving Systems, Inc.(a)
   
494,007
 
 
117,500
 
Finjan Holdings, Inc.(a)
   
427,700
 
 
200,000
 
GlobalSCAPE, Inc.
   
802,000
 
           
2,614,907
 


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

30

Perritt Ultra MicroCap Fund

Schedule of Investments (Continued)
October 31, 2018   

Shares
     
Value
 
Specialty Finance – 1.68%
     
 
250,000
 
Sachem Capital Corp.
 
$
1,025,000
 
           
1,025,000
 
Specialty Manufacturing – 11.04%
       
 
200,000
 
Aspen Aerogels, Inc.(a)
   
716,000
 
 
40,064
 
Continental Materials
       
     
  Corp.(a)
   
621,192
 
 
93,500
 
CTI Industries Corp.(a)
   
359,040
 
 
120,000
 
Data I/O Corp.(a)
   
598,800
 
 
12,500
 
Hurco Companies, Inc.
   
509,250
 
 
28,863
 
Kewaunee
       
     
  Scientific Corp.
   
825,482
 
 
88,467
 
Pioneer Power Solutions,
       
     
   Inc.(a)
   
442,335
 
 
170,000
 
Polar Power, Inc.(a)
   
967,300
 
 
50,000
 
Sparton Corp.(a)
   
619,000
 
 
80,000
 
Tecnoglass, Inc.(e)
   
632,800
 
 
13,336
 
UFP
       
     
  Technologies, Inc.(a)
   
460,359
 
           
6,751,558
 
Telecommunications – 1.43%
       
 
500,000
 
Mobivity Holdings
       
     
  Corp.(a)
   
875,000
 
           
875,000
 
Utilities – 1.64%
       
 
90,000
 
Global Water
       
     
  Resources, Inc.
   
1,002,600
 
           
1,002,600
 
     
TOTAL COMMON
       
     
  STOCKS
       
     
  (Cost $50,655,181)
 
$
57,286,158
 
               
Contracts
 
WARRANTS – 0.15%
 
Value
 
Medical Supplies & Services – 0.00%
       
     
Titan Medical, Inc., Warrant:
       
 
250,000
 
  Expiration: 08/10/2023,
       
     
  Exercise Price $3.20(a)(c)
 
$
 
         
Telecommunications – 0.15%
       
     
Mobivity Holdings
       
     
  Corp. Warrant:
       
 
165,000
 
  Expiration: 03/11/2019,
       
     
  Exercise Price $1.20(a)(b)(c)
   
90,750
 
     
TOTAL WARRANTS
       
     
  (Cost $85,000)
 
$
90,750
 
               
Shares
 
SHORT-TERM
 
Value
 
     
  INVESTMENTS – 6.32%
       
Money Market Funds – 6.32%
       
 
3,857,014
 
First American Government
       
     
  Obligations Fund
       
     
  Class X 2.09%(d)
 
$
3,857,014
 
     
TOTAL SHORT-TERM
       
     
  INVESTMENTS
       
     
  (Cost $3,857,014)
 
$
3,857,014
 
     
Total Investments
       
     
  (Cost $54,597,195) –
       
     
   100.31%
 
$
61,233,922
 
     
Liabilities in Excess of
       
     
  Other Assets – (0.31)%
   
(191,569
)
     
TOTAL NET ASSETS –
       
     
   100.00%
 
$
61,042,353
 

 
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 to “qualified institutional buyers.”  The value of this security is $90,750 or 0.15% of the Fund’s Net Assets.
(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 $90,750 or 0.15% of the Fund’s net assets. This security was classified as Level 2 and is considered to be illiquid.
(d)
Variable rate security; the rate shown is the seven-day yield rate as of October 31, 2018.
(e)
Foreign issued security.



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

31

Perritt Low Priced Stock Fund

Schedule of Investments
October 31, 2018   

Shares
 
COMMON STOCKS – 95.40%
 
Value
 
Administrative & Support Services – 0.86%
     
 
2,000
 
Kforce, Inc.
 
$
61,640
 
           
61,640
 
Air Transportation – 0.96%
       
 
2,000
 
Hawaiian
       
     
  Holdings, Inc.
   
69,220
 
           
69,220
 
Auto Parts & Equipment – 6.01%
       
 
8,000
 
Commercial Vehicle
       
     
  Group, Inc.(a)
   
53,520
 
 
4,000
 
Miller Industries, Inc.
   
96,680
 
 
8,000
 
Modine
       
     
  Manufacturing Co.(a)
   
104,080
 
 
6,000
 
Superior Industries
       
     
  International, Inc.
   
58,980
 
 
4,000
 
Tower International, Inc.
   
118,760
 
           
432,020
 
Automobile Manufacturers – 0.77%
       
 
2,000
 
Winnebago
       
     
  Industries, Inc.
   
55,120
 
           
55,120
 
Biotechnology – 1.91%
       
 
7,000
 
Innoviva, Inc.(a)
   
97,720
 
 
4,000
 
Osiris
       
     
  Therapeutics, Inc.(a)
   
39,120
 
           
136,840
 
Building Material, Garden
       
  Equipment & Supplies Dealers – 0.93%
       
 
4,000
 
BMC Stock
       
     
  Holdings, Inc.(a)
   
66,960
 
           
66,960
 
Building Products – 1.21%
       
 
7,000
 
Builders
       
     
  FirstSource, Inc.(a)
   
86,660
 
           
86,660
 
Business Services – 6.31%
       
 
2,000
 
Cardlytics, Inc.(a)
   
42,320
 
 
3,000
 
Cision Ltd.(a)
   
44,370
 
 
2,000
 
Darling
       
     
  Ingredients, Inc.(a)
   
41,320
 
 
29,515
 
Information Services
       
     
  Group, Inc.(a)
   
121,307
 
 
19,000
 
MobileIron, Inc.(a)
   
91,865
 
 
8,000
 
New Media Investment
       
     
  Group, Inc.
   
112,400
 
           
453,582
 
Chemical & Related Products – 1.44%
       
 
14,000
 
OMNOVA
       
     
  Solutions, Inc.(a)
   
103,460
 
           
103,460
 
Commercial Banks – 0.95%
       
 
2,900
 
Veritex Holdings, Inc.(a)
   
68,324
 
           
68,324
 
Commercial Services & Supplies – 1.82%
       
 
8,100
 
ACCO Brands Corp.
   
65,367
 
 
20,000
 
Groupon, Inc.(a)
   
65,400
 
           
130,767
 
Computer & Electronic Product
       
  Manufacturing – 2.02%
       
 
5,000
 
Electro Scientific
       
     
  Industries, Inc.(a)
   
145,000
 
           
145,000
 
Construction & Engineering – 5.72%
       
 
9,000
 
Gencor Industries,
       
     
   Inc.(a)
   
102,420
 
 
20,000
 
Hill International,
       
     
   Inc.(a)
   
56,400
 
 
5,000
 
IES Holdings, Inc.(a)
   
88,700
 
 
9,000
 
Sterling Construction
       
     
  Co, Inc.(a)
   
102,240
 
 
4,000
 
Tutor Perini Corp.(a)
   
62,000
 
           
411,760
 
Consumer Services – 3.03%
       
 
8,000
 
Primo Water Corp.(a)
   
133,360
 
 
7,000
 
ZAGG, Inc.(a)
   
84,770
 
           
218,130
 
Credit Intermediation &
       
  Related Activities – 2.43%
       
 
7,000
 
FNB Corp.
   
82,810
 
 
10,000
 
United Community
       
     
  Financial Corp.
   
91,500
 
           
174,310
 
Data Processing, Hosting
       
  and Related Services – 1.12%
       
 
20,000
 
Limelight Networks,
       
     
   Inc.(a)
   
80,600
 
           
80,600
 
Electronic Equipment & Instruments – 1.30%
       
 
8,000
 
TTM Technologies,
       
     
   Inc.(a)
   
93,600
 
           
93,600
 


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

32

Perritt Low Priced Stock Fund

Schedule of Investments (Continued)
October 31, 2018   

Shares
     
Value
 
Electronic Manufacturing Services – 0.91%
     
 
3,000
 
KEMET Corp.(a)
 
$
65,340
 
           
65,340
 
Energy & Related Services – 0.91%
       
 
8,000
 
Newpark
       
     
  Resources, Inc.(a)
   
65,680
 
           
65,680
 
Engineering & Construction – 2.23%
       
 
16,000
 
Infrastructure & Energy
       
     
  Alternatives, Inc.(a)
   
160,000
 
           
160,000
 
Engines & Turbines – 1.05%
       
 
3,000
 
TPI Composites, Inc.(a)
   
75,780
 
           
75,780
 
Financial Services – 1.93%
       
 
2,000
 
Axos Financial, Inc.(a)
   
60,720
 
 
4,000
 
EZCORP, Inc. –
       
     
  Class A(a)
   
39,760
 
 
5,000
 
Victory Capital
       
     
  Holdings, Inc. –
       
     
  Class A(a)
   
39,000
 
           
139,480
 
Gold – 2.28%
       
 
5,400
 
Kirkland Lake
       
     
  Gold Ltd.(c)
   
105,624
 
 
30,000
 
McEwen Mining, Inc.(c)
   
58,800
 
           
164,424
 
Health Care – 0.57%
       
 
10,000
 
Rockwell
       
     
  Medical, Inc.(a)
   
40,800
 
           
40,800
 
Health Care Providers & Services – 1.38%
       
 
6,000
 
Select Medical
       
     
  Holdings Corp.(a)
   
99,480
 
           
99,480
 
Health Care Services – 1.44%
       
 
7,000
 
RadNet, Inc.(a)
   
103,600
 
           
103,600
 
Home Builder – 1.11%
       
 
8,500
 
Green Brick
       
     
  Partners, Inc.(a)
   
79,900
 
           
79,900
 
Insurance – 1.66%
       
 
6,300
 
CNO Financial
       
     
  Group, Inc.
   
119,070
 
           
119,070
 
Integrated Mining & Precious Metals – 0.82%
       
 
15,000
 
Hudbay
       
     
  Minerals, Inc.(c)
   
58,650
 
           
58,650
 
Internet Software & Services – 1.43%
       
 
3,000
 
Carbonite, Inc.(a)
   
102,630
 
           
102,630
 
Investment Banking & Brokerage – 1.35%
       
 
35,000
 
Ladenburg
       
     
  Thalmann Financial
       
     
  Services, Inc.
   
96,950
 
           
96,950
 
Leisure – 1.58%
       
 
2,000
 
Callaway Golf Co.
   
42,800
 
 
10,000
 
Glu Mobile, Inc.(a)
   
70,500
 
           
113,300
 
Machinery Manufacturing – 0.94%
       
 
3,000
 
Nova Measuring
       
     
  Instruments Ltd.(a)(c)
   
67,680
 
           
67,680
 
Medical Supplies & Services – 0.70%
       
 
1,000
 
AMN Healthcare
       
     
  Services, Inc.(a)
   
50,620
 
           
50,620
 
Movies & Entertainment – 1.61%
       
 
6,000
 
AMC Entertainment
       
     
  Holdings, Inc. –
       
     
  Class A
   
115,560
 
           
115,560
 
Oil & Gas – 3.43%
       
 
7,500
 
Callon
       
     
  Petroleum Co.(a)
   
74,775
 
 
10,000
 
Denbury
       
     
  Resources, Inc.(a)
   
34,500
 
 
5,358
 
Goodrich
       
     
  Petroleum Corp.(a)
   
80,745
 
 
8,000
 
SRC Energy, Inc.(a)
   
56,640
 
           
246,660
 


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, 2018   

Shares
     
Value
 
Oil & Gas – Exploration & Production – 1.78%
     
 
7,000
 
Carrizo Oil
     
     
  & Gas, Inc.(a)
 
$
127,470
 
           
127,470
 
Paper Products – 1.69%
       
 
8,000
 
Mercer
       
     
  International, Inc.(c)
   
121,680
 
           
121,680
 
Pharmaceuticals – 1.14%
       
 
7,000
 
Corcept
       
     
  Therapeutics, Inc.(a)
   
82,250
 
           
82,250
 
Real Estate Investment Trusts – 1.03%
       
 
5,000
 
Medical Properties
       
     
  Trust, Inc.
   
74,300
 
           
74,300
 
Regional Banks – 1.13%
       
 
5,000
 
First Foundation, Inc.(a)
   
81,050
 
           
81,050
 
Retail – 1.29%
       
 
20,000
 
TravelCenters
       
     
  of America, LLC(a)
   
93,200
 
           
93,200
 
Semiconductor Equipment – 2.67%
       
 
5,000
 
Cohu, Inc.
   
104,000
 
 
5,000
 
Ichor Holdings Ltd.(a)
   
88,750
 
           
192,750
 
Semiconductor Related Products – 4.23%
       
 
1,500
 
Entegris, Inc.
   
39,810
 
 
4,000
 
Kulicke & Soffa
       
     
  Industries, Inc.(c)
   
81,320
 
 
16,000
 
Photronics, Inc.(a)
   
155,840
 
 
2,500
 
Ultra Clean
       
     
  Holdings, Inc.(a)
   
26,300
 
           
303,270
 
Semiconductors – 1.36%
       
 
3,500
 
SMART Global
       
     
  Holdings, Inc. (a)
   
98,035
 
           
98,035
 
Silver – 1.00%
       
 
15,000
 
Coeur Mining, Inc.(a)
   
71,700
 
           
71,700
 
Software – 0.91%
       
 
9,700
 
Zix Corp.(a)
   
65,378
 
           
65,378
 
Specialty Chemicals – 1.18%
       
 
5,000
 
Ferro Corp.(a)
   
84,700
 
           
84,700
 
Specialty Manufacturing – 6.95%
       
 
4,000
 
Control4 Corp.(a)
   
111,680
 
 
5,000
 
Immersion Corp.(a)
   
50,050
 
 
5,029
 
McDermott
       
     
  International, Inc.(a)
   
38,874
 
 
5,000
 
Natural Alternatives
       
     
  International, Inc.(a)
   
47,400
 
 
6,000
 
Select Energy Services,
       
     
  Inc. – Class A(a)
   
57,360
 
 
15,000
 
Tecnoglass, Inc.(c)
   
118,650
 
 
5,000
 
Wabash National
       
     
   Corp.
   
75,500
 
           
499,514
 
Specialty Stores – 1.27%
       
 
4,000
 
MarineMax, Inc.(a)
   
91,040
 
           
91,040
 
Trucking – 0.59%
       
 
7,000
 
Daseke, Inc.(a)
   
42,560
 
           
42,560
 
Water Transportation – 1.06%
       
 
10,000
 
Golden Ocean
       
     
  Group Ltd.(c)
   
76,100
 
           
76,100
 
     
TOTAL COMMON
       
     
  STOCKS 
       
     
  (Cost $6,893,932)
 
$
6,858,594
 


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, 2018   

Shares
 
SHORT-TERM
 
Value
 
   
  INVESTMENTS – 4.30%
     
Money Market Funds – 4.30%
     
 
309,453
 
First American
     
     
  Government Obligations
     
     
  Fund 2.09%(b)
 
$
309,453
 
     
TOTAL SHORT-TERM
       
     
  INVESTMENTS
       
     
  (Cost $309,453)
 
$
309,453
 
     
Total Investments
       
     
  (Cost $7,203,385) –
  99.70%
       
       
$
7,168,047
 
     
Other Assets in Excess of
       
     
  Liabilities – 0.30%
   
21,919
 
     
TOTAL NET ASSETS –
       
     
   100.00%
 
$
7,189,966
 

Percentages are stated as a percent of net assets.
 
(a)
Non-income producing security.
(b)
Variable rate security; the rate shown is the seven-day yield rate as of October 31, 2018.
(c)
Foreign Issued Security.





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

35

Perritt Funds, Inc.

Statements of Assets and Liabilities

October 31, 2018

   
Perritt MicroCap
   
Perritt Ultra
   
Perritt Low
 
   
Opportunities Fund
   
MicroCap Fund
   
Priced Stock Fund
 
Assets:
                 
Investments at value
 
$
161,533,385
   
$
61,233,922
   
$
7,168,047
 
Receivable for investments sold
   
     
215,780
     
39,026
 
Dividends and interest receivable
   
11,740
     
51,767
     
3,193
 
Prepaid expenses
   
15,509
     
12,340
     
6,587
 
Receivable for fund shares issued
   
42,981
     
17,630
     
110
 
Total Assets
   
161,603,615
     
61,531,439
     
7,216,963
 
                         
Liabilities:
                       
Payable for investments purchased
   
334,905
     
298,367
     
 
Payable for fund shares purchased
   
320,235
     
47,177
     
201
 
Payable to Officer & directors
   
23,346
     
28,790
     
 
Payable to Advisor
   
142,936
     
67,155
     
876
 
Payable to Custodian
   
2,150
     
1,199
     
227
 
Accrued expenses & other liabilities
   
82,083
     
46,398
     
25,693
 
Total Liabilities
   
905,655
     
489,086
     
26,997
 
Net Assets
 
$
160,697,960
   
$
61,042,353
   
$
7,189,966
 
                         
Net Assets Consist of:
                       
Capital Stock
 
$
100,964,556
   
$
50,179,303
   
$
6,870,977
 
Total Distributable Earnings
   
59,733,404
     
10,863,050
     
318,989
 
Total Net Assets
 
$
160,697,960
   
$
61,042,353
   
$
7,189,966
 
Capital Stock, $0.0001 par value
                       
Authorized
   
100,000,000
     
100,000,000
     
100,000,000
 
Outstanding
   
5,705,136
     
3,908,565
     
430,474
 
Net Assets
 
$
160,697,960
   
$
61,042,353
   
$
7,189,966
 
Net asset value and
                       
  offering price per share
 
$
28.17
   
$
15.62
   
$
16.70
 
Cost of Investments
 
$
119,891,483
   
$
54,597,195
   
$
7,203,385
 


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

36

Perritt Funds, Inc.

Statements of Operations

For the Year Ended October 31, 2018

   
Perritt MicroCap
   
Perritt Ultra
   
Perritt Low
 
   
Opportunities Fund
   
MicroCap Fund
   
Priced Stock Fund
 
Investment Income:
                 
Dividend income
 
$
1,156,757
   
$
432,638
   
$
85,114
 
Less: Foreign taxes withheld
                       
  and issuance fees
   
     
     
(86
)
Interest income
   
61,860
     
52,603
     
3,383
 
Total investment income
   
1,218,617
     
485,241
     
88,411
 
                         
Expenses:
                       
Investment advisory fee
   
1,878,610
     
841,042
     
82,898
 
Shareholder servicing
   
170,419
     
86,699
     
28,296
 
Administration fee
   
98,525
     
40,499
     
11,172
 
Fund accounting expenses
   
77,297
     
31,939
     
7,679
 
Officer & directors’ fees & expenses
   
73,000
     
73,000
     
17,875
 
Professional fees
   
29,417
     
28,803
     
25,742
 
Federal & state registration fees
   
27,306
     
24,447
     
23,214
 
Printing & mailing fees
   
22,027
     
11,863
     
5,576
 
Custodian fees
   
13,471
     
7,425
     
1,362
 
Other expense
   
15,985
     
5,342
     
2,801
 
Total expenses
   
2,406,057
     
1,151,059
     
205,990
 
Less contractual waiver
   
     
     
(73,512
)
Less voluntary waiver
   
     
     
(17,875
)
Total expenses net of waivers
   
2,406,057
     
1,151,059
     
115,228
 
Net investment loss
   
(1,187,440
)
   
(665,818
)
   
(26,817
)
                         
Realized and Unrealized
                       
  Loss on Investments:
                       
Net realized gain on investments
   
25,482,610
     
5,565,825
     
439,584
 
Change in unrealized
                       
  depreciation on investments
   
(34,849,446
)
   
(8,601,323
)
   
(1,387,312
)
Net realized and unrealized
                       
  loss on investments
   
(9,366,836
)
   
(3,035,498
)
   
(947,728
)
Net decrease in net assets
                       
  resulting from operations
 
$
(10,554,276
)
 
$
(3,701,316
)
 
$
(974,545
)


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

37

Perritt MicroCap Opportunities Fund

Statements of Changes in Net Assets

   
For the
   
For the
 
   
Year Ended
   
Year Ended
 
   
October 31, 2018
   
October 31, 2017
 
Operations:
           
Net investment loss
 
$
(1,187,440
)
 
$
(1,062,704
)
Net realized gain on investments
   
25,482,610
     
46,860,920
 
Net change in unrealized
               
  appreciation/(depreciation) on investments
   
(34,849,446
)
   
9,414,458
 
Net increase/(decrease) in net assets resulting from operations
   
(10,554,276
)
   
55,212,674
 
Dividends and Distributions to Shareholders:
               
Distributable earnings
   
(45,812,458
)
   
(25,557,267
)
Total dividends and distributions
   
(45,812,458
)
   
(25,557,267
)1
Capital Share Transactions:
               
Proceeds from shares issued
   
17,671,873
     
21,713,650
 
Reinvestment of distributions
   
43,395,030
     
24,470,175
 
Cost of shares redeemed
   
(69,454,780
)
   
(112,669,167
)
Redemption fees
   
7,884
     
7,011
 
Net decrease in net assets
               
  from capital share transactions
   
(8,379,993
)
   
(66,478,331
)
Total Decrease in Net Assets
   
(64,746,727
)
   
(36,822,924
)
Net Assets
               
Beginning of the period
   
225,444,687
     
262,267,611
 
End of the period
 
$
160,697,960
   
$
225,444,687
2 
Capital Share Transactions:
               
Shares sold
   
575,324
     
609,471
 
Shares issued on reinvestment of distributions
   
1,480,953
     
720,748
 
Shares redeemed
   
(2,192,697
)
   
(3,160,870
)
Net decrease from capital share transactions
   
(136,420
)
   
(1,830,651
)

1
Includes net investment income distributions of $614,595 and net realized gain distributions of $24,942,672.
2
Includes accumulated undistributed net investment income of $0.


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

38

Perritt Ultra MicroCap Fund

Statements of Changes in Net Assets

   
For the
   
For the
 
   
Year Ended
   
Year Ended
 
   
October 31, 2018
   
October 31, 2017
 
Operations:
           
Net investment loss
 
$
(665,818
)
 
$
(661,843
)
Net realized gain on investments
   
5,565,825
     
7,563,499
 
Net change in unrealized
               
  appreciation/(depreciation) on investments
   
(8,601,323
)
   
6,729,600
 
Net increase/(decrease) in net assets resulting from operations
   
(3,701,316
)
   
13,631,256
 
Dividends and Distributions to Shareholders:
               
Distributable earnings
   
(7,255,839
)
   
(2,587,145
)
Total dividends and distributions
   
(7,255,839
)
   
(2,587,145
)1
Capital Share Transactions:
               
Proceeds from shares issued
   
6,142,650
     
15,342,310
 
Reinvestment of distributions
   
6,905,064
     
2,426,585
 
Cost of shares redeemed
   
(10,685,608
)
   
(13,525,515
)
Redemption fees
   
1,418
     
12,098
 
Net increase in net assets
               
  from capital share transactions
   
2,363,524
     
4,255,478
 
Total Increase/(Decrease) in Net Assets
   
(8,593,631
)
   
15,299,589
 
Net Assets
               
Beginning of the period
   
69,635,984
     
54,336,395
 
End of the period
 
$
61,042,353
   
$
69,635,984
2 
Capital Share Transactions:
               
Shares sold
   
364,474
     
912,976
 
Shares issued on reinvestment of distributions
   
415,217
     
157,163
 
Shares redeemed
   
(636,397
)
   
(819,460
)
Net increase from capital share transactions
   
143,294
     
250,679
 

1
Includes net realized gain distributions of $2,587,145.
2
Includes accumulated undistributed net investment loss of $(364,335).


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

39

Perritt Low Priced Stock Fund

Statements of Changes in Net Assets

   
For the
   
For the
 
   
Year Ended
   
Year Ended
 
   
October 31, 2018
   
October 31, 2017
 
Operations:
           
Net investment loss
 
$
(26,817
)
 
$
(40,126
)
Net realized gain on investments
   
439,584
     
602,089
 
Net change in unrealized
               
  appreciation/(depreciation) on investments
   
(1,387,312
)
   
1,057,916
 
Net increase/(decrease) in net assets resulting from operations
   
(974,545
)
   
1,619,879
 
Dividends and Distributions to Shareholders:
               
Distributable earnings
   
(401,664
)
   
 
Total dividends and distributions
   
(401,664
)
   
 
Capital Share Transactions:
               
Proceeds from shares issued
   
2,119,151
     
2,202,538
 
Reinvestment of distributions
   
400,458
     
 
Cost of shares redeemed
   
(1,109,561
)
   
(2,367,256
)
Redemption fees
   
521
     
345
 
Net increase/(decrease) in net assets
               
  from capital share transactions
   
1,410,569
     
(164,373
)
Total Increase in Net Assets
   
34,360
     
1,455,506
 
Net Assets
               
Beginning of the period
   
7,155,606
     
5,700,100
 
End of the period
 
$
7,189,966
   
$
7,155,606
1 
Capital Share Transactions:
               
Shares Sold
   
108,959
     
123,609
 
Shares issued on reinvestment of distributions
   
20,986
         
Shares redeemed
   
(58,133
)
   
(131,452
)
Net increase/(decrease) from capital share transactions
   
71,812
     
(7,843
)

1
Includes accumulated undistributed net investment income of $0.


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

40

Perritt MicroCap Opportunities Fund
 
Financial Highlights
 
For a Fund share outstanding throughout the year
 
   
For the Years Ended October 31,
 
   
2018
   
2017
   
2016
   
2015
   
2014
 
Net asset value, beginning of year
 
$
38.59
   
$
34.18
   
$
32.52
   
$
36.00
   
$
37.38
 
Income/(loss) from investment operations:
                                       
Net investment income/(loss)2
   
(0.20
)
   
(0.15
)
   
0.13
     
0.04
     
(0.18
)
Net realized and unrealized
                                       
  gain/(loss) on investments
   
(1.83
)
   
7.94
     
2.06
     
(1.10
)
   
2.29
 
Total from investment operations
   
(2.03
)
   
7.79
     
2.19
     
(1.06
)
   
2.11
 
Less dividends and distributions:
                                       
From net investment income
   
     
(0.09
)
   
     
     
 
From net realized gains
   
(8.39
)
   
(3.29
)
   
(0.53
)
   
(2.42
)
   
(3.49
)
Total dividends and distributions
   
(8.39
)
   
(3.38
)
   
(0.53
)
   
(2.42
)
   
(3.49
)
Redemption fees2,3
   
     
     
     
     
 
Net asset value, end of year
 
$
28.17
   
$
38.59
   
$
34.18
   
$
32.52
   
$
36.00
 
Total return1
   
(5.89
%)
   
24.20
%
   
6.85
%
   
(3.07
%)
   
6.17
%
Supplemental data and ratios:
                                       
Net assets, end of year (in thousands)
 
$
160,698
   
$
225,445
   
$
262,268
   
$
372,768
   
$
462,716
 
Ratio of net expenses to average net assets
   
1.28
%
   
1.23
%
   
1.23
%
   
1.21
%
   
1.19
%
Ratio of net investment income/(loss)
                                       
  to average net assets
   
(0.63
%)
   
(0.41
%)
   
0.41
%
   
0.12
%
   
(0.51
%)
Portfolio turnover rate
   
14.0
%
   
18.0
%
   
6.2
%
   
20.7
%
   
29.1
%

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.

41

Perritt Ultra MicroCap Fund

Financial Highlights

For a Fund share outstanding throughout the year
 
   
For the Years Ended October 31,
 
   
2018
   
2017
   
2016
   
2015
   
2014
 
Net asset value, beginning of year
 
$
18.49
   
$
15.46
   
$
14.39
   
$
16.79
   
$
16.23
 
Income/(loss) from investment operations:
                                       
Net investment income/(loss)2
   
(0.17
)
   
(0.18
)
   
0.07
     
(0.06
)
   
(0.19
)
Net realized and unrealized
                                       
  gain/(loss) on investments
   
(0.77
)
   
3.94
     
1.22
     
(0.06
)
   
1.12
 
Total from investment operations
   
(0.94
)
   
3.76
     
1.29
     
(0.12
)
   
0.93
 
Less dividends and distributions:
                                       
From net realized gains
   
(1.93
)
   
(0.73
)
   
(0.22
)
   
(2.29
)
   
(0.39
)
Total dividends and distributions
   
(1.93
)
   
(0.73
)
   
(0.22
)
   
(2.29
)
   
(0.39
)
Redemption fees2
   
3 
   
3 
   
3 
   
0.01
     
0.02
 
Net asset value, end of year
 
$
15.62
   
$
18.49
   
$
15.46
   
$
14.39
   
$
16.79
 
Total return1
   
(5.73
%)
   
25.27
%
   
9.11
%
   
(0.82
%)
   
5.96
%
Supplemental data and ratios:
                                       
Net assets, end of year (in thousands)
 
$
61,042
   
$
69,636
   
$
54,336
   
$
60,053
   
$
67,571
 
Ratio of net expenses to average net assets
   
1.71
%
   
1.70
%
   
1.77
%
   
1.75
%
   
1.56
%
Ratio of net investment income/(loss)
                                       
  to average net assets
   
(0.99
%)
   
(1.07
%)
   
0.48
%
   
(0.43
%)
   
(1.06
%)
Portfolio turnover rate
   
28.4
%
   
43.0
%
   
18.1
%
   
30.1
%
   
64.2
%

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 Low Priced Stock Fund

Financial Highlights

For a Fund share outstanding throughout the year/period
 
                           
For the
 
                           
Period From
 
                           
February 28, 20144
 
   
For the Years Ended October 31,
   
to October 31,
 
   
2018
   
2017
   
2016
   
2015
   
2014
 
Net asset value,
                             
  beginning of year/period
 
$
19.95
   
$
15.55
   
$
15.39
   
$
14.15
   
$
15.00
 
Income/(loss) from investment operations:
                                       
Net investment loss2
   
(0.06
)
   
(0.11
)
   
(0.04
)
   
(0.01
)
   
(0.06
)
Net realized and unrealized
                                       
  gain (loss) on investments
   
(2.10
)
   
4.51
     
0.20
     
1.25
     
(0.79
)
Total from investment operations
   
(2.16
)
   
4.40
     
0.16
     
1.24
     
(0.85
)
Less dividends and distributions:
                                       
From net realized gains
   
(1.09
)
   
     
     
     
 
Total dividends and distributions
   
(1.09
)
   
     
     
     
 
Redemption fees2,3
   
     
     
     
     
 
Net asset value, end of year/period
 
$
16.70
   
$
19.95
   
$
15.55
   
$
15.39
   
$
14.15
 
Total return1,7
   
(11.57
%)
   
28.28
%
   
1.04
%
   
8.76
%
   
(5.67
%)6
Supplemental data and ratios:
                                       
Net assets, end of
                                       
  year/period (in thousands)
 
$
7,190
   
$
7,156
   
$
5,700
   
$
4,612
   
$
2,090
 
Ratio of net expenses
                                       
  to average net assets
   
1.39
%
   
1.39
%
   
1.39
%
   
1.49
%7
   
1.50
%5
Ratio of net investment loss
                                       
  to average net assets
   
(0.32
%)
   
(0.61
%)
   
(0.28
%)
   
(0.08
%)
   
(0.67
%)5
Ratio of expenses (prior to
                                       
  reimbursement) to average net assets
   
2.48
%
   
2.65
%
   
3.25
%
   
4.90
%
   
7.15
%5
Ratio of net investment loss (prior to
                                       
  reimbursement) to average net assets
   
(1.42
%)
   
(1.87
%)
   
(2.14
%)
   
(3.49
%)
   
(6.32
%)5
Portfolio turnover rate
   
60.5
%
   
75.0
%
   
62.7
%
   
76.6
%
   
49.0
%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.
4
Commencement of operations.
5
Annualized for periods less than one year.
6
Not annualized for periods less than one year.
7
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.

43

Perritt Funds, Inc.

Notes to Financial Statements

October 31, 2018
 
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 Ultra MicroCap Fund commenced operations on August 30, 2004.  The 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.  Money Market Funds are valued at net asset 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.

 
44

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 using the interest method.  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, including reclassifying net operating loss, as determined annually in accordance with federal tax regulations which may differ from GAAP.  The MicroCap Fund has reclassified the components of its capital accounts for the year ended October 31, 2018 by increasing paid-in capital by $6,156,976 and decreasing distributable earnings by $6,156,976. The Ultra MicroCap Fund has reclassified the components of its capital accounts for the year ended October 31, 2018 by increasing paid-in capital by $314,171 and decreasing distributable earnings by $314,171. The Low Priced Stock Fund has reclassified the components of its capital accounts for the year ended October 31, 2018 by increasing paid-in capital by $46,510 and decreasing distributable earnings by $46,510.  These adjustments were due to the use of equalization. Each Fund may utilize earnings and profit distributed to shareholders on redemption of shares as part of the dividends paid deduction.

 
45

Perritt Funds, Inc.
 
Notes to Financial Statements (Continued)
 
 
h.
As of and during the year ended October 31, 2018, 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 Operations.  During the year ended October 31, 2018, 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 2015.
 
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, 2018:
 
 
MicroCap Opportunities Fund
                       
                           
 
Description
 
Level 1
   
Level 2
   
Level 3
   
Total
 
 
Investments in Securities
                       
 
Common Stocks
                       
 
Communication Services
 
$
5,379,252
   
$
   
$
   
$
5,379,252
 
 
Consumer Discretionary
   
14,381,212
     
     
     
14,381,212
 
 
Consumer Staples
   
9,866,393
     
     
     
9,866,393
 
 
Energy
   
1,829,700
     
     
     
1,829,700
 
 
Financial
   
29,167,275
     
     
     
29,167,275
 
 
Health Care
   
1,810,800
     
     
     
1,810,800
 
 
Industrials
   
43,782,188
     
     
     
43,782,188
 
 
Information Technology
   
31,738,166
     
     
     
31,738,166
 
 
Materials
   
15,249,929
     
     
     
15,249,929
 
 
Real Estate Investment Trusts
   
6,469,585
     
     
     
6,469,585
 
 
Total Common Stocks
   
159,674,500
     
     
     
159,674,500
 
 
Warrants
                               
 
Industrials
   
72,384
     
     
     
72,384
 
 
Financial
   
     
0
     
     
 
 
Total Warrants
   
72,384
     
     
     
72,384
 
 
Short-Term Investments
   
1,786,501
     
     
     
1,786,501
 
 
Total Investments
                               
 
  in Securities
 
$
161,533,385
   
$
   
$
   
$
161,533,385
 

 
46

Perritt Funds, Inc.
 
Notes to Financial Statements (Continued)
 
 
Ultra MicroCap Fund
                       
                           
 
Description
 
Level 1
   
Level 2
   
Level 3
   
Total
 
 
Investments in Securities
                       
 
Common Stocks
                       
 
Communication Services
 
$
1,279,000
   
$
   
$
   
$
1,279,000
 
 
Consumer Discretionary
   
7,868,816
     
     
     
7,868,816
 
 
Consumer Staples
   
737,296
     
     
     
737,296
 
 
Energy
   
3,151,250
     
     
     
3,151,250
 
 
Financial
   
5,921,140
     
     
     
5,921,140
 
 
Health Care
   
7,919,408
     
     
     
7,919,408
 
 
Industrials
   
13,193,493
     
621,192
     
     
13,814,685
 
 
Information Technology
   
10,634,404
     
383,000
     
     
11,017,404
 
 
Materials
   
3,047,759
     
     
     
3,047,759
 
 
Real Estate Investment Trusts
   
1,526,800
     
     
     
1,526,800
 
 
Utilities
   
1,002,600
     
     
     
1,002,600
 
 
Total Common Stocks
   
56,281,966
     
1,004,192
     
     
57,286,158
 
 
Warrants
                               
 
Communication Services
   
     
90,750
     
     
90,750
 
 
Health Care
   
     
0
     
     
 
 
Total Warrants
   
     
90,750
     
     
90,750
 
 
Short-Term Investments
   
3,857,014
     
     
     
3,857,014
 
 
Total Investments
                               
 
  in Securities
 
$
60,138,980
   
$
1,094,942
   
$
   
$
61,233,922
 
                                   
 
Low Priced Stock Fund
                               
                                   
 
Description
 
Level 1
   
Level 2
   
Level 3
   
Total
 
 
Investments in Securities
                               
 
Common Stocks
                               
 
Communication Services
 
$
340,780
   
$
   
$
   
$
340,780
 
 
Consumer Discretionary
   
794,050
     
     
     
794,050
 
 
Consumer Staples
   
222,080
     
     
     
222,080
 
 
Energy
   
536,044
     
     
     
536,044
 
 
Financial
   
679,184
     
     
     
679,184
 
 
Health Care
   
513,590
     
     
     
513,590
 
 
Industrials
   
1,341,747
     
     
     
1,341,747
 
 
Information Technology
   
1,633,555
     
     
     
1,633,555
 
 
Materials
   
723,264
     
     
     
723,264
 
 
Real Estate Investment Trusts
   
74,300
     
     
     
74,300
 
 
Total Common Stocks
   
6,858,594
     
     
     
6,858,594
 
 
Short-Term Investments
   
309,453
     
     
     
309,453
 
 
Total Investments
                               
 
  in Securities
 
$
7,168,047
   
$
   
$
   
$
7,168,047
 

Please refer to the Schedules of Investments for additional information regarding the composition of the amounts listed above.
 
47

Perritt Funds, Inc.
 
Notes to Financial Statements (Continued)
 
 
At the beginning and during the twelve months ended October 31, 2018, 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, 2018, the MicroCap Fund, Ultra MicroCap Fund and Low Priced Stock Fund had fees due to the Advisor of $142,936, $67,155 and $876, respectively. For the year ended October 31, 2018, the MicroCap Fund, Ultra MicroCap Fund and Low Priced Stock Fund had incurred advisory fees of $1,878,610, $841,042 and $82,898, 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, 2019 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 during the year.  The salaries and fees waived by the Advisor for the year ended October 31, 2018 were $17,875 and are not eligible for recapture.  Voluntary expense waivers may be discontinued at any time.
   
 
For the year ended October 31, 2018, the Advisor waived expenses and/or reimbursed the Low Priced Stock Fund $73,512 which is eligible for recapture through October 31, 2021.  $66,290 is eligible for recapture through October 31, 2020.  $81,819 is eligible for recapture through October 31, 2019.
   
 
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.

 
48

Perritt Funds, Inc.
 
Notes to Financial Statements (Continued)
 
 
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 within officer & directors’ fees & expenses.
   
 
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, 2018, were as follows:

     
Purchases
   
Sales
 
     
U.S.
         
U.S.
       
     
Governments
   
Other
   
Governments
   
Other
 
 
MicroCap Fund
 
$
   
$
25,807,089
   
$
   
$
73,223,066
 
 
Ultra MicroCap Fund
 
$
   
$
18,088,164
   
$
   
$
25,380,913
 
 
Low Priced Stock Fund
 
$
   
$
5,745,804
   
$
   
$
4,804,301
 
 
6.
Federal Income Tax Matters
   
 
As of October 31, 2018, 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
 
$
119,938,074
   
$
54,624,465
   
$
7,213,179
 
 
Gross tax unrealized appreciation
   
51,542,532
     
13,833,476
     
767,704
 
 
Gross tax unrealized depreciation
   
(9,947,222
)
   
(7,224,019
)
   
(812,836
)
 
Net unrealized appreciation
                       
 
  on investments
   
41,595,310
     
6,609,457
     
(45,132
)
 
Distributable ordinary income
   
4,203,696
     
396,483
     
 
 
Distributable long-term capital gains
   
13,934,398
     
3,857,110
     
389,445
 
 
Other accumulated losses
   
     
     
(25,324
)
 
Total distributable earnings
 
$
59,733,404
   
$
10,863,050
   
$
318,989
 

 
49

Perritt Funds, Inc.
 
Notes to Financial Statements (Continued)
 
 
The difference between book and tax basis distributable earnings is primarily related to the deferral of losses on wash sales.
   
 
At October 31, 2018, the Low Priced Stock Fund deferred, on a tax basis, late year ordinary losses of $25,324.  None of the Funds had post-October losses.
   
 
The tax composition of distributions paid during the years ended October 31, 2018 and 2017 were as follows:

     
Ordinary Income
   
Long-term Capital Gains
 
     
2018
   
2017
   
2018
   
2017
 
 
MicroCap Fund
 
$
2,046,810
   
$
770,079
   
$
43,765,648
   
$
24,787,188
 
 
Ultra MicroCap Fund
   
     
75,527
     
7,255,839
     
2,511,618
 
 
Low Priced Stock Fund
   
5,714
     
     
395,950
     
 
 
 
The Funds 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 Funds related to net capital gain to zero for the tax year ended October 31, 2018.
   
 
On November 14, 2018, the MicroCap Fund paid long-term capital gains distributions of $2.47662 per share, the Ultra MicroCap Fund paid long-term capital gains distributions of $0.99088 per share and the Low Priced Stock Fund paid long-term capital gains distributions of $0.95557 per share.
   
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 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, 2018, the MicroCap Fund and Ultra MicroCap Fund held restricted securities with an aggregate value of $2,647,500 and $90,750, which accounted for 1.65% and 0.15%, 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, 2018, 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.

 
50

Perritt Funds, Inc.
 
Notes to Financial Statements (Continued)
 
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 10, 2018, under which the MicroCap Fund may borrow up to $10,000,000 and the Ultra MicroCap Fund may borrow up to $6,000,000, subject to certain restrictions and covenants.  Upon renewal, the MicroCap Fund may borrow up to $8,000,000 and the Ultra MicroCap Fund may borrow up to $6,000,000 with an expiration date of December 9, 2019.  Interest is charged on borrowings at the prevailing Prime Rate which was 5.25% as of October 31, 2018.  The Funds have borrowed under these arrangements from time to time to increase the efficiency of cash flow management.  For the year ended October 31, 2018, the MicroCap Fund had average borrowings of $700,000 and the weighted average interest rate on the line of credit borrowings was 4.47%.  From December 29-31, 2017, the MicroCap Fund had borrowings of $999,000, which represents the largest borrowing amount during the year ended October 31, 2018.  As of October 31, 2018, the MicroCap Fund and Ultra MicroCap Fund had no outstanding borrowings on the lines of credit.  As of October 31, 2018, the Low Priced Stock Fund does not have a line of credit arrangement. Interest charged on the borrowings is recorded as other expense in the Statements of Operations.
   
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
   
 
During the year ended October 31, 2018, Perritt Ultra MicroCap Fund held Sigma Lab, Inc. which was considered affiliated, as it held 5% or more at the outstanding voting securities of the issuer.  As of October 31, 2018, this issuer was not affiliated.
   
 
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 1940 Act.  For the year ended October 31, 2018, the MicroCap Fund, Ultra MicroCap Fund and Low Priced Stock Fund engaged in two, one and one securities transactions pursuant to Rule 17a-7 of the 1940 Act, respectively.
   
12.
Beneficial Ownership
   
 
The beneficial ownership, either directly or indirectly, of more than 25% of voting securities of a fund creates a presumption of control of that fund, under Section 2(a)(9) of the 1940 Act.  As of October 31, 2018, the Funds had omnibus shareholder accounts (comprised of a group of individual shareholders), which amounted to more than 25% of the total shares outstanding of the respective Fund.  There were no individual shareholders of record who owned more than 5% of the outstanding shares of beneficial interest of a Fund or Class of shares of a Fund. Shareholders with a controlling interest could affect the outcome of proxy voting or direction of management of a Fund.

 
51

Perritt Funds, Inc.
 
Notes to Financial Statements (Continued)
 
13.
New Accounting Pronouncements
   
 
In August 2018, FASB issued Accounting Standards Update 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework – Changes to the Disclosure Requirements for Fair Value Measurement (“ASU 2018-13”). The primary focus of ASU 2018-13 is to improve the effectiveness of the disclosure requirements for fair value measurements. The changes affect all companies that are required to include fair value measurement disclosures. In general, the amendments in ASU 2018-13 are effective for all entities for fiscal years and interim periods within those fiscal years, beginning after December 15, 2019. An entity is permitted to early adopt the removed or modified disclosures upon the issuance of ASU 2018-13 and may delay adoption of the additional disclosures, which are required for public companies only, until their effective date. Management has evaluated ASU 2018-13 and has adopted the Framework.









52

Perritt Funds, Inc.

Report of Independent Registered Public Accounting Firm

To the Shareholders and Board of Directors of
Perritt Funds, Inc.
 
Opinion on the Financial Statements
 
We have audited the accompanying statements of assets and liabilities, including the schedules of investments, of Perritt Funds, Inc., comprising Perritt MicroCap Opportunities Fund, Perritt Ultra MicroCap Fund, and Perritt Low Priced Stock Fund (the “Funds”) as of October 31, 2018, 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, including the related notes, and the financial highlights for each of the periods presented in the period then ended  (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of each of the Funds as of October 31, 2018, 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 presented in the period then ended, in conformity with accounting principles generally accepted in the United States of America.
 
Basis for Opinion
 
These financial statements are the responsibility of the Funds’ management. Our responsibility is to express an opinion on the Funds’ financial statements based on our audits.  We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”) and are required to be independent with respect to the Funds in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
 
We conducted our audits in accordance with the standards of the PCAOB.  Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud.
 
Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our procedures included confirmation of securities owned as of October 31, 2018, by correspondence with the custodian and brokers or by other appropriate auditing procedures where replies from brokers were not received. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements.  We believe that our audits provide a reasonable basis for our opinion.
 
We have served as the Funds’ auditor since 2009.
 
/s/ Cohen & Company, LTD.
Milwaukee, Wisconsin
December 19, 2018
 


53

Perritt Funds, Inc.

Expense Example (Unaudited)
October 31, 2018   

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, 2018 – October 31, 2018).
 
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.
 

 
54

Perritt Funds, Inc.
 
Expense Example (Unaudited) (Continued)
October 31, 2018   
 
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
 
5/1/18
10/31/18
5/1/18 – 10/31/181
Actual
     
Perritt MicroCap Opportunities
$1,000.00
$   921.50
$6.11
Perritt Ultra MicroCap Fund
$1,000.00
$   947.80
$8.41
Perritt Low Priced Stock Fund
$1,000.00
$   882.70
$6.60
       
Hypothetical
     
Perritt MicroCap Opportunities
$1,000.00
$1,018.85
$6.42
Perritt Ultra MicroCap Fund
$1,000.00
$1,016.57
$8.71
Perritt Low Priced Stock Fund
$1,000.00
$1,018.20
$7.07
 
1
Expenses (net of waiver, if applicable) are equal to the Fund’s annualized expense ratio of 1.26% for the MicroCap Opportunities Fund, 1.71% 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 184/365 (to reflect the one-half year period).







55

Perritt Funds, Inc.

Directors and Officers (Unaudited)

The Board is responsible for the overall management of the Funds.  This includes establishing the Funds’ policies, approval of all significant agreements between the Funds and persons or companies providing services to the Funds, and the general supervision and review of the Funds’ investment activities. As a Maryland corporation, the day-to-day operations of the Funds are delegated to the officers of the Funds, subject to the investment objectives and policies of the Funds and to general supervision by the Board.
 
Management Information
 
The name, age (as of the date of this SAI), address, principal occupations during the past five years, and other information with respect to each of the Directors are set forth in the following tables, along with information for the officers of the Funds.  The information is provided as of the date of this SAI.
 
 
Position(s) Held
     
 
with Funds 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
   
“Disinterested” Directors of the Funds
 
         
Dianne C. Click
Director
Indefinite, until
Ms. Click is a licensed Real
Perritt
Age: 56
 
successor
Estate Broker in the State
MicroCap
300 South
Portfolios in
elected
of Montana. She has been
Opportunities
  Wacker Drive,
Fund Complex
 
a partner and a principal
Fund, Inc.
Suite 600
Overseen: 3
Director
owner of a real estate sales
(1994–2013)
Chicago, IL
 
since 2004
company, Bozeman Broker
 
60606
   
Group, since 2004. She has
 
     
been licensed in the state
 
     
of Montana since 1995.
 
         
David S. Maglich
Director
Indefinite, until
Mr. Maglich is a Shareholder
Perritt
Age: 61
 
successor
with the law firm of Fergeson,
MicroCap
300 South
Portfolios in
elected
Skipper et. al. in Sarasota,
Opportunities
  Wacker Drive,
Fund Complex
 
Florida and has been
Fund, Inc.
Suite 600
Overseen: 3
Director
employed with such firm
(1987–2013)
Chicago, IL
 
since 2004
since 1989.
 
60606
       

56

Perritt Funds, Inc.

Directors and Officers (Unaudited) (Continued)

 
Position(s) Held
     
 
with Funds 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
   
“Interested” Director of the Funds
 
         
Michael J.
President
One-year term
Mr. Corbett was President
Perritt
  Corbett(1)
 
as President
of the Perritt MicroCap
MicroCap
Age: 53
Portfolios in
 
Opportunities Fund, Inc.
Opportunities
300 South
Fund Complex
As Director,
(1999–2013) and President
Fund, Inc.
  Wacker Drive,
Overseen: 3
indefinite,
of the Perritt Funds, Inc.
(2010–2013)
Suite 600
 
until successor
since 2004.  He has served
 
Chicago, IL
 
elected
as President of the Adviser
 
60606
   
since 2010, and previously
 
   
Director
served as Vice President of
 
   
since 2010
the Adviser from 1997 until
 
     
2010.  Mr. Corbett began his
 
   
President
tenure with Perritt Capital
 
   
since 2004
Management in 1990 as a
 
     
research analyst.  He assumed
 
     
portfolio management
 
     
responsibilities in 1996 and
 
     
now serves as portfolio
 
     
manager for the Funds.
 
____________
(1)
Mr. Corbett is an interested person of the Funds based upon his position with the Adviser.

 
 

 
57

Perritt Funds, Inc.

Directors and Officers (Unaudited) (Continued)

 
Position(s) Held
     
 
with Funds 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 Funds Other Than Mr. Corbett
 
         
Mark Buh
Vice President
One-year term
Mr. Buh has been Vice
N/A
Age: 57
and Treasurer
Since 2012
President and Treasurer of
 
300 South
   
the Funds and Chief Financial
 
  Wacker Drive,
   
Officer of the Adviser since
 
Suite 600
   
2012.  He has over 25 years
 
Chicago, IL 
   
of experience in corporate
 
60606
   
accounting, administration,
 
     
planning and business
 
     
development.  His previous
 
     
experience includes tenures
 
     
at Ernst and Young and
 
     
CenturyLink
 
     
Communications.
 
         
Lynn E.
Vice President,
One-year term
Mrs. Burmeister has been
N/A
  Burmeister
Chief
 
the Chief Compliance
 
Age: 59
Compliance
Chief
Officer since May 1, 2010,
 
300 South
Officer and
Compliance
and oversees all compliance
 
  Wacker Drive,
Secretary
Officer
matters for the Funds and the
 
Suite 600
 
Since 2010
Adviser.  She also coordinates
 
Chicago, IL
   
the administration of the
 
60606
 
Secretary
Funds and is a liaison with
 
   
Since 2015
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.
 

Qualification of Directors
 
Michael J. Corbett has been the President and a portfolio manager of the MicroCap Fund (including the Predecessor MicroCap Fund) since 1996, a portfolio manager of the Ultra MicroCap Fund since its inception in 2004, and a portfolio manager of the Low Priced Stock Fund since its inception in 2014.  His experience and skills as a portfolio manager, as well as his familiarity with the investment strategies utilized by the Adviser and with the Funds’ portfolios, led to the conclusion that he should serve as a director.  Dianne C. Click’s experience as a partner and principal owner of a real estate sales company has provided her
 

58

Perritt Funds, Inc.

Directors and Officers (Unaudited) (Continued)

with a firm understanding of financial statements and the issues that confront businesses, enabling her to provide the Board of Directors valuable input and oversight.  As a partner in a law firm, David S. Maglich has extensive experience working with regulated industries, and a deep understanding of financial statements, making him a valuable source of information and insight.  Each of Ms. Click and Mr. Maglich take a conservative and thoughtful approach to addressing issues facing the Funds.  These combinations of skills and attributes led to the conclusion that each of Ms. Click and Mr. Maglich should serve as a director.
 
Board Leadership Structure
 
The Board has general oversight responsibility with respect to the operation of the Funds.  The Board has engaged the Adviser to manage the Funds and is responsible for overseeing the Adviser and other service providers to the Funds in accordance with the provisions of the 1940 Act and other applicable laws.
 
The Board does not have a Chairman of the Board.  As President of the Funds, Mr. Corbett is the presiding officer at all meetings of the Board.  The Board does not have a lead independent director.  The Board has determined that its leadership structure is appropriate because it has been in place for many years and during that time the Funds have delivered positive returns for their investors.
 






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. 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, 2018, 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, 2018, 100.00%, 0.00% and 100.00% 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, 2018, which is designated as qualified dividend income under the Jobs and Growth Tax Relief Reconciliation Act of 2003, is 89.52%, 0.00% and 100.00% 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, 89.52%, 0.00% and 100.00%, 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 600
Chicago, IL 60606-6703
800-331-8936
 
Independent Registered
Public Accounting Firm
Cohen & Company, Ltd.
342 North Water Street, Suite 830
Milwaukee, WI 53202
 
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,
doing business as U.S. Bank Global Fund Services
P.O. Box 701
Milwaukee, WI 53201-0701
 
Distributor
Quasar Distributors, LLC
777 East Wisconsin Avenue
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.
 










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MicroCap Opportunities Fund – PRCGX
 
Ultra MicroCap Fund – PREOX
 
Low Priced Stock Fund – PLOWX


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 600 • 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 & Company, 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  10/31/2018
FYE  10/31/2017
Audit Fees
$40,500
$40,500
Audit-Related Fees
$0
$0
Tax Fees
$9,000
$9,000
All Other Fees
$0
$0

The percentage of fees billed by Cohen & Company, Ltd. for the fiscal years ended October 31, 2018 and October 31, 2017, respectively, applicable to non-audit services pursuant to a waiver of the pre-approval requirement was as follows:
 
 
FYE  10/31/2018
FYE  10/31/2017
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  10/31/2018
FYE  10/31/2017
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. Disclosure of Securities Lending Activities for Closed-End Management Investment Companies.

Not applicable to open-end investment companies.

Item 13. 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 27, 2018



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

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

Date    December 27, 2018

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

Date    December 27, 2018

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