N-CSRS 1 n-csrsfasfpe113013.htm FASF SEMIANNUAL REPORT FILING PE 11/30/13 n-csrsfasfpe113013.htm - Generated by SEC Publisher for SEC Filing

 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549

 

FORM N-CSRS

 

CERTIFIED SHAREHOLDER REPORT OF REGISTERED MANAGEMENT INVESTMENT COMPANIES

 

Investment Company Act file number_811-22641 

 

__Franklin Alternative Strategies Funds
(Exact name of registrant as specified in charter)

 

One Franklin Parkway, San Mateo, CA  94403-1906
(Address of principal executive offices)           (Zip code)

 

Craig S. Tyle, One Franklin Parkway, San Mateo, CA  94403-1906
(Name and address of agent for service)

 

Registrant's telephone number, including area code: 650 312-2000

 

Date of fiscal year end: 5/31 

 

Date of reporting period: 11/30/13 

 

 

Item 1. Reports to Stockholders.

 

 


 



 

  Contents      
Shareholder Letter 1 Semiannual Report      
    Franklin K2 Alternative Strategies Fund 3 Financial Statements 51
    Performance Summary 9 Notes to Financial Statements 56
    Your Fund’s Expenses 12 Shareholder Information 75
    Financial Highlights and      
    Statement of Investments 14    

 

| 1


 

Semiannual Report

Franklin K2 Alternative Strategies Fund

Your Fund’s Goal and Main Investments: Franklin K2 Alternative Strategies Fund seeks capital appreciation with lower volatility relative to the broad equity markets. The Fund seeks to achieve its investment goal by allocating its assets across multiple non-traditional or “alternative” strategies, including but not limited to long short equity, event driven, relative value and global macro. The Fund is structured as a multi-manager fund, meaning the Fund’s assets are independently managed by multiple investment managers (subadvisors), while the Fund’s investment manager retains overall responsibility for the Fund’s investments. The Fund may invest in a wide range of securities and other investments including, but not limited to: equity securities including common stocks, preferred stocks, convertible securities, rights and warrants, private and registered investment vehicles and exchange traded funds; and debt securities including bonds, notes, debentures and commercial paper; loans and loan participations; and mortgage-backed or other asset-backed securities, including collateralized debt obligations; as well as derivatives, commodities and currencies.

Performance data represent past performance, which does not guarantee future results. Investment return and principal value will fluctuate, and you may have a gain or loss when you sell your shares. Current performance may differ from figures shown. Please visit franklintempleton.com or call (800) 342-5236 for most recent month-end performance.


We are pleased to bring you this semiannual report for Franklin K2 Alternative Strategies Fund covering the period from the Fund’s inception on October 11, 2013, through November 30, 2013.

The dollar value, number of shares or principal amount, and names of all portfolio holdings are listed in the Fund’s Statement of Investments (SOI). The SOI begins on page 19.

Semiannual Report | 3


 

Performance Overview

For the period under review, Franklin K2 Alternative Strategies Fund – Class A delivered a +2.30% cumulative total return. For comparison, the Fund’s primary benchmark, the BofA Merrill Lynch 3 Month U.S. Treasury Bill Index, which tracks the performance of short-term U.S. government securities with a remaining term to final maturity of less than three months, had a +0.04% total return.1 Also for comparison, the Fund’s secondary benchmark, the HFRX Global Hedge Fund Index, which is designed to be representative of the overall composition of the hedge fund universe, generated a +1.58% total return.2 You can find more of the Fund’s performance data in the Performance Summary beginning on page 9.

Economic and Market Overview

During the period from October 11, 2013, through November 30, 2013, investors remained preoccupied with the timing of the U.S. Federal Reserve Board’s (Fed’s) next policy move regarding its asset purchases. The Fed hoped to shift attention from its bond buying to forward guidance, namely its commitment to remain accommodative and hold short-term rates low for an extended period of time.

In November, major economies reported mixed third-quarter gross domestic product (GDP) growth rates. While the developed economies of the U.S. and Canada strengthened, Europe’s growth slowed to a near standstill and Japan’s expansion eased substantially after growing for several consecutive quarters. Mexico’s emerging economy returned to modest growth, but a contraction in Brazil’s output was the worst in more than four years. Against this backdrop, global developed and emerging market stocks, as measured by the MSCI All Country World Index, moved higher.

In the U.S., positive employment and residential real estate trends generally exceeded expectations, the economy expanded in the third quarter at its fastest pace in more than a year and several major U.S. equity indexes reached new

1. Source: FactSet. © 2014 FactSet Research Systems Inc. All Rights Reserved. The information contained herein: (1) is proprietary to FactSet Research Systems Inc. and/or its content providers; (2) may not be copied or distributed; and (3) is not warranted to be accurate, complete or timely. Neither FactSet Research Systems Inc. nor its content providers are responsible for any damages or losses arising from any use of this information.

2. Sources: FactSet; Hedge Fund Research, Inc. The HFRX Global Hedge Fund Index is being used under license from Hedge Fund Research, Inc., which does not endorse or approve of any of the contents of this report.

The indexes are unmanaged and include reinvestment of any income or distributions. One cannot invest directly in an index, and an index is not representative of the Fund’s portfolio.

4 | Semiannual Report


 

highs. Notably, the national jobless rate declined to its lowest level since 2008. Nonetheless, market volatility surfaced surrounding speculation over the timing of the Fed’s tapering of its asset purchase program and a partial U.S. federal government shutdown. Toward period-end, improving U.S. employment data reignited speculation that tapering could begin as early as December.

In Europe, the eurozone unemployment rate improved for the first time in more than two years, and accommodative policies remained intact as the European Central Bank (ECB) lowered its benchmark interest rate in November following the region’s anemic economic growth. This swift and unexpected ECB response lifted market sentiment, which was otherwise kept in check to a degree by sovereign debt rating downgrades of France and the Netherlands owing to their worsening growth prospects and public finances. However, credit outlooks for Spain and Portugal were raised to stable because of the positive effect budget cuts and structural reforms have had on these countries’ fiscal states. Outside of the eurozone, U.K. third-quarter GDP climbed at its fastest quarterly pace in years.

Major Asian economies, including South Korea, Taiwan, China and Japan, experienced improving export shipments and orders because of stronger global demand. Emerging market central banks tended to be less accommodative than their developed market peers. For example, Brazil’s and India’s central banks raised interest rates amid rising inflation and China’s central bank tightened liquidity to curb real estate and credit speculation.

Investment Strategy

We manage the Fund using a multi-manager approach. While we are responsible for the Fund’s overall investments, we allocate assets to multiple subadvisors, each of whom independently manages a separate portion of the Fund’s portfolio in accordance with some or all of the following strategies: long short equity, event driven, relative value and global macro. We allocate the Fund’s assets among these strategies utilizing a top-down approach, generating strategy weightings by taking into account market conditions, risk factors, diversifica-tion, liquidity, transparency, and availability of various subadvisors and other investment options, among other things. The allocations to the strategies may change from time to time based upon our assessment of their correlations to various markets and to each other, their risk profiles and return expectations. Long short equity strategies generally seek to produce returns from investments in the global equity markets by taking long and short positions in stocks

Subadvisors
11/30/13
Long Short Equity
Chilton Investment Company, LLC
Impala Asset Management LLC
Jennison Associates LLC
Event Driven
P. Schoenfeld Asset Management LP
York Registered Holdings, L.P.
Relative Value
Basso Capital Management, L.P.
Chatham Asset Management LLC
Lazard Asset Management LLC
Loomis Sayles & Company, L.P.

 

Semiannual Report | 5


 

What is a futures contract?

A futures contract, also called a “future,” is an agreement between the Fund and a counterparty made through a U.S. or foreign futures exchange to buy or sell a security at a specific price on a future date.

What is a swap agreement?

A swap agreement, such as an equity total return swap, is a contract between the Fund and a counterparty to exchange on a future date the returns, or differentials in rates of return, that would have been earned or realized if a notional amount were invested in spe-cific instruments.

An interest rate swap is an agreement between two parties to exchange interest rate obligations, generally one based on an interest rate fixed to maturity and the other based on an interest rate that changes in accordance with changes in a designated benchmark (for example, LIBOR, prime, commercial paper or other benchmarks).

and common stock indexes. Event driven strategies generally invest in securities of companies undergoing significant corporate changes and new developments. Relative value strategies encompass a wide range of investment techniques that are intended to profit from pricing inefficiencies. Global macro strategies generally focus on major economic opportunities across numerous markets and investments.

The Fund may take long and/or short positions in a wide range of asset classes, including equities, fixed income, commodities and currencies, among others. Long positions benefit from an increase in the price of the underlying instrument or asset class, while short positions benefit from a decrease in that price. The Fund may use derivatives for hedging and nonhedging (investment) purposes. Such derivative investments may include futures contracts, swaps, options and currency forward contracts. The Fund may engage in active and frequent trading as part of its investment strategies.

Manager’s Discussion

The Fund’s assets were allocated to three strategies during the period: long short equity, event driven and relative value. Each of these strategies contributed to Fund performance during the period.

The Fund’s long short equity strategy managers were Chilton Investment Co., Impala Asset Management and Jennison Associates. The long short equity strategy was the largest contributor during the period, benefiting from its net long bias in a rallying equity market and stock selection, particularly in the subadvisors’ long portfolios. Subadvisor performance varied depending on market exposure and individual security selection, but all three managers posted strong positive returns for the reporting period. As the equity markets reacted to a new round of earnings announcements, the Fund’s long short equity subadvisors found opportunities in airline and consumer retail stocks. Airlines in particular benefited from declining fuel costs, rising passenger miles flown and continued sector consolidation. Certain consumer retail stocks reported stronger earnings based on rising global

3. The health care sector comprises biotechnology, health care equipment and supplies, health care providers and services, and pharmaceuticals in the Statement of Investments.

6 | Semiannual Report


 

sales. Because equity markets rallied during the period, the strategy’s most substantial detractors included index hedges. In addition, a swift market rotation out of the biotechnology industry triggered by several disappointing earnings announcements proved challenging for health care sector investments in October, although several rebounded meaningfully in November.3

Our event driven strategy managers were P. Schoenfeld Asset Management and York Registered Holdings. During the period, the Fund’s event driven allocation was the second-largest contributor to performance. Security selection and active trading were responsible for a portion of the gains, and the strategy also benefited from the equity market rally, which provided a tailwind for several merger arbitrage and special situations equity positions. This was particularly notable in the telecommunication services sector, where subadvisors found a number of attractive opportunities. Other notable contributors included event-driven opportunities in the information technology and industrials sectors.4 Given the aforementioned equity market strength, the strategy’s primary detractors were the subadvisors’ hedging positions.

The Fund’s relative value strategy managers were Basso Capital Management, Lazard Asset Management, Chatham Asset Management and Loomis, Sayles & Co. The relative value strategy also contributed to performance during the period. Although this strategy represented the Fund’s largest allocation at period-end, its lower sensitivity to equity markets constrained performance relative to the broader markets. Because of the varying market risk exposure of the subadvisors’ portfolios, this group also had the largest dispersion in performance. Similar to other strategies, individual position performance drivers were diverse, with positive contributions from convertible arbitrage and high yield credit investments, particularly in the energy, media and hospitality sectors.5 As with other strategies, primary detractors included market hedges implemented via equity and credit index futures, options, and swaps, along with several single-issuer short exposures.

4. The information technology sector comprises computers and peripherals, Internet software and services, semiconductors and semiconductor equipment, and software in the Statement of Investments. The industrials sector comprises aerospace and defense, airlines, commercial and professional services, commercial services and supplies, engineering and construction, electrical equipment, industrial conglomerates, machinery and transportation in the Statement of Investments.

5. The energy sector comprises energy equipment and services and oil; gas and consumable fuels in the Statement of Investments. Hospitality comprises hotels, restaurants and leisure in the Statement of Investments.

What is an option?

An option is a contract to buy or sell a specific financial product known as the option’s underlying instrument at a specific price. The buyer of an option has the right, but not the obligation, to buy or sell the underlying instrument at or until a specified expiration date. Conversely, the seller (“writer”) of an option who opens a transaction is obligated to buy or sell the underlying instrument should the option holder exercise that right.

What is a currency forward contract?

A currency forward contract is an agreement between the Fund and a counterparty to buy or sell a foreign currency at a specific exchange rate on a future date.

Semiannual Report | 7


 

Thank you for your participation in Franklin K2 Alternative Strategies Fund. We look forward to serving your future investment needs.


Portfolio Managers

Franklin K2 Alternative Strategies Fund

The foregoing information reflects our analysis, opinions and portfolio holdings as of November 30, 2013, the end of the reporting period. The way we implement our main investment strategies and the resulting portfolio holdings may change depending on factors such as market and economic conditions. These opinions may not be relied upon as investment advice or an offer for a particular security. The information is not a complete analysis of every aspect of any market, country, industry, security or the Fund. Statements of fact are from sources considered reliable, but the investment manager makes no representation or warranty as to their completeness or accuracy. Although historical performance is no guarantee of future results, these insights may help you understand our investment management philosophy.

8 | Semiannual Report


 

Performance Summary as of 11/30/13

Your dividend income will vary depending on dividends or interest paid by securities in the Fund’s portfolio, adjusted for operating expenses of each class. Capital gain distributions are net profits realized from the sale of portfolio securities. The performance table does not reflect any taxes that a shareholder would pay on Fund dividends, capital gain distributions, if any, or any realized gains on the sale of Fund shares. Total return reflects reinvestment of the Fund’s dividends and capital gain distributions, if any, and any unrealized gains or losses.

Price Information            
Class A (Symbol: FAAAX)   Change   11/30/13   10/11/13
Net Asset Value (NAV) +$ 0.23 $ 10.23 $ 10.00
Class C (Symbol: FASCX)   Change   11/30/13   10/11/13
Net Asset Value (NAV) +$ 0.23 $ 10.23 $ 10.00
Class R (Symbol: FSKKX)   Change   11/30/13   10/11/13
Net Asset Value (NAV) +$ 0.23 $ 10.23 $ 10.00
Class R6 (Symbol: FASRX)   Change   11/30/13   10/11/13
Net Asset Value (NAV) +$ 0.23 $ 10.23 $ 10.00
Advisor Class (Symbol: FABZX)   Change   11/30/13   10/11/13
Net Asset Value (NAV) +$ 0.23 $ 10.23 $ 10.00

 

Semiannual Report | 9


 

Performance Summary (continued)

Performance1

Cumulative total return excludes sales charges. Aggregate total returns and value of $10,000 investment include maximum sales charges. Class A: 5.75% maximum initial sales charge; Class C: 1% contingent deferred sales charge in first year only; Class R/R6/Advisor Class: no sales charges.

Class A     Inception (10/11/13)  
Cumulative Total Return2   + 2.30 %
Aggregate Total Return3     -3.58 %
Aggregate Total Return (12/31/13)4     -1.78 %
Value of $10,000 Investment5   $ 9,642  
Total Annual Operating Expenses6 2.75% (with waiver)   3.54% (without waiver)  
Class C     Inception (10/11/13)  
Cumulative Total Return2   + 2.30 %
Aggregate Total Return3   + 1.30 %
Aggregate Total Return (12/31/13)4   + 3.11 %
Value of $10,000 Investment5   $ 10,130  
Total Annual Operating Expenses6 3.45% (with waiver)   4.24% (without waiver)  
Class R     Inception (10/11/13)  
Cumulative Total Return2   + 2.30 %
Aggregate Total Return3   + 2.30 %
Aggregate Total Return (12/31/13)4   + 4.21 %
Value of $10,000 Investment5   $ 10,230  
Total Annual Operating Expenses6 2.95% (with waiver)   3.74% (without waiver)  
Class R6     Inception (10/11/13)  
Cumulative Total Return2   + 2.30 %
Aggregate Total Return3   + 2.30 %
Aggregate Total Return (12/31/13)4   + 4.21 %
Value of $10,000 Investment5   $ 10,230  
Total Annual Operating Expenses6 2.44% (with waiver)   3.23% (without waiver)  
Advisor Class     Inception (10/11/13)  
Cumulative Total Return2   + 2.30 %
Aggregate Total Return3   + 2.30 %
Aggregate Total Return (12/31/13)4   + 4.21 %
Value of $10,000 Investment5   $ 10,230  
Total Annual Operating Expenses6 2.45% (with waiver)   3.24% (without waiver)  

 

Performance data represent past performance, which does not guarantee future results. Investment return and principal value will fluctuate, and you may have a gain or loss when you sell your shares. Current performance may differ from figures shown. For most recent month-end performance, go to franklintempleton.com or call (800) 342-5236.

10 | Semiannual Report


 

Performance Summary (continued)

Endnotes

All investments involve risks, including possible loss of principal. The market values of securities owned by the Fund will go up or down, sometimes rapidly or unpredictably. The Fund’s performance depends on the manager’s skill in selecting, overseeing, and allocating fund assets. The Fund is actively managed and could experience losses if the investment manager’s and subadvisors’ judgment about particular investments made for the Fund’s portfolio prove to be incorrect. Some subadvisors may have little or no experience managing registered investment companies. Foreign investments are subject to greater investment risk such as political, economic, credit and information risks as well as risk of currency fluctuations. Investments in derivatives involve costs and create economic leverage, which may result in significant volatility and cause the Fund to participate in losses that significantly exceed the Fund’s initial investment. Lower rated or high yield debt securities involve greater credit risk, including the possibility of default or bankruptcy. The Fund may make short sales of securities, which involves the risk that losses may exceed the original amount invested. Merger arbitrage investments risk loss if a proposed reorganization in which the Fund invests is renegotiated or terminated. Liquidity risk exists when securities have become more difficult to sell at the price they have been valued. The Fund may invest in investment funds, which may be more costly than investing in the underlying securities directly. The Fund’s prospectus also includes a description of the main investment risks.

Class C: These shares have higher annual fees and expenses than Class A shares.
Class R: Shares are available to certain eligible investors as described in the prospectus. These shares have higher annual fees and
  expenses than Class A shares.
Class R6: Shares are available to certain eligible investors as described in the prospectus.
Advisor Class: Shares are available to certain eligible investors as described in the prospectus.

 

1. The Fund has an expense reduction contractually guaranteed through at least 10/4/14 and a fee waiver related to a subsidiary. Fund investment
results reflect the expense reductions, to the extent applicable; without these reductions, the results would have been lower.
2. Cumulative total return represents the change in value of an investment over the period indicated.
3. Aggregate total return represents the change in value of an investment over the period indicated. Since the Fund has existed for less than one
year, average annual total return is not available.
4. In accordance with SEC rules, we provide standardized total return information through the latest calendar quarter.
5. These figures represent the value of a hypothetical $10,000 investment in the Fund over the period indicated.
6. Figures are as stated in the Fund’s current prospectus. In periods of market volatility, assets may decline significantly, causing total annual Fund
operating expenses to become higher than the figures shown.

Semiannual Report | 11


 

Your Fund’s Expenses

As a Fund shareholder, you can incur two types of costs:

  • Transaction costs, including sales charges (loads) on Fund purchases; and
  • Ongoing Fund costs, including management fees, distribution and service (12b-1) fees, and other Fund expenses. All mutual funds have ongoing costs, sometimes referred to as operating expenses.

The following table shows ongoing costs of investing in the Fund and can help you understand these costs and compare them with those of other mutual funds. The table assumes a $1,000 investment held for the periods indicated.

Actual Fund Expenses

The first line (Actual) for each share class listed in the table provides actual account values and expenses. The “Ending Account Value” is derived from the Fund’s actual return, which includes the effect of Fund expenses.

You can estimate the expenses you paid during the period by following these steps. Of course, your account value and expenses will differ from those in this illustration:

1.      Divide your account value by $1,000.
  If an account had an $8,600 value, then $8,600 ÷ $1,000 = 8.6.
2.      Multiply the result by the number under the heading “Expenses Paid During Period.”
  If Expenses Paid During Period were $7.50, then 8.6 x $7.50 = $64.50.

In this illustration, the estimated expenses paid this period are $64.50.

Hypothetical Example for Comparison with Other Funds

Information in the second line (Hypothetical) for each class in the table can help you compare ongoing costs of investing in the Fund with those of other mutual funds. This information may not be used to estimate the actual ending account balance or expenses you paid during the period. The hypothetical “Ending Account Value” is based on the actual expense ratio for each class and an assumed 5% annual rate of return before expenses, which does not represent the Fund’s actual return. The figure under the heading “Expenses Paid During Period” shows the hypothetical expenses your account would have incurred under this scenario. You can compare this figure with the 5% hypothetical examples that appear in shareholder reports of other funds.

12 | Semiannual Report


 

Your Fund’s Expenses (continued)

Please note that expenses shown in the table are meant to highlight ongoing costs and do not reflect any transaction costs, such as sales charges. Therefore, the second line for each class is useful in comparing ongoing costs only, and will not help you compare total costs of owning different funds. In addition, if transaction costs were included, your total costs would have been higher. Please refer to the Fund prospectus for additional information on operating expenses.

    Beginning       Expenses Paid
    Account Value       During Period*
    Actual 10/11/13   Ending Account   Actual 10/11/13–11/30/13
Class A   Hypothetical 6/1/13   Value 11/30/13   Hypothetical 6/1/13–11/30/13
Actual $ 1,000 $ 1,023.00 $ 3.52
Hypothetical (5% return before expenses) $ 1,000 $ 1,012.33 $ 12.81
Class C            
Actual $ 1,000 $ 1,023.00 $ 3.77
Hypothetical (5% return before expenses) $ 1,000 $ 1,011.43 $ 13.72
Class R            
Actual $ 1,000 $ 1,023.00 $ 3.59
Hypothetical (5% return before expenses) $ 1,000 $ 1,012.08 $ 13.06
Class R6            
Actual $ 1,000 $ 1,023.00 $ 3.39
Hypothetical (5% return before expenses) $ 1,000 $ 1,012.78 $ 12.36
Advisor Class            
Actual $ 1,000 $ 1,023.00 $ 3.41
Hypothetical (5% return before expenses) $ 1,000 $ 1,012.73 $ 12.41

 

*Expenses are calculated using the most recent six-month expense ratio, net of expense waivers, annualized for each class (A: 2.54%; C: 2.72%; R: 2.59%; R6: 2.45% and Advisor: 2.46%), multiplied by the average account value over the period, multiplied by 183/365 to reflect the one-half year period for Hypothetical expenses. For Actual expenses, the multiplier is 50/365 to reflect the number of days since inception.

Semiannual Report | 13


 

Franklin Alternative Strategies Funds

Financial Highlights

Franklin K2 Alternative Strategies Fund      
    Period Ended  
    November 30,  
    2013 a
Class A   (unaudited)  
Per share operating performance      
(for a share outstanding throughout the period)      
Net asset value, beginning of period $ 10.00  
Income from investment operationsb:      
Net investment income (loss)c   (0.01 )
Net realized and unrealized gains (losses)   0.24  
Total from investment operations   0.23  
Net asset value, end of period $ 10.23  
 
Total returnd   2.30 %
 
Ratios to average net assetse      
Expenses before waiver and payments by affiliatesf   4.71 %
Expenses net of waiver and payments by affiliatesf   2.54 %
Expenses incurred in connection with securities sold short   0.31 %
Net investment income (loss)   (0.47 )%
 
Supplemental data      
Net assets, end of period (000’s) $ 30,711  
Portfolio turnover rate   47.72 %

 

aFor the period October 11, 2013 (commencement of operations) to November 30, 2013.
bThe amount shown for a share outstanding throughout the period may not correlate with the Statement of Operations for the period due to the timing of sales and repurchases of
the Fund shares in relation to income earned and/or fluctuating market value of the investments of the Fund.
cBased on average daily shares outstanding.
dTotal return does not reflect sales commissions or contingent deferred sales charges, if applicable, and is not annualized for periods less than one year.
eRatios are annualized for periods less than one year.
fIncludes dividend and interest expense on securities sold short and borrowing fees, if any. See below for the ratios of such expenses to average net assets for the period presented.
See Note 1(f).

14 | The accompanying notes are an integral part of these financial statements. | Semiannual Report


 

Franklin Alternative Strategies Funds      
 
Financial Highlights (continued)      
 
Franklin K2 Alternative Strategies Fund      
    Period Ended  
    November 30,  
    2013 a
Class C   (unaudited)  
Per share operating performance      
(for a share outstanding throughout the period)      
Net asset value, beginning of period $ 10.00  
Income from investment operationsb:      
             Net investment income (loss)c   (0.01 )
            Net realized and unrealized gains (losses)   0.24  
Total from investment operations   0.23  
Net asset value, end of period $ 10.23  
 
Total returnd   2.30 %
 
Ratios to average net assetse      
Expenses before waiver and payments by affiliates f   4.89 %
Expenses net of waiver and payments by affiliatesf   2.72 %
Expenses incurred in connection with securities sold short   0.31 %
Net investment income (loss)   (0.65 )%
 
Supplemental data      
Net assets, end of period (000’s) $ 10,254  
Portfolio turnover rate   47.72 %

 

aFor the period October 11, 2013 (commencement of operations) to November 30, 2013.
bThe amount shown for a share outstanding throughout the period may not correlate with the Statement of Operations for the period due to the timing of sales and repurchases of
the Fund shares in relation to income earned and/or fluctuating market value of the investments of the Fund.
cBased on average daily shares outstanding.
dTotal return does not reflect sales commissions or contingent deferred sales charges, if applicable, and is not annualized for periods less than one year.
eRatios are annualized for periods less than one year.
fIncludes dividend and interest expense on securities sold short and borrowing fees, if any. See below for the ratios of such expenses to average net assets for the period presented.
See Note 1(f).

Semiannual Report | The accompanying notes are an integral part of these financial statements. | 15


 

Franklin Alternative Strategies Funds      
 
Financial Highlights (continued)      
 
Franklin K2 Alternative Strategies Fund      
    Period Ended  
    November 30,  
    2013 a
Class R   (unaudited)  
Per share operating performance      
(for a share outstanding throughout the period)      
Net asset value, beginning of period $ 10.00  
Income from investment operationsb:      
     Net investment income (loss)c   (0.01 )
     Net realized and unrealized gains (losses)   0.24  
Total from investment operations   0.23  
Net asset value, end of period $ 10.23  
 
Total returnd   2.30 %
 
Ratios to average net assetse      
Expenses before waiver and payments by affiliates f   4.76 %
Expenses net of waiver and payments by affiliatesf   2.59 %
Expenses incurred in connection with securities sold short   0.31 %
Net investment income (loss)   (0.52 )%
 
Supplemental data      
Net assets, end of period (000’s) $ 10,230  
Portfolio turnover rate   47.72 %

 

aFor the period October 11, 2013 (commencement of operations) to November 30, 2013.
bThe amount shown for a share outstanding throughout the period may not correlate with the Statement of Operations for the period due to the timing of sales and repurchases of
the Fund shares in relation to income earned and/or fluctuating market value of the investments of the Fund.
cBased on average daily shares outstanding.
dTotal return does not reflect sales commissions or contingent deferred sales charges, if applicable, and is not annualized for periods less than one year.
eRatios are annualized for periods less than one year.
fIncludes dividend and interest expense on securities sold short and borrowing fees, if any. See below for the ratios of such expenses to average net assets for the period presented.
See Note 1(f).

16 | The accompanying notes are an integral part of these financial statements. | Semiannual Report


 

Franklin Alternative Strategies Funds      
 
Financial Highlights (continued)      
 
Franklin K2 Alternative Strategies Fund      
    Period Ended  
    November 30,  
    2013 a
Class R6   (unaudited)  
Per share operating performance      
(for a share outstanding throughout the period)      
Net asset value, beginning of period $ 10.00  
Income from investment operationsb:      
    Net investment income (loss)c   (0.01 )
    Net realized and unrealized gains (losses)   0.24  
Total from investment operations   0.23  
Net asset value, end of period $ 10.23  
 
Total returnd   2.30 %
 
Ratios to average net assetse      
Expenses before waiver and payments by affiliates f   4.62 %
Expenses net of waiver and payments by affiliatesf   2.45 %
Expenses incurred in connection with securities sold short   0.31 %
Net investment income (loss)   (0.38 )%
 
Supplemental data      
Net assets, end of period (000’s) $ 10,232  
Portfolio turnover rate   47.72 %

 

aFor the period October 11, 2013 (commencement of operations) to November 30, 2013.
bThe amount shown for a share outstanding throughout the period may not correlate with the Statement of Operations for the period due to the timing of sales and repurchases of
the Fund shares in relation to income earned and/or fluctuating market value of the investments of the Fund.
cBased on average daily shares outstanding.
dTotal return is not annualized for periods less than one year.
eRatios are annualized for periods less than one year.
fIncludes dividend and interest expense on securities sold short and borrowing fees, if any. See below for the ratios of such expenses to average net assets for the period presented.
See Note 1(f).

Semiannual Report | The accompanying notes are an integral part of these financial statements. | 17


 

Franklin Alternative Strategies Funds      
 
Financial Highlights (continued)      
 
Franklin K2 Alternative Strategies Fund      
    Period Ended  
    November 30,  
    2013 a
Advisor Class   (unaudited)  
Per share operating performance      
(for a share outstanding throughout the period)      
Net asset value, beginning of period $ 10.00  
Income from investment operationsb:      
   Net investment income (loss)c   (0.01 )
   Net realized and unrealized gains (losses)   0.24  
Total from investment operations   0.23  
Net asset value, end of period $ 10.23  
 
Total returnd   2.30 %
 
Ratios to average net assetse      
Expenses before waiver and payments by affiliates f   4.63 %
Expenses net of waiver and payments by affiliatesf   2.46 %
Expenses incurred in connection with securities sold short   0.31 %
Net investment income (loss)   (0.39 )%
 
Supplemental data      
Net assets, end of period (000’s) $ 31,317  
Portfolio turnover rate   47.72 %

 

aFor the period October 11, 2013 (commencement of operations) to November 30, 2013.
bThe amount shown for a share outstanding throughout the period may not correlate with the Statement of Operations for the period due to the timing of sales and repurchases of
the Fund shares in relation to income earned and/or fluctuating market value of the investments of the Fund.
cBased on average daily shares outstanding.
dTotal return is not annualized for periods less than one year.
eRatios are annualized for periods less than one year.
fIncludes dividend and interest expense on securities sold short and borrowing fees, if any. See below for the ratios of such expenses to average net assets for the period presented.
See Note 1(f).

18 | The accompanying notes are an integral part of these financial statements. | Semiannual Report


 

Franklin Alternative Strategies Funds

Statement of Investments, November 30, 2013 (unaudited)

Franklin K2 Alternative Strategies Fund Country Shares/Rights   Value
Common Stocks and Other Equity Interests 49.5%        
Aerospace & Defense 1.2%        
The Boeing Co. United States 2,011 $ 269,977
European Aeronautic Defence and Space Co. France 3,412   242,234
a General Dynamics Corp. United States 2,400   219,984
Transdigm Group, Inc. United States 97   15,182
a United Technologies Corp. United States 3,385   375,261
        1,122,638
 
Air Freight & Logistics 0.5%        
a United Parcel Service, Inc. United States 4,259   436,037
k XPO Logistics, Inc. United States 1,416   32,511
        468,548
 
Airlines 1.7%        
Copa Holdings SA, A Panama 1,484   224,707
a Delta Air Lines, Inc. United States 22,238   644,457
Deutsche Lufthansa AG Germany 11,583   251,531
Japan Airlines Co. Ltd. Japan 2,700   137,340
k United Continental Holdings, Inc. United States 3,210   125,993
k US Airways Group, Inc. United States 7,459   175,137
        1,559,165
 
Auto Components 0.4%        
Cooper Tire & Rubber Co. United States 5,229   128,633
k TRW Automotive Holdings Corp. United States 150   11,640
k Visteon Corp. United States 3,189   250,783
        391,056
 
Automobiles 1.6%        
a Ford Motor Co. United States 17,365   296,594
a,k General Motors Co. United States 21,698   840,364
a Harley-Davidson, Inc. United States 4,175   279,808
Nissan Motor Co. Ltd. Japan 5,800   53,003
Toyota Motor Corp., ADR Japan 123   15,381
        1,485,150
 
Beverages 2.5%        
a Anheuser-Busch Inbev NV, ADR Belgium 5,181   529,032
Beam, Inc. United States 6,858   463,120
a Brown-Forman Corp. United States 6,300   472,626
a,k Constellation Brands, Inc. United States 4,124   290,371
a Diageo PLC, ADR United Kingdom 3,700   472,379
SABMiller PLC United Kingdom 2,203   113,693
        2,341,221
 
Biotechnology 4.9%        
k ACADIA Pharmaceuticals United States 3,921   91,320
a,k Acceleron Pharma, Inc. United States 217   4,724
a,k Agios Pharmaceuticals, Inc. United States 544   9,547
k Alexion Pharmaceuticals, Inc. United States 3,142   391,179

 

Semiannual Report | 19


 

Franklin Alternative Strategies Funds

Statement of Investments, November 30, 2013 (unaudited) (continued)

Franklin K2 Alternative Strategies Fund Country Shares/Rights   Value
Common Stocks and Other Equity Interests (continued)        
Biotechnology (continued)        
a,k Alnylam Pharmaceuticals, Inc. United States 3,338 $ 204,286
k Biocryst Pharmaceuticals, Inc. United States 1,401   9,036
a,k Biogen Idec, Inc. United States 1,088   316,575
k Biomarin Pharmaceutical, Inc. United States 7,723   543,545
k Bluebird Bio, Inc. United States 1,944   39,697
a,k Celgene Corp. United States 497   80,400
a,k Celldex Therapeutics, Inc. United States 13,252   367,876
k Chimerix, Inc. United States 725   11,615
a,k Conatus Pharmaceuticals, Inc. United States 2,624   16,741
a,k Elan Corp. PLC, ADR Ireland 11,801   213,362
k Exelixis, Inc. United States 6,648   38,758
k Fibrocell Science, Inc. United States 7,408   30,373
k Gilead Sciences, Inc. United States 6,413   479,757
k Incyte Corp. Ltd. United States 6,913   322,146
a,k Isis Pharmaceuticals, Inc. United States 6,366   246,746
a,k KYTHERA Biopharmaceuticals, Inc. United States 780   30,404
k MacroGenics, Inc. United States 388   10,270
b,k Merrimack Pharmaceuticals, Inc. United States 16,331   64,344
a,k OvaScience, Inc. United States 2,025   19,379
k Portola Pharmaceuticals, Inc. United States 2,798   69,950
Prothena Corp. PLC Ireland 1,510   42,627
k PTC Therapeutics, Inc. United States 2,878   45,098
a,k Puma Biotechnology, Inc. United States 2,466   122,782
k QLT, Inc. Canada 2,052   11,450
k Regulus Therapeutics, Inc. United States 1,408   8,856
a,k Sangamo Biosciences, Inc. United States 4,676   57,094
a,k Synta Pharmaceuticals Corp. United States 11,455   58,077
a,k Targacept, Inc. United States 2,633   15,140
k Tetraphase Pharmaceuticals, Inc. United States 2,824   33,210
k TG Therapeutics, Inc. United States 1,785   7,872
k Verastem, Inc. United States 1,959   20,726
a,k Vertex Pharmaceuticals, Inc. United States 6,328   439,290
k ZIOPHARM Oncology, Inc. United States 6,456   26,986
        4,501,238
 
Capital Markets 0.2%        
Lazard Ltd., A United States 3,600   150,228
 
Chemicals 3.2%        
a Air Products & Chemicals, Inc. United States 6,808   740,914
a Airgas, Inc. United States 2,700   293,301
BASF SE Germany 729   77,841
The Dow Chemical Co. United States 487   19,022
Eastman Chemical Co. United States 1,260   97,058
a Ecolab, Inc. United States 3,200   342,944
a PPG Industries, Inc. United States 633   116,510
RockWood Holdings, Inc. United States 182   12,460
a The Sherwin-Williams Co. United States 3,012   551,286

 

20 | Semiannual Report


 

Franklin Alternative Strategies Funds

Statement of Investments, November 30, 2013 (unaudited) (continued)

Franklin K2 Alternative Strategies Fund Country Shares/Rights   Value
Common Stocks and Other Equity Interests (continued)        
Chemicals (continued)        
Tronox Ltd., A United States 500 $ 10,625
a,k WR Grace & Co. United States 6,800   653,004
        2,914,965
 
Commercial Banks 1.2%        
Bank of Ayudhya PCL Thailand 72,192   86,558
CIT Group, Inc. United States 4,143   209,139
Commerzbank AG Germany 5,471   81,309
Danske Bank AS Denmark 12,930   293,872
HSBC Holdings PLC, ADR United Kingdom 145   8,134
Intesa Sanpaolo SpA, di Risp Italy 42,243   84,072
a Wells Fargo & Co. United States 8,000   352,160
        1,115,244
 
Commercial Services & Supplies 0.9%        
k EnerNOC, Inc. United States 10,323   177,039
k Metalico, Inc. United States 6,500   11,440
a Pitney Bowes, Inc. United States 4,100   94,997
Tyco International Ltd. United States 13,067   498,376
        781,852
 
Computers & Peripherals 0.4%        
a Apple, Inc. United States 546   303,614
EMC Corp. United States 840   20,034
        323,648
 
Diversified Financial Services 1.2%        
a,k Berkshire Hathaway, Inc., B United States 1,900   221,407
b Citigroup, Inc. United States 6,679   353,453
Gain Capital Holdings, Inc. United States 1,000   9,100
a Moody’s Corp. United States 5,700   425,391
Wisdomtree Japan Hedge Equity Fund, ETF Japan 2,304   115,914
        1,125,265
 
Diversified Telecommunication Services 0.8%        
AT&T, Inc. United States 500   17,605
b Koninklijke KPN NV Netherlands 166,223   540,596
Telecom Italia, SpA Italy 92,908   71,374
k TW Telecom, Inc. United States 3,485   98,695
b Verizon Communications, Inc. United States 395   19,600
        747,870
 
Electrical Equipment 0.5%        
Eaton Corp. PLC Ireland 2,577   187,245
a Rockwell Automation, Inc. United States 2,522   286,449
        473,694
 
Electronic Equipment, Instruments & Components 0.0%        
k Universal Display Corp. United States 1,000   36,110

 

Semiannual Report | 21


 

Franklin Alternative Strategies Funds

Statement of Investments, November 30, 2013 (unaudited) (continued)

Franklin K2 Alternative Strategies Fund Country Shares/Rights   Value
Common Stocks and Other Equity Interests (continued)        
Energy Equipment & Services 0.6%        
a Halliburton Co. United States 3,209 $ 169,050
a Helmerich & Payne, Inc. United States 2,816   216,832
Nabors Industries Ltd. United States 9,701   160,552
        546,434
 
Food & Staples Retailing 2.0%        
a Costco Wholesale Corp. United States 7,340   920,656
CVS Caremark Corp. United States 190   12,723
Dairy Farm International Holdings Ltd. Hong Kong 3,600   37,296
a Wal-mart Stores, Inc. United States 5,514   446,689
a Walgreen Co. United States 7,120   421,504
        1,838,868
 
Food Products 0.4%        
Lindt & Spruengli AG Switzerland 1   51,304
a Mondelez International, Inc. United States 10,247   343,582
        394,886
 
Gas 0.0%        
Tokyo Gas Co. Ltd., ADR Japan 362   7,218
 
Health Care Equipment & Supplies 0.9%        
a Abbott Laboratories United States 3,042   116,174
a Becton Dickinson and Co. United States 3,400   369,206
a,k Derma Sciences, Inc. United States 4,010   46,516
k GenMark Diagnostics, Inc. United States 7,830   93,177
k InspireMD, Inc. United Kingdom 6,873   19,519
k Novadaq Technologies, Inc. Canada 3,926   65,368
PW Medtech Group Ltd. China 28,766   13,358
a St. Jude Medical, Inc. United States 1,702   99,431
k Tandem Diabetes Care, Inc. United States 281   6,185
a,k Tearlab Corp. United States 751   7,037
Tornier NV United States 894   16,172
        852,143
 
Health Care Providers & Services 2.0%        
k Acadia Healthcare Co., Inc. United States 2,344   108,293
Aetna, Inc. United States 2,725   187,834
Celesio AG Germany 1,870   59,953
k Centene Corp. United States 2,186   130,570
a Cigna Corp. United States 2,094   183,120
k Envision Healthcare Holdings, Inc. United States 948   28,080
HCA Holdings, Inc. United States 5,977   277,452
Health Management Associates, Inc. United States 12,880   168,599
a,k Healthways, Inc. United States 8,059   112,907
Mckesson Corp. United States 564   93,562
k Molina Healthcare, Inc. United States 1,436   48,250
a,k Premier, Inc. United States 869   28,599
Rhoen-klinikum AG Germany 1,136   31,644

 

22 | Semiannual Report


 

Franklin Alternative Strategies Funds

Statement of Investments, November 30, 2013 (unaudited) (continued)

Franklin K2 Alternative Strategies Fund Country Shares/Rights   Value
Common Stocks and Other Equity Interests (continued)        
Health Care Providers & Services (continued)        
a Unitedhealth Group, Inc. United States 3,130 $ 233,122
a Universal Health Services, Inc. United States 1,914   157,771
        1,849,756
 
Health Care Technology 0.0%        
Allscripts Healthcare Solutions, Inc. United States 2,046   30,567
 
Hotels, Restaurants & Leisure 1.8%        
a Domino’s Pizza, Inc. United States 5,200   359,476
a Las Vegas Sands Corp. United States 5,680   407,143
a McDonald’s Corp. United States 1,871   182,179
a Starbucks Corp. United States 3,105   252,933
Tim Hortons, Inc. Canada 734   42,502
Wyndham Worldwide Corp. United States 6,403   459,159
        1,703,392
 
Household Durables 0.7%        
a,k NVR, Inc. United States 333   323,004
Sharp Corp. Japan 7,000   22,895
Sony Corp., ADR Japan 1,489   27,249
Sony Corp. Japan 8,762   159,713
The Ryland Group, Inc. United States 3,810   150,571
        683,432
 
Household Products 0.3%        
a Colgate-Palmolive Co. United States 3,800   250,078
 
Industrial Conglomerates 0.1%        
Jardine Matheson Holdings, Ltd. Hong Kong 1,600   80,832
Jardine Strategic Holdings, Ltd. Hong Kong 1,000   32,050
Siemens AG, ADR Germany 64   8,456
        121,338
 
Insurance 0.1%        
American International Group, Inc. United States 1,837   91,391
 
Internet & Catalog Retail 0.5%        
a,k Priceline.com, Inc. United States 390   465,009
 
Internet Software & Services 0.7%        
a.k Akamai Technologies, Inc. United States 3,149   140,823
a,k Google, Inc., A United States 389   412,180
k WebMD Health Corp. United States 1,686   65,198
        618,201
 
IT Services 1.3%        
a,k Fleetcor Technologies, Inc. United States 3,300   401,874
Lender Processing Services United States 7,919   278,036
a Mastercard, Inc. United States 700   532,567
        1,212,477

 

Semiannual Report | 23


 

Franklin Alternative Strategies Funds

Statement of Investments, November 30, 2013 (unaudited) (continued)

Franklin K2 Alternative Strategies Fund Country Shares/Rights   Value
Common Stocks and Other Equity Interests (continued)        
Leisure Equipment & Products 0.4%        
a Polaris Industries, Inc. United States 2,908 $ 388,131
 
Life Sciences Tools & Services 0.8%        
k Bruker Corp. United States 2,234   43,206
k Fluidigm Corp. United States 2,948   93,687
k Illumina, Inc. United States 1,438   140,924
k Life Technologies Corp. United States 4,800   363,360
a,k Quintiles Transnational Holdings, Inc. United States 252   10,884
a,k WUXI PharmaTech Cayman Inc., ADR China 2,079   68,877
        720,938
 
Machinery 0.8%        
FANUC Corp. Japan 456   76,753
a Parker Hannifin Corp. United States 1,640   193,257
b Timken Co. United States 4,688   242,651
a The Toro Co. United States 4,200   259,182
        771,843
 
Media 2.6%        
a Comcast Corp. United States 8,020   399,957
a,b DISH Network Corp. United States 15,941   863,365
Kabel Deutschland Holding AG Germany 92   11,998
Liberty Global PLC, Series A United Kingdom 1,231   105,632
Liberty Global PLC, Series C United Kingdom 1,108   90,247
Sirius XM Holdings, Inc. United States 57,119   215,339
a The Walt Disney Co. United States 4,300   303,322
a,b Time Warner Cable, Inc. United States 2,752   380,381
        2,370,241
 
Metals & Mining 0.0%        
k Horsehead Holding Corp. United States 200   2,994
 
Multiline Retail 1.0%        
a,k Burlington Stores, Inc. United States 1,100   31,284
a,k Dollar General Corp. United States 7,560   430,466
a Macy’s, Inc. United States 9,223   491,217
        952,967
 
Office / Business Equipment 0.0%        
Canon Inc., ADR Japan 125   4,165
 
Oil, Gas & Consumable Fuels 1.0%        
a Berry Petroleum Co., A United States 3,694   185,882
Chevron Corp. United States 136   16,652
Exxon Mobil Corp. United States 185   17,294
Hess Corp. United States 5,664   459,520
a Occidental Petroleum Corp. United States 1,650   156,684
Royal Dutch Shell PLC, A United Kingdom 2,391   79,986
Royal Dutch Shell PLC, ADR United Kingdom 186   12,406

 

24 | Semiannual Report


 

Franklin Alternative Strategies Funds

Statement of Investments, November 30, 2013 (unaudited) (continued)

Franklin K2 Alternative Strategies Fund Country Shares/Rights   Value
Common Stocks and Other Equity Interests (continued)        
Oil, Gas & Consumable Fuels (continued)        
Statoil ASA, ADR Norway 354 $ 7,979
Total SA, ADR France 270   16,287
        952,690
 
Pharmaceuticals 2.5%        
Actavis PLC United States 738   120,346
k Aerie Pharmaceuticals, Inc. United States 986   11,093
a Allergan, Inc. United States 1,436   139,364
a,k Aratana Therapeutics, Inc. United States 1,298   25,700
Bayer AG Germany 131   17,489
Bristol-Myers Squibb Co. United States 6,873   353,135
CFR Pharmaceuticals SA Chile 458,867   103,300
k Corcept Therapeutics, Inc. United States 7,993   17,185
Eli Lilly & Co. United States 397   19,937
GlaxoSmithKline PLC, ADR United Kingdom 161   8,520
Johnson & Johnson United States 170   16,092
Merck & Co., Inc. United States 3,702   184,471
k Mylan, Inc. United States 3,676   162,222
Novo Nordisk AS, ADR Denmark 422   75,424
k Pacira Pharmaceuticals, Inc. United States 2,772   152,987
a Perrigo Co. PLC United States 1,109   172,882
a Pfizer, Inc. United States 3,728   118,289
k Repros Therapeutics, Inc. United States 4,539   77,844
Roche Holding AG Switzerland 1,040   289,931
Roche Holdings Ltd., ADR Switzerland 175   12,259
k Sagent Pharmaceuticals, Inc. United States 919   20,870
Sanofi, ADR France 240   12,679
k The Medicines Co. United States 3,841   140,619
a,k XenoPort, Inc. United States 1,909   10,194
Zoetis, Inc. United States 1,543   48,064
        2,310,896
 
Professional Services 0.5%        
a,k Verisk Analytics, Inc. United States 6,300   410,193
 
Real Estate Investment Trusts (REITs) 0.5%        
American Tower Corp. United States 1,488   115,722
Mid-America Apartment Communities, Inc. United States 2,217   133,552
Weyerhaeuser Co. United States 7,485   225,523
        474,797
 
Real Estate Management & Development 0.7%        
a,k CBRE Group, Inc. United States 14,346   347,747
k Realogy Holdings Corp. United States 5,750   272,493
        620,240

 

Semiannual Report | 25


 

Franklin Alternative Strategies Funds

Statement of Investments, November 30, 2013 (unaudited) (continued)

Franklin K2 Alternative Strategies Fund Country Shares/Rights   Value
Common Stocks and Other Equity Interests (continued)        
Road & Rail 1.5%        
a,k Hertz Global Holdings, Inc. United States 20,408 $ 495,098
a JB Hunt Transport Services, Inc. United States 3,095   232,713
a Union Pacific Corp. United States 4,127   668,739
        1,396,550
 
Semiconductors & Semiconductor Equipment 0.3%        
Avago Technologies Ltd. United States 2,030   90,802
KLA-Tencor Corp. United States 130   8,303
NXP Semiconductors NV Netherlands 3,883   165,027
Texas Instruments, Inc. United States 396   17,028
        281,160
 
Software 0.5%        
k Adobe Systems, Inc. United States 3,094   175,678
k Broadsoft, Inc. United States 2,000   53,140
b Microsoft Corp. United States 7,156   272,858
        501,676
 
Specialty Retail 1.1%        
a CST Brands, Inc. United States 4,451   146,393
b,k Jos A Bank Clothiers, Inc. United States 1,090   61,934
a The Home Depot, Inc. United States 4,595   370,679
a Tiffany & Co. Unites States 4,600   410,044
        989,050
 
Telecommunication Services 0.0%        
b Alcatel-Lucent, rts., 12/03/13 France 26,750   7,631
 
Textiles, Apparel & Luxury Goods 0.7%        
Carter’s, Inc. United States 1,297   91,659
Cie Financiere Richemont SA Switzerland 1,611   163,686
Hermes International France 100   34,913
Luxottica Group, SpA Italy 2,410   127,619
k Under Armour, Inc. United States 2,400   193,680
        611,557
 
Thrifts & Mortgage Finance 0.0%        
k Fannie Mae United States 6,000   15,900
 
Tobacco 0.0%        
Altria Group, Inc. United States 338   12,499
British American Tobacco PLC, ADR United Kingdom 77   8,187
Philip Morris International, Inc. United States 94   8,041
        28,727
 
Trading Companies & Distributors 0.0%        
Mitsubishi Corp., ADR Japan 297   11,726
Mitsui & Co. Ltd., ADR Japan 41   11,393
        23,119

 

26 | Semiannual Report


 

Franklin Alternative Strategies Funds

Statement of Investments, November 30, 2013 (unaudited) (continued)

Franklin K2 Alternative Strategies Fund Country Shares/Rights   Value
Common Stocks and Other Equity Interests (continued)        
Wireless Telecommunications Services 2.0%        
k Crown Castle International Corp. United States 4,003 $ 297,143
k Leap Wireless International, Inc. United States 11,144   185,102
k SBA Communications Corp. United States 1,795   152,880
k Sprint Corp. United States 33,363   279,916
k T-Mobile US, Inc. United States 14,695   382,217
b Vodafone Group PLC, ADR United Kingdom 14,725   546,150
        1,843,408
 
Total Common Stocks and Other Equity Interests        
(Cost $43,468,411)       45,881,955
 
Preferred Stocks 2.7%        
Aerospace & Defense 0.0%        
Rolls-Royce Holdings PLC, C United Kingdom 838,500   1,373
 
Agriculture 0.1%        
Bunge Ltd., 4.875%, cvt. United States 700   74,550
 
Banks 0.3%        
k National Bank Greece SA, 9.00% Greece 563   8,406
l Royal Bank of Scotland Group PLC, perpetual, junior sub. note,        
Series L, 5.75% United Kingdom 10,000   202,500
Series M, 5.75% United Kingdom 949   20,565
Series N, 6.35% United Kingdom 491   10,552
Series P, 6.25% United Kingdom 40   847
Series R, 6.125% United Kingdom 124   2,585
Series S, 6.60% United Kingdom 347   7,745
        253,200
 
Energy 0.0%        
Dominion Resources, Inc., 6.125%, cvt., A United States 368   20,181
 
Food Products 0.1%        
Post Holdings, Inc., 3.75%, cvt., b United States 750   91,222
 
Insurance 0.2%        
Maiden Holding Ltd., 7.25%, cvt., A United States 1,350   67,999
Metlife, Inc., 5.00%, cvt. United States 3,000   92,580
        160,579
 
Machinery 0.0%        
Stanley Black & Decker, Inc., 6.25% United States 600   61,200
 
Metals & Mining 0.0%        
ArcelorMittal, 6.00%, cvt. Luxembourg 825   20,831
Cliffs Natural Resources, Inc., 7.00%, cvt. United States 491   10,783
        31,614

 

Semiannual Report | 27


 

Franklin Alternative Strategies Funds

Statement of Investments, November 30, 2013 (unaudited) (continued)

Franklin K2 Alternative Strategies Fund Country Shares/Rights   Value
Preferred Stocks (continued)        
Oil, Gas & Consumable Fuels 0.4%        
c Chesapeake Energy Corp., 144A, 5.75%, cvt. United States 17 $ 19,529
c,k Sanchez Energy Corp., 144A, 6.50%, cvt., B United States 4,900   332,122
Sandridge Energy, Inc., 7.00%, cvt. United States 75   7,083
        358,734
 
Real Estate 0.2%        
k Forestar Group, Inc., 6.00% United States 6,000   158,160
 
REITs 0.6%        
a Health Care REIT, Inc., 6.50%, cvt. United States 7,330   395,087
istar Financial, Inc., 4.50% United States 415   24,228
Weyerhaeuser Co., 6.375%, cvt., A United States 2,310   126,634
        545,949
 
Thrifts & Mortgage Finance 0.2%        
k Fannie Mae, 8.25% United States 2,000   16,300
k Freddie Mac, 8.375% United States 18,256   152,072
        168,372
 
Tobacco 0.6%        
Universal Corp., 6.75%, cvt. United States 475   570,000
 
Wireless Telecommunications Service 0.0%        
Crown Castle International Corp., 4.50%, cvt., A United States 83   8,383
 
Total Preferred Stocks (Cost $2,523,509)       2,503,517
 
    Principal Amount*    
Convertible Bonds 14.2%        
Aerospace & Defense 0.3%        
Aar Corp., senior note, 2.25%, 3/01/16 United States 100,000   110,313
a,d L-3 Communications Holdings, Inc., senior bond, FRN, 3.00%, 8/01/35 United States 100,000   117,625
        227,938
 
Airlines 0.6%        
a Hawaiian Holdings, Inc., senior note, 5.00%, 3/15/16 United States 400,000   529,000
 
Automobiles 0.1%        
c Navistar International Corp., senior sub. note, 144A, 4.50%, 10/15/18 United States 100,000   105,500
 
Biotechnology 0.8%        
Biomarin Pharmaceutical, Inc., senior sub. bond, 0.75%, 10/15/18 United States 8,000   8,525
Biomarin Pharmaceutical, Inc., senior sub. note, 1.50%, 10/15/20 United States 108,000   117,382
c Cubist Pharmaceuticals, Inc., senior note, 144A, 1.875%, 9/01/20 United States 100,000   112,375
Gilead Sciences, Inc., senior note, 1.625%, 5/01/16 United States 13,000   42,762
Intermune, Inc., senior note, 2.50%, 9/15/18 United States 45,000   40,163
b Merrimack Pharmaceuticals, senior note, 4.50%, 7/15/20 United States 500,000   422,187
Mylan, Inc., senior note, 3.75%, 9/15/15 United States 7,000   23,393
        766,787

 

28 | Semiannual Report


 

Franklin Alternative Strategies Funds

Statement of Investments, November 30, 2013 (unaudited) (continued)

Franklin K2 Alternative Strategies Fund Country Principal Amount*   Value
Convertible Bonds (continued)        
Capital Markets 0.8%        
a,c Ares Capital Corp., senior note, 144A, 4.375%, 1/15/19 United States 500,000 $ 513,437
c Prospect Capital Corp., senior note, 144A, 5.875%, 1/15/19 United States 100,000   104,250
Walter Investment Management Corp., senior sub. bond, 4.50%,        
11/01/19 United States 100,000   104,188
        721,875
 
Communications Equipment 0.1%        
Ciena Corp.,        
  senior bond, 0.875%, 6/15/17 United States 100,000   99,688
  c senior note, 144A, 3.75%, 10/15/18 United States 14,000   19,311
        118,999
 
Computers & Peripherals 0.1%        
EMC Corp., senior note, 1.75%, 12/01/13 United States 75,000   111,242
 
Consumer Finance 0.1%        
c Portfolio Recovery Associates, Inc., senior note, 144A, 3.00%,        
8/01/20 United States 100,000   116,187
 
Construction Materials 0.1%        
Cemex Sab De CV, sub. note, 3.25%, 3/15/16 Mexico 100,000   125,500
 
Diversified Consumer Services 0.1%        
Ascent Capital Group Inc., senior note, 4.00%, 7/15/20 United States 100,000   108,188
 
Electrical Equipment 0.2%        
d General Cable Corp., sub bond, 5.00%, 11/15/29 United States 100,000   106,813
SolarCity Corp., senior note, 2.75%, 11/01/18 United States 100,000   113,687
        220,500
 
Electronic Equipment & Instruments 0.6%        
c Invensense, Inc., senior note, 144A, 1.75%, 11/01/18 United States 50,000   52,344
a,c Vishay Intertechnology, Inc., senior bond, 144A, 2.25%, 11/15/40 United States 500,000   525,000
        577,344
 
Energy & Equipment Services 0.1%        
Hornbeck Offshore Services, Inc., senior note, 1.50%, 9/01/19 United States 15,000   18,169
c Seacor Holdings, senior bond, 144A, 3.00%, 11/15/28 United States 50,000   50,188
        68,357
 
Health Care Equipment & Supplies 0.5%        
Accuray, Inc., senior note, 3.75%, 8/01/16 United States 100,000   108,500
d Hologic, Inc., senior bond, FRN, 2.00%, 12/15/43 United States 100,000   105,812
d Hologic, Inc., senior bond, FRN, 2.00%, 3/01/42 United States 20,000   20,475
a Nuvasive, Inc., senior note, 2.75%, 7/01/17 United States 150,000   164,250
Volcano Corp., senior note, 1.75%, 12/01/17 United States 100,000   100,313
        499,350
 
Health Care Providers & Services 1.4%        
c Healthways, Inc., senior note, 144A, 1.50%, 7/01/18 United States 150,000   141,750
Lifepoint Hospitals, Inc., senior sub. note, 3.50%, 5/15/14 United States 100,000   108,000

 

Semiannual Report | 29


 

Franklin Alternative Strategies Funds

Statement of Investments, November 30, 2013 (unaudited) (continued)

Franklin K2 Alternative Strategies Fund Country Principal Amount*   Value
Convertible Bonds (continued)        
Health Care Providers & Services (continued)        
c Molina Healthcare, Inc., senior note, 144A, 1.125%, 1/15/20 United States 400,000 $ 418,500
Omnicare, Inc., Co., senior sub. bond, 3.75%, 4/01/42 United States 350,000   508,594
Omnicare, Inc., senior sub. bond, 3.50%, 2/15/44 United States 100,000   98,750
        1,275,594
Household Durables 0.3%        
KB Home, Co., senior note, 1.375%, 2/01/19 United States 100,000   99,312
Meritage Homes Corp., senior bond, 1.875%, 9/15/32 United States 60,000   65,400
Toll Bros Finance Corp., senior bond, 0.50%, 9/15/32 United States 100,000   102,625
        267,337
Household Products 0.1%        
a,cJarden Corp., Co., senior sub. note, 144A, 1.50%, 6/15/19 United States 100,000   115,687
 
Internet & Catalog Retail 0.1%        
Priceline.com, Inc., senior note, 1.00%, 3/15/18 United States 9,000   12,679
c Priceline.com, Inc., senior note, 144A, 0.35%, 6/15/20 United States 100,000   114,938
        127,617
 
Internet Software & Services 0.2%        
a,c Blucora, Inc., senior note, 144A, 4.25%, 4/01/19 United States 75,000   111,281
Web.com Group, Inc., senior note, 1.00%, 8/15/18 United States 100,000   106,875
        218,156
IT Services 0.1%        
c Servicesource International, Inc., 144A, senior note, 1.50%, 8/01/18 United States 50,000   48,750
 
Life Sciences Tools & Services 0.2%        
c Albany Molecular Research Inc., senior note, 144A, 2.25%, 11/15/18 United States 160,000   164,600
 
Machinery 0.1%        
c Meritor, Inc., 144A, senior bond, 7.875%, 3/01/26 United States 85,000   106,941
 
Marine 0.1%        
Dryships, Inc., senior bond, 5.00%, 12/01/14 Greece 75,000   73,359
 
Media 0.6%        
c Liberty Media Corp., senior bond, 144A, 1.375%, 10/15/23 United States 500,000   519,375
 
Metals & Mining 0.2%        
Ak Steel Corp., senior note, 5.00%, 11/15/19 United States 75,000   93,984
RTI International Metals Inc., senior note, 1.625%, 10/15/19 United States 100,000   107,625
        201,609
Oil, Gas & Consumable Fuels 1.1%        
c Alon USA Energy, Inc., senior note, 144A, 3.00%, 9/15/18 United States 100,000   115,125
a BPZ Resources, Inc., senior note, 8.50%, 10/01/17 United States 400,000   375,500
Chesapeake Energy Corp., senior bond, 2.75%, 11/15/35 United States 100,000   105,812
Cobalt International Energy, Inc., senior note, 2.625%, 12/01/19 United States 100,000   100,437
Goodrich Petroleum Corp., senior bond, 5.00%, 10/01/32 United States 75,000   78,656
c Green Plains Renewable Energy, Inc., senior note, 144A, 3.25%,        
   10/01/18 United States 100,000   109,125

 

30 | Semiannual Report


 

Franklin Alternative Strategies Funds

Statement of Investments, November 30, 2013 (unaudited) (continued)

  Franklin K2 Alternative Strategies Fund Country Principal Amount*   Value
  Convertible Bonds (continued)        
  Oil, Gas & Consumable Fuels (continued)        
  d Peabody Energy Corp., junior sub. bond, FRN, 4.75%, 12/15/41 United States 75,000 $ 60,563
  Stone Energy Corp., senior note, 1.75%, 3/01/17 United States 50,000   54,219
  c Vantage Drilling Co., 144A, 5.50%, 7/15/43 United States 30,000   32,700
          1,032,137
 
  Pharmaceuticals 0.3%        
  Array Bio, Inc., senior note, 3.00%, 6/01/20 United States 100,000   111,375
  Auxilium Pharmaceuticals, Inc., senior note, 1.50%, 7/15/18 United States 100,000   109,750
          221,125
 
  Professional Services 1.0%        
  a,c CBIZ, Inc., senior sub. note, 144A, 4.875%, 10/01/15 United States 700,000   927,062
  Real Estate Investment Trusts (REITs) 1.5%        
  c American Residential Properties Op LP, Co., senior note, 144A, 3.25%,        
  11/15/18 United States 100,000   103,563
  a Annaly Capital Management, Inc., senior note, 5.00%, 5/15/15 United States 475,000   481,828
  c Campus Crest Communities Operating Partnership LP, Co., senior note,        
  144A, 4.75%, 10/15/18 United States 100,000   102,125
  Colony Financial, Inc., senior bond, 5.00%, 4/15/23 United States 100,000   103,625
  c Northstar Realty Finance LP, Co., senior bond, 144A, 5.375%, 6/15/33 United States 100,000   107,125
  Rait Financial Trust, senior bond, 7.00%, 4/01/31 United States 100,000   132,875
  Redwood Trust, Inc., senior note, 4.625%, 4/15/18 United States 100,000   103,313
  Resource Capital Corp., senior note, 6.00%, 12/01/18 United States 100,000   100,875
  Starwood Property Trust, Inc., senior note, 4.55%, 3/01/18 United States 100,000   110,187
          1,345,516
 
  Real Estate Management & Development 0.1%        
  c Forest City Enterprises, Inc., senior note, 144A, 3.625%, 8/15/20 United States 100,000   103,750
 
  Semiconductors & Semiconductor Equipment 0.7%        
  a Intel Corp., junior sub. bond, 2.95%, 12/15/35 United States 100,000   108,750
  Micron Technology, Inc., senior bond,        
  2.375%, 5/01/32 United States 5,000   11,266
  3.125%, 5/01/32 United States 55,000   122,547
  3.00%, 11/15/43 United States 250,000   239,844
  c Nvidia Corp., senior note, 144A, 1.00%, 12/01/18 United States 150,000   150,937
  Xilinx, Inc., senior note, 2.625%, 6/15/17 United States 10,000   15,631
          648,975
 
  Software 0.7%        
  a,c Concur Technologies, Inc., senior note, 144A, 0.50%, 6/15/18 United States 250,000   279,844
  Electronic Arts, Inc., senior note, 0.75%, 7/15/16 United States 100,000   104,187
  c Netsuite, Inc., senior note, 144A, 0.25%, 6/01/18 United States 90,000   96,187
a Take-two Interactive Software, Inc., senior bond, 1.00%, 7/01/18 United States 150,000   157,594
          637,812
 
  Textiles, Apparel & Luxury Goods 0.6%        
  c Iconix Brand Group, Inc., senior sub. note, 144A, 1.50%, 3/15/18 United States 400,000   549,000
 
  Thrift & Mortgage Finance 0.1%        
  c MGIC Investment Corp., junior sub. bond, 144A, 9.00%, 4/01/63 United States 100,000   115,125
 
      Semiannual Report | 31

 


 

Franklin Alternative Strategies Funds

Statement of Investments, November 30, 2013 (unaudited) (continued)

      Franklin K2 Alternative Strategies Fund Country Principal Amount*   Value
      Convertible Bonds (continued)          
      Tobacco 0.1%          
      d Vector Group Ltd., senior bond, 2.50%, 1/15/19 United States 40,000   $ 47,326
 
      Transportation Infrastructure 0.1%          
      Aegean Marine Petroleum, senior note, 4.00%, 11/01/18 Greece 100,000     104,813
 
      Total Convertible Bonds (Cost $12,887,767)         13,148,433
 
      Corporate Bonds, Notes and Senior Floating Rate          
      Interests 18.0%          
      Aerospace & Defense 0.5%          
      d Accudyne Industries LLC (Silver II U.S. Holdings/Hamilton), 2013          
      Specified Refinancing Term Loan, first lien, senior secured, FRN,          
      4.00%, 12/13/19 United States 41,000     41,074
      c Erickson Air-crane, Inc., secured note, second lien, 144A, 8.25%,          
      5/01/20 United States 350,000     358,312
      Transdigm, Inc., first lien, senior secured, Tranche C Term Loan, 3.75%,          
      2/28/20 United States 20,000     20,132
                419,518
 
      Automobiles 0.1%          
      Ford Motor Co., 4.25%, 11/15/16 United States 20,000     40,563
      c General Motors Co., senior bond, 144A, 4.875%, 10/02/23 United States 60,000     60,675
                101,238
 
      Banks 0.1%          
      c Dresdner Funding Trust I, junior sub. bond, 144A, 8.151%, 6/30/31 Germany 100,000     103,500
      HSH Nordbank AG, junior sub. bond, 7.408%, 6/29/49 Germany 10,000 EUR   3,950
                107,450
 
      Beverages 0.1%          
    d Coca-Cola Co., FRN, senior note, 0.342%, 11/01/16 United States 80,000     80,151
      c Crestview DS Merger Sub II Inc., second lien, Term Loan, secured note,          
      144A, 10.00%, 9/01/21 United States 35,000     37,275
                117,426
 
      Building Products 0.0%          
      c USG Corp., senior note, 144A, 5.875%, 11/01/21 United States 40,000     41,450
 
      Chemicals 0.7%          
      d Chemtura, FRN, first lien, senior secured note, 3.50%, 8/27/16 United States 20,000     20,112
      Hexion US Finance Corp., first lien, senior secured note, 8.875%,          
      2/01/18 United States 550,000     574,063
      d Monsanto Co., FRN, senior note, 0.438%, 11/07/16 United States 40,000     40,064
                634,239
 
      Commercial Banks 0.4%          
      Royal Bank of Scotland Group PLC, junior sub. bond, 5.25%, 6/29/49 United Kingdom 71,000 EUR   80,779
      l Royal Bank of Scotland Group PLC, 5.50%, perpetual United Kingdom 17,000 EUR   19,757
      Royal Bank of Scotland Group PLC, sub. bond, 6.125%, 12/15/22 United Kingdom 75,000     76,660
      Unicredit, SpA, senior note, 6.95%, 10/31/22 Italy 100,000 EUR   148,635
                325,831
32 |   Semiannual Report          

 


 

Franklin Alternative Strategies Funds

Statement of Investments, November 30, 2013 (unaudited) (continued)

Franklin K2 Alternative Strategies Fund Country Principal Amount*   Value
Corporate Bonds, Notes and Senior Floating Rate          
Interests (continued)          
Commercial Services & Supplies 1.1%          
Garda Security, 4.00%, 11/06/20 United States 15,926   $ 16,042
Harland Clarke, 7.00%, 5/22/18 United States 20,000     20,082
Ipayment, Inc., Co., senior note, 10.25%, 5/15/18 United States 250,000     200,000
TMS International, 4.50%, 10/04/20 United States 20,000     20,083
c Wyle Services Corp., senior sub. note, 144A, 10.50%, 4/01/18 United States 744,000     721,680
          977,887
 
Computers & Peripherals 0.0%          
Dell, Inc., senior note, 4.50%, 3/24/20 United States 20,000     19,841
SanDisk Corp., senior note, 1.50%, 8/15/17 United States 11,000     15,806
          35,647
 
Diversified Financial Services 0.9%          
d Bank of America Corp., senior note, FRN, 1.281%, 1/15/19 United States 20,000     20,084
d Duff & Phelps, first lien, senior secured note, FRN, 4.50%, 4/23/20 United States 40,000     40,050
d Ford Motor Credit Co. LLC, senior note, FRN, 0.992%, 1/17/17 United States 40,000     40,166
l General Electric Capital Corp., junior sub., 7.125%, perpetual United States 100,000     111,430
PHH Corp., senior note, 6.375%, 8/15/21 United States 250,000     252,812
c ROC Finance LLC/ROC Finance 1 Corp., secured note, 144A, 12.125%,          
9/01/18 United States 300,000     303,750
SLM Corp., senior bond, 8.00%, 3/25/20 United States 20,000     22,775
          791,067
 
Diversified Telecommunication Services 1.1%          
c Avaya, Inc., secured note, second lien, 144A, 10.50%, 3/01/21 United States 350,000     318,500
d Cincinnati Bell, first lien, senior secured, FRN, 4.00%, 9/10/20 United States 20,000     20,018
d Crown Castle Operating Co., New Tranche B Term Loan, 6.50%, FRN,          
1/31/19 United States 20,000     20,010
Frontier Communications Corp., senior bond, 9.00%, 8/15/31 United States 550,000     556,875
c Level 3 Financing, Inc., 144A, 6.125%, 1/15/21 United States 14,000     14,245
Telecom Italia SpA, senior note, 6.375%, 6/24/19 Italy 50,000 GBP   85,205
          1,014,853
 
Electrical Equipment 0.0%          
d Generac Power Systems, Inc., first lien, senior secured, FRN, 3.50%,          
5/31/20 United States 20,000     20,050
 
Energy 0.6%          
d Calpine, FRN, first lien, senior secured, 3.00%, 5/03/20 United States 21,000     20,831
c Energy Future, second lien, security lien, 144A, 12.25%, 3/01/22 United States 450,000     524,250
          545,081
 
Energy Equipment & Services 0.0%          
c Hercules Offshore, Inc., senior note, 144A, 7.50%, 10/01/21 United States 40,000     42,200
 
Entertainment 0.2%          
Digital Cinema, 3.25%, 5/17/21 United States 40,000     40,000
c GLP Capital LP, senior note, 144A, 4.375%, 11/01/18 United States 80,000     81,800
Warner Music, 3.75%, 7/01/20 United States 20,000     20,031
          141,831
 
    Semiannual Report | 33

 


 

Franklin Alternative Strategies Funds

Statement of Investments, November 30, 2013 (unaudited) (continued)

Franklin K2 Alternative Strategies Fund Country Principal Amount*     Value
Corporate Bonds, Notes and Senior Floating Rate          
Interests (continued)          
Food Products 0.1%          
Arby’s, 5.00%, 11/13/20 United States 25,000   $ 25,133
d Pinnacle Foods, first lien, senior secured, FRN, 3.25%, 4/29/20 United States 40,000     40,021
d Reddy Ice Corp., first lien, senior secured, FRN, 6.75%, 4/01/19 United States 10,000     9,994
d US Food Service, first lien guaranteed, senior secured, FRN, 4.50%,          
3/31/19 United States 20,000     20,108
          95,256
 
Health Care Equipment & Supplies 0.7%          
Accellent, Inc., Co., senior sub. note, 10.00%, 11/01/17 United States 679,000     681,546
 
Health Care Providers & Services 1.0%          
Community Health Systems, Inc., Co., senior note, 7.125%, 7/15/20 United States 350,000     362,687
Health Management Associates, note, 7.375%, 1/15/20 United States 150,000     168,750
c MedImpact Holdings, Inc., senior secured note, 144A, 10.50%,          
2/01/18 United States 300,000     331,500
WellCare Health Plans, Inc., senior note, 5.75%, 11/15/20 United States 17,000     17,553
          880,490
 
Home Furnishings 0.0%          
d Tempur Pedic, FRN, first lien, senior secured, 3.50%, 3/18/20 United States 40,000     40,038
 
Hotels, Restaurants & Leisure 1.9%          
Caesars Entertainment Resort Properties LLC,          
c senior secured note, first lien, 144A, 8.00%, 10/01/20 United States 250,000     256,875
c secured note, second lien, 144A, 11.00%, 10/01/21 United States 523,000     524,307
c Downstream Development Authority of the Quapaw Tribe of Oklahoma,          
senior secured note, 144A, 10.50%, 7/01/19 United States 250,000     252,188
Harrahs Operating Co., Inc., 5.625%, 6/01/15 United States 400,000     398,000
d Hilton Worldwide Finance LLC, first lien guaranteed, senior secured, FRN,          
4.00%, 10/25/20 United States 19,737     19,828
c Sugarhouse HSP Gaming Prop Mezzanine LP, secured note, 144A,          
6.375%, 6/01/21 United States 300,000     285,750
          1,736,948
 
Household Durables 0.0%          
KB Home, Co., senior note, 7.00%, 12/15/21 United States 30,000     31,050
 
Household Products 0.7%          
c American Achievement Corp., second lien, secured note, 144A,          
10.875%, 4/15/16 United States 500,000     531,875
d Procter & Gamble Co., senior note, FRN, 0.322%, 11/04/16 United States 80,000     80,105
d Wilsonart International Holding LLC, first lien, senior secured, FRN, 4.00%,          
10/31/19 United States 20,000     19,800
          631,780
 
Insurance 0.3%          
d AmWins first lien, senior secured, FRN, 5.00%, 9/06/19 United States 40,000     40,220
d Assicurazioni Generali, SpA, FRN, 7.75%, 12/12/42 Italy 100,000 EUR   155,892

 

34 | Semiannual Report


 

Franklin Alternative Strategies Funds

Statement of Investments, November 30, 2013 (unaudited) (continued)

Franklin K2 Alternative Strategies Fund Country Principal Amount*   Value
Corporate Bonds, Notes and Senior Floating Rate          
Interests (continued)          
Insurance (continued)          
Cooper Gay Swett, 5.00%, 4/16/20 United States 36,000   $ 35,632
Renaissance, 5.00%, 10/16/20 United States 20,000     20,100
          251,844
 
Leisure Equipment & Products 0.4%          
d Sram Cov-lite, first lien, guaranteed senior secured, FRN, 4.00%,          
4/10/20 United States 40,000     39,950
Travelport LLC,          
senior sub. note, 10.875%, 9/01/16 United States 100,000 EUR   136,868
senior sub. note, 11.875%, 9/01/16 United States 150,000     152,625
          329,443
 
Media 2.5%          
American Media, Inc., senior secured note, first lien, 11.50%,          
12/15/17 United States 550,000     602,250
CCO Holdings LLC,          
csenior bond, 144A, 5.75%, 9/01/23 United States 400,000     379,000
senior bond, 5.75%, 1/15/24 United States 100,000     94,500
d Charter Communications Operating LLC, first lien guaranteed,          
senior secured, FRN, 3.00%, 7/01/20 United States 20,000     19,782
Clear Channel Communications Inc.,          
csenior note, 144A, 14.00%, 2/01/21 United States 96,000     85,920
senior note, 5.50%, 9/15/14 United States 185,000     184,075
d,e CSC Holdings LLC, first lien senior secured, FRN, 2.668%, 4/17/20 United States 20,000     19,811
Getty Images, 4.75%, 10/18/19 United States 10,000     9,287
Sinclair Television, 3.00%, 4/15/20 United States 40,000     39,591
The Mcclatchy Co., senior secured note, first lien, 9.00%, 12/15/22 United States 300,000     327,000
Postmedia Network, Inc., senior secured note, second lien, 12.50%,          
7/15/18 Canada 500,000     560,000
          2,321,216
 
Metals & Mining 0.0%          
US Steel Corp., senior note, 2.75%, 4/01/19 United States 10,000     12,400
Oil, Gas & Consumable Fuels 2.1%          
Arch Coal, Inc., Co.,          
senior note, 9.875%, 6/15/19 United States 95,000     82,175
senior bond, 7.25%, 10/01/20 United States 36,000     27,450
senior note, 7.25%, 6/15/21 United States 58,000     44,225
c Atlas Energy Holdings Operating Co. LLC, senior note, 144A, 7.75%,          
1/15/21 United States 350,000     332,500
Berry Petroleum Co., senior bond, 6.375%, 9/15/22 United States 27,000     27,675
d BP Capital Markets, senior note, FRN, 0.658%, 11/07/16 United Kingdom 80,000     80,221
EXCO Resources, Inc., senior note, 7.50%, 9/15/18 United States 400,000     392,000
c Halcon Resources Corp., senior note, 144A, 9.25%, 2/15/22 United States 350,000     360,500
Halcon Resources Corp., senior note, 9.75%, 7/15/20 United States 20,000     21,300
c Meg Energy Corp., 144A, 7.00%, 3/31/24 Canada 40,000     40,900

 

Semiannual Report | 35


 

Franklin Alternative Strategies Funds

Statement of Investments, November 30, 2013 (unaudited) (continued)

Franklin K2 Alternative Strategies Fund Country Principal Amount*   Value
Corporate Bonds, Notes and Senior Floating Rate        
Interests (continued)        
Oil, Gas & Consumable Fuels (continued)        
c Pacific Rubiales Energy Corp., senior note, 144A, 5.375%, 1/26/19 Colombia 100,000 $ 100,250
d Peabody Energy Corp., Term Loan, FRN, 4.25%, 9/24/20 United States 20,000   20,098
Petroleos De Venezuela SA, 5.50%, 4/12/37 Venezuela 57,000   30,495
d Power Buyer LLC, first lien, senior secured, FRN, 4.25%, 5/06/20 United States 8,886   8,811
d,e Powerteam Services, FRN, 5.50%, 5/06/20 United States 485   481
c Quicksilver Resources, Inc., senior note, 144A, 11.00%, 7/01/21 United States 200,000   215,000
d Shell International Finance, senior note, FRN, 0.451%, 11/15/16 Netherlands 80,000   80,059
Talisman Energy, senior bond, 3.75%, 2/01/21 Canada 75,000   72,338
        1,936,478
 
Packaging & Containers 0.0%        
Pact Group, 3.75%, 5/29/20 United States 20,000   19,888
Pharmaceuticals 0.0%        
d Amneal Pharmaceuticals, first lien, guarnateed senior secured, 7.00%,        
11/01/19 United States 20,000   20,200
Real Estate 0.0%        
c Rialto Holdings LLC, senior bond, 144A, 7.00%, 12/01/18 United States 28,000   28,053
 
Retailing 1.4%        
BJ’s Wholesale Club, 4.50%, 9/26/19 United States 40,000   40,214
c Mariposa, 144A, 8.75%, 10/15/21 United States 480,000   496,800
Neiman Marcus, senior note, 5.00%, 10/17/20 United States 20,000   20,148
New Albertsons, Inc., senior bond, 7.45%, 8/01/29 United States 400,000   333,000
c Rue21, Inc., senior note, 144A, 9.00%, 10/15/21 United States 570,000   399,000
        1,289,162
 
Road & Rail 0.1%        
d Canadian National Railway, FRN, 0.438%, 11/06/15 Canada 80,000   80,100
 
Semiconductors & Semiconductor Equipment 0.0%        
Amkor Technology, Inc., senior note, 6.375%, 10/01/22 United States 5,000   5,075
 
Software 0.4%        
Blackboard, Inc., B-3 Term Loan, 4.75%, 10/04/18 United States 14,239   14,404
c Blackboard, Inc., senior note, 144A, 7.75%, 11/15/19 United States 40,000   39,800
c First Data Corp., senior note, 144A, 10.625%, 6/15/21 United States 300,000   325,500
Nuance Communications, senior bond, cvt., 2.75%, 11/01/31 United States 12,000   11,520
d Trizetto Group Cov-lite, fist lien, senior secured, FRN, 4.75%, 5/02/18 United States 20,000   19,733
        410,957
 
Transportation 0.6%        
c Navios Maritime Acquisition Corp., senior bond, 144A, 8.125%,        
11/15/21 United States 300,000   305,250
c Topaz Marine SA, senior bond, 144A, 8.625%, 11/01/18 United Arab Emirates 250,000   252,500
        557,750
 
Total Corporate Bonds, Notes, and Senior Floating Rate        
Interests (Cost $16,480,349)       16,675,442

 

36 | Semiannual Report


 

Franklin Alternative Strategies Funds

Statement of Investments, November 30, 2013 (unaudited) (continued)

Franklin K2 Alternative Strategies Fund   Country Principal Amount*     Value
fCorporate Bonds and Notes in Reorganization 0.6%            
Electric Utilities 0.6%            
Edison Mission Energy,            
    senior note, 7.75%, 6/15/16   United States 336,000   $ 252,840
    senior note, 7.00%, 5/15/17   United States 142,000     107,210
    senior note, 7.20%, 5/15/19   United States 267,000     201,585
            561,635
Oil, Gas & Consumable Fuels 0.0%            
c Ogx Austria GmbH, senior bond, 144A, 8.50%, 6/01/18   United Kingdom 200,000     18,000
 
Transportation 0.0%            
Overseas Shipholding Group, Inc., senior note, 8.125%, 3/30/18   United States 12,000     12,150
 
Total Corporate Bonds and Notes in Reorganization            
(Cost $566,459)           591,785
 
Foreign Government and Agency Securities 0.6%            
d Hellenic Republic Government Bonds, senior notes, FRN, 2.00%,            
2/24/23 - 2/24/42   Greece 400,000 EUR   293,164
Mexican Bonos, unsecured note, 6.50%, 6/10/21   Mexico 3,000,000 MXN   239,551
 
Total Foreign Government and Agency Securities            
(Cost $544,173)           532,715
 
Asset-Backed Securities and Commercial Mortgage-Backed            
Securities 1.5%            
Automobiles & Components 0.1%            
HAROT 2013-4 A3, 0.69%, 9/18/17   United States 40,000     40,068
USAA Auto Owner Trust, 0.57%, 8/15/17   United States 20,000     20,022
            60,090
 
Commercial Mortgage-Backed Securities 0.1%            
d Government National Mortgage Association, IO, FRN, 1.058%, 6/16/52 . United States 244,398     17,834
c Hilton USA Trust 2013 HLF, 144A, 3.714%, 11/05/30   United States 100,000     100,500
            118,334
 
Credit Cards 0.6%            
d American Express Credit Account Master 2012-1, FRN, 0.438%,            
1/15/20   United States 100,000     99,715
d American Express Credit Account Master 2013-3, FRN, 0.98%,            
5/15/19   United States 100,000     100,241
d Citibank Credit Card Issuance Trust 2013-A7, FRN, 0.599%, 9/10/20   United States 100,000     100,171
d Citibank Credit Card Issuance Trust 2013-A10, FRN, 0.73%, 2/07/18   United States 100,000     100,178
Chait 2013-A8, 1.01%, 10/15/18   United States 100,000     100,387
Comet 2013-A3, 0.96%, 9/16/19   United States 100,000     100,088
            600,780
 
Other ABS 0.2%            
c SRFC 2013-3a A, 144A, 2.20%, 10/20/30   United States 100,000     100,632
c Tal 2013-2a A, 144A, 3.55%, 11/20/38   United States 100,000     99,980
            200,612

 

Semiannual Report | 37


 

Franklin Alternative Strategies Funds

Statement of Investments, November 30, 2013 (unaudited) (continued)

Franklin K2 Alternative Strategies Fund Country Principal Amount*   Value
Asset-Backed Securities and Commercial Mortgage-Backed        
Securities (continued)        
Whole Loan Collateral CMO 0.5%        
Alternative Loan Trust 2003-20cb, 5.75%, 10/25/33 United States 36,952 $ 38,601
Alternative Loan Trust 2003-9t1, 5.50%, 7/25/33 United States 39,995   40,295
BAFC 2005-5 1a1, 5.50%, 9/25/35 United States 35,876   36,823
d Bear Stearns Arm Trust 2004-9, FRN, 2.858%, 11/25/34 United States 27,458   26,827
d CSFB 2003-27 4a4, FRN, 5.75%, 11/25/33 United States 5,429   5,673
d CSFB 2003-ar26 7a1, FRN, 2.655%, 11/25/33 United States 14,593   13,920
d CSFB 2003-ar28 4a1, FRN, 2.602%, 12/25/33 United States 10,605   10,141
d CSFB 2004-ar4 3a1, FRN, 2.572%, 5/25/34 United States 35,218   33,791
DBALT 2005-3 4a4, 5.25%, 6/25/35 United States 19,318   19,317
c FDIC 2013-n1 A, 144A, 4.50%, 10/25/18 United States 19,528   19,780
d JP Morgan Mortgage Trust 2006-a7, FRN, 2.563%, 1/25/37 United States 56,209   49,452
d MARM 2006-2 3a1, FRN, 2.674%, 1/25/36 United States 24,481   23,348
d Provident Funding Mortgage Loan Trust 2005-2, FRN, 2.653%,        
10/25/35 United States 18,570   18,423
d Volt 2013- Npl4 A1, FRN, 3.96%, 11/25/53 United States 100,000   99,992
        436,383
 
Total Asset-Backed Securities and Commercial        
Mortgage-Backed Securities (Cost $1,412,880)       1,416,199
 
fMunicipal Bonds in Reorganization 0.6%        
Alliance Airport, Texas, 5.25%, 12/01/29 United States 60,000   68,166
Chicago O’ Hare Airport, Illinois, 5.50%, 12/01/30 United States 30,000   34,188
NYC IDA American Airlines, New York, 6.90%, 8/01/24 United States 300,000   351,729
Puerto Rico American Airlines, Puerto Rico, 6.30%, 6/01/23 United States 50,000   58,094
 
Total Municipal Bonds in Reorganization (Cost $487,574)       512,177
 
    Number of Contracts    
Options Purchased 0.3%        
Calls – Exchange-Traded        
Biotechnology 0.0%        
Merrimack Pharmaceuticals, Inc., December Strike Price $2.50, Expires        
   12/21/13 United States 45   6,638
 
Diversified Financial Services 0.1%        
Citigroup, Inc., June Strike Price $55.00, Expires 6/21/14 United States 75   22,200
S&P 500 Index, January Strike Price $1,875.00, Expires 1/18/14 United States 84   45,360
        67,560
 
Machinery 0.0%†        
Timken Co., March Strike Price $55.00, Expires 3/22/14 United States 8   1,540
Timken Co., March Strike Price $57.50, Expires 3/22/14 United States 8   980
        2,520
 
Media 0.1%        
DISH Network Corp., March Strike Price $55.00, Expires 3/22/14 United States 20   9,000
Time Warner Cable, Inc., April Strike Price $120.00, Expires 4/19/14 United States 15   30,900

 

38 | Semiannual Report


 

Franklin Alternative Strategies Funds

Statement of Investments, November 30, 2013 (unaudited) (continued)

Franklin K2 Alternative Strategies Fund Country Number of Contracts   Value
Options Purchased (continued)        
Calls – Exchange-Traded (continued)        
Media (continued)        
Time Warner Cable, Inc., April Strike Price $125.00, Expires 4/19/14 United States 6 $ 10,200
Time Warner Cable, Inc., April Strike Price $140.00, Expires 4/19/14 United States 3   1,743
        51,843
 
Software 0.1%        
Microsoft Corp., January Strike Price $37.00, Expires 1/18/14 United States 94   18,330
Microsoft Corp., April Strike Price $37.00, Expires 4/19/14 United States 37   10,138
Vivendi SA, December Strike Price 15.00 EUR, Expires 12/20/13 France 16   8,284
Vivendi SA, December Strike Price 17.00 EUR, Expires 12/20/13 France 11   2,647
Vivendi SA, March Strike Price 20.00 EUR, Expires 3/21/14 France 78   4,980
        44,379
 
Wireless Telecommunications Services 0.0%        
Vodafone Group PLC ADR, January Strike Price $32.00, Expires        
1/18/14 United Kingdom 7   3,640
Vodafone Group PLC ADR, April Strike Price $36.00, Expires 4/19/14 United Kingdom 102   28,662
Vodafone Group PLC ADR, April Strike Price $37.00, Expires 4/19/14 United Kingdom 11   2,145
        34,447
Puts – Exchange-Traded        
Diversified Financial Services 0.0%        
S&P 500 Index, December Strike Price $1,700.00, Expires 12/21/13 United States 15   3,600
S&P 500 Index, December Strike Price $1,600.00, Expires 12/31/13 United States 4   540
S&P 500 Index, January Strike Price $1,675.00, Expires 1/18/14 United States 10   5,750
S&P 500 Index, February Strike Price $1,700.00, Expires 2/22/14 United States 3   5,010
Euro STOXX 50 Index, January Strike Price 2,900.00 EUR,        
Expires 1/17/14 France 8   1,489
S&P 500 Index, June Strike Price $1,650.00, Expires 6/21/14 United States 7   23,800
        40,189
Diversified Telecommunication Services 0.0%        
Verizon Communications, Inc., April Strike Price $47.00,        
Expires 4/19/14 United States 29   4,263
 
Oil, Gas & Consumable Fuels 0.0%        
BPZ Resources, Inc., December Strike Price $2.00, Expires 12/21/13 United States 66   990
 
Software 0.0%        
Vivendi SA, December Strike Price 16.00 EUR, Expires 12/20/13 France 58   81
Vivendi SA, December Strike Price 17.42 EUR, Expires 12/20/13 France 20   84
Vivendi SA, January Strike Price 16.00 EUR, Expires 1/17/14 France 66   448
        613

 

     U.S. Government Securities 0.0%
    U.S. Treasury 10 Yr. Note, January Strike Price $122.00,
Expires 1/24/14 United States 114 26,719
Total Options Purchased (Cost $253,935)     280,161

 

Semiannual Report | 39


 

Franklin Alternative Strategies Funds

Statement of Investments, November 30, 2013 (unaudited) (continued)

Franklin K2 Alternative Strategies Fund Country Principal Amount*   Value  
Total Investments before Short Term Investments          
(Cost $78,625,057)     $ 81,542,384  
Short Term Investments 0.0%          
U.S. Government and Agency Securities (Cost $49,985) 0.0%          
   a,h U.S. Treasury Bills, 0.084%, 4/17/14 United States 50,000   49,985  
 
Total Investments before Repurchase Agreements          
(Cost $78,675,042)       81,592,369  
Repurchase Agreement (Cost $2,585,375) 2.8%          
   g Joint Repurchase Agreement, 0.0717%, 12/02/13          
(Maturity Value $2,585,391) United States 2,585,375   2,585,375  
BNP Paribas Securities Corp. (Maturity Value $313,556)          
Credit Suisse Securities (USA) LLC (Maturity Value $376,278)          
Deutsche Bank Securities, Inc. (Maturity Value $973,710)          
HSBC Securities (USA), Inc. (Maturity Value $526,773)          
Merrill Lynch, Pierce, Fenner & Smith, Inc. (Maturity Value $244,578)          
Morgan Stanley and Co., Inc. (Maturity Value $150,496)          
Collateralized by U.S. Government and Agency Securities,          
0.004% - 0.37%, 2/28/14 - 2/26/16; U.S. Government and          
Agency Securities, zero cpn, 6/1/17; U.S. Treasury Bills, 2/20/14;          
U.S. Treasury Bonds, 7.25% - 10.625%, 8/15/15 - 11/15/18;          
U.S. Treasury Notes, 0.125% - 4.875%, 11/30/13 - 8/15/23;          
U.S. Treasury Notes, Index Linked, 0.5% - 2.375%,          
1/15/14 - 7/15/18; U.S. Treasury Notes, zero cpn,          
12/12/13 - 11/13/14 (valued at $2,637,099)          
 
Total Investments (Cost $81,260,417) 90.8%       84,177,744  
 
Options Written (0.0)%       (45,417 )
Securities Sold Short (22.2)%       (20,550,649 )
Other Assets, less Liabilities 31.4%       29,162,433  
 
Net Assets 100.0%     $ 92,744,111  
 
    Number of Contracts      
Options Written (0.0)%          
Calls – Exchange-Traded          
Diversified Telecommunication Services (0.0)%          
Koninklijke KPN NV, December Strike Price 2.40 EUR,          
Expires 12/20/13 Netherlands 41 $ (334 )
Koninklijke KPN NV, December Strike Price 2.30 EUR,          
Expires 12/20/13 Netherlands 210   (3,423 )
Koninklijke KPN NV, January Strike Price 2.50 EUR, Expires 1/17/14 Netherlands 3   (16 )
Verizon Communications, Inc., April Strike Price $50.00,          
Expires 4/19/14 United States 17   (3,111 )
        (6,884 )
Media (0.0)%          
Time Warner Cable, Inc., January Strike Price $140.00, Expires 1/18/14 United States 3   (1,440 )
Time Warner Cable, Inc., April Strike Price $135.00, Expires 4/19/14 United States 12   (11,100 )
Time Warner Cable, Inc., April Strike Price $145.00, Expires 4/19/14 United States 9   (3,105 )
        (15,645 )
40 | Semiannual Report          

 


 

Franklin Alternative Strategies Funds

Statement of Investments, November 30, 2013 (unaudited) (continued)

Franklin K2 Alternative Strategies Fund Country Number of Contracts Value  
Options Written (continued)          
Calls – Exchange-Traded (continued)          
Specialty Retail (0.0)%          
Jos A Bank Clothiers, Inc., April Strike Price $60.00, Expires 4/19/14 United States 8 $ (1,280 )
 
Software (0.0)%          
Microsoft Corp., April Strike Price $42.00, Expires 4/19/14 United States 37   (2,960 )
Vivendi SA, December Strike Price 19.35 EUR, Expires 12/20/13 France 42   (588 )
Vivendi SA, December Strike Price 21.29 EUR, Expires 12/20/13 France 20   (28 )
        (3,576 )
 
Telecommunication Services (0.0)%          
Alcatel-Lucent, January Strike Price 3.10 EUR, Expires 1/17/14 France 46   (1,444 )
 
Wireless Telecommunications Services (0.0)%          
Vodafone Group PLC, December Strike Price 240.00 GBp,          
Expires 12/20/13 United Kingdom t 10   (82 )
Puts – Exchange-Traded          
Diversified Telecommunication Services (0.0)%          
S&P 500 Index, December Strike Price $1,650.00, Expires 12/21/13 United States 15   (2,438 )
S&P 500 Index, December Strike Price $1,525.00, Expires 12/31/13 United States 16   (1,480 )
        (3,918 )
 
Machinery (0.0)%          
Timken Co., March Strike Price $47.50, Expires 3/22/14 United States 8   (1,360 )
Timken Co., March Strike Price $50.00, Expires 3/22/14 United States 8   (2,080 )
        (3,440 )
 
Media (0.0)%          
DISH Network Corp., March Strike Price $41.00, Expires 3/22/14 United States 20   (1,400 )
Time Warner Cable, Inc., April Strike Price $105.00, Expires 4/19/14 United States 6   (345 )
Time Warner Cable, Inc., April Strike Price $110.00, Expires 4/19/14 United States 9   (495 )
        (2,240 )
 
Software (0.0)%          
Microsoft Corp., April Strike Price $33.00, Expires 4/19/14 United States 37   (2,294 )
Vivendi SA, March Strike Price 17.00 EUR, Expires 3/21/14 France 78   (4,344 )
        (6,638 )
 
Total Options Written (Premiums Received $53,706)       (45,147 )
 
    Shares      
iSecurities Sold Short (22.2)%          
Common Stocks and Other Equity Interests (7.2)%          
Agriculture (0.4)%          
Universal Corp. United States 6,300   (328,608 )
 
Airlines (0.7)%          
Hawaiian Holdings, Inc. United States 35,500   (323,760 )
Jetblue Airways Corp. United States 12,070   (107,302 )
Norwegian Air Shuttle AS Norway 4,468   (167,607 )
        (598,669 )
    Semiannual Report | 41  

 


 

Franklin Alternative Strategies Funds

Statement of Investments, November 30, 2013 (unaudited) (continued)

Franklin K2 Alternative Strategies Fund Country Shares   Value  
iSecurities Sold Short (continued)          
Common Stocks and Other Equity Interests (continued)          
Automobiles (0.2)%          
Great Wall Motor Co. Ltd., H Hong Kong 8,500 $ (51,915 )
Tata Motors Ltd., ADR India 3,788   (122,996 )
        (174,911 )
 
Banks (0.1)%          
Intesa Sanpaolo SpA Italy 35,179   (85,067 )
 
Beverages (0.0)%          
Monster Beverage Corp. United States 617   (36,514 )
 
Biotechnology (0.2)%          
Merrimack Pharmaceuticals, Inc. United States 57,150   (225,171 )
 
Capital Markets (0.1)%          
Ares Capital Corp. United States 4,600   (84,548 )
 
Commercial Services & Supplies (0.0)%          
Stewart Enterprises, Inc., A United States 2,724   (36,093 )
 
Construction Materials (0.1)%          
Vulcan Materials Co. United States 1,405   (79,200 )
 
Electronic Equipment & Instruments (0.3)%          
Vishay Intertechnology, Inc. United States 24,210   (313,035 )
 
Energy (0.0)%          
NRG Energy, Inc. United States 1,459   (38,605 )
 
Energy Equipment & Services (0.1)%          
Core Laboratories NV United States 530   (96,534 )
 
Engineering and Construction (0.1)%          
Aeroports de Paris France 1,002   (110,258 )
 
Entertainment (0.0)%          
Penn National Gaming, Inc. United States 2,600   (37,544 )
 
Health Care Providers & Services (0.3)%          
Molina Healthcare, Inc. United States 6,300   (211,680 )
Community Health Systems, Inc. United States 889   (36,671 )
        (248,351 )
 
Hotels, Restaurants & Leisure (0.1)%          
Accor SA France 1,170   (51,323 )
 
Insurance (0.1)%          
Fidelity National Financial, Inc. United States 3,375   (98,111 )
 
Leisure Equipment & Products (0.1)%          
Carnival Corp. United States 1,530   (55,248 )
 
Life Science Tools & Services (0.0)%          
Albany Molecular Research, Inc. United States 2,800   (33,824 )

 

42 | Semiannual Report


 

Franklin Alternative Strategies Funds

Statement of Investments, November 30, 2013 (unaudited) (continued)

Franklin K2 Alternative Strategies Fund Country Shares   Value  
iSecurities Sold Short (continued)          
Common Stocks and Other Equity Interests (continued)          
Machinery (0.0)%          
Stanley Black & Decker, Inc. United States 400 $ (32,556 )
 
Media (0.3)%          
Liberty Media Corp., A United States 1,700   (260,882 )
 
Oil, Gas & Consumable Fuels (0.6)%          
Linn Energy LLC United States 2,878   (87,549 )
Concho Resources, Inc. United States 484   (50,302 )
FMC Technologies, Inc. United States 1,219   (58,634 )
BPZ Resources, Inc. United States 38,200   (80,220 )
Sanchez Energy Corp. United States 10,550   (270,818 )
        (547,523 )
 
Pharmaceuticals (0.5)%          
Omnicare, Inc. United States 7,700   (441,056 )
Atrium Innovations, Inc. Canada 272   (6,211 )
        (447,267 )
 
Professional Services (0.6)%          
CBIZ, Inc. United States 63,200   (566,272 )
 
REITs (0.6)%          
Duke Realty Corp. United States 1,241   (18,838 )
Eastgroup Properties, Inc. United States 484   (29,326 )
Equity Residential United States 1,585   (81,691 )
Federal Realty Investment Trust United States 184   (19,048 )
Host Hotels & Resorts, Inc. United States 2,800   (51,548 )
Kilroy Realty Corp. United States 112   (5,639 )
Kimco Realty Corp. United States 430   (8,867 )
Piedmont Office Realty Trust, A United States 825   (13,514 )
Public Storage United States 55   (8,398 )
Regency Centers Corp. United States 230   (10,773 )
UDR, Inc. United States 2,061   (47,959 )
Weingarten Realty Investors United States 842   (24,031 )
Health Care Reit, Inc. United States 3,900   (218,361 )
        (537,993 )
 
Retailing (0.4)%          
Darden Restaurants, Inc. United States 2,010   (107,193 )
Target Corp. United States 1,500   (95,895 )
Wal-mart Stores, Inc. United States 1,370   (110,984 )
Kohls Corp. United States 1,070   (59,150 )
        (373,222 )
 
Semiconductors & Semiconductor Equipment (0.3)%          
Micron Technology, Inc. United States 8,800   (185,680 )
Nvidia Corp. United States 2,370   (36,972 )
Intel Corp. United States 2,528   (60,268 )
        (282,920 )

 

Semiannual Report | 43


 

Franklin Alternative Strategies Funds

Statement of Investments, November 30, 2013 (unaudited) (continued)

Franklin K2 Alternative Strategies Fund Country Shares   Value  
iSecurities Sold Short (continued)          
Common Stocks and Other Equity Interests (continued)          
Software (0.2)%          
Concur Technologies, Inc. United States 1,700 $ (165,053 )
 
Telecommunication Services (0.2)%          
Telecom Italia, SpA Italy 73,827   (72,011 )
Verizon Communications, Inc. United States 2,196   (108,965 )
        (180,976 )
 
Textile, Apparel & Luxury Goods (0.4)%          
Iconix Brand Group, Inc. United States 10,200   (404,736 )
 
Transportation (0.2)%          
C.H. Robinson Worldwide, Inc. United States 830   (48,663 )
Golar LNG Ltd. Norway 3,340   (121,342 )
        (170,005 )
 
Total Common Stocks and Other Equity Interests          
(Proceeds $6,597,448)       (6,701,019 )
 
Exchange Traded Funds (11.6)%          
iShares MSCI Brazil Capped ETF United States 2,371   (111,318 )
iShares MSCI Canada ETF United States 14,239   (414,212 )
iShares MSCI Emerging Markets ETF United States 2,300   (97,405 )
iShares Nasdaq Biotechnology ETF United States 3,340   (748,694 )
Market Vectors Oil Service ETF United States 1,500   (72,585 )
Market Vectors Russia ETF United States 3,390   (95,598 )
SPDR S&P 500 ETF Trust United States 41,000   (7,421,000 )
SPDR S&P Retail ETF United States 1,282   (113,406 )
SPDR S&P Oil & Gas Exploration & Production ETF United States 360   (24,401 )
SPDR DJIA ETF Trust United States 3,819   (613,790 )
Health Care Select Sector SPDR Fund United States 14,384   (794,860 )
Industrial Select Sector SPDR Fund United States 1,198   (60,379 )
Utilities Select Sector SPDR Fund United States 4,823   (183,419 )
 
Total Exchange Traded Funds (Proceeds $10,314,590)       (10,751,067 )
 
    Principal Amount*      
Corporate Bonds and Notes (3.3)%          
Automobiles (0.1)%          
c General Motors Co., senior bond, 144A, 4.875%, 10/02/23 United States 90,000   (91,013 )
 
Beverages (0.2)%          
Constellation Brands, Inc., senior note, 3.75%, 5/01/21 United States 150,000   (141,750 )
 
Containers & Packaging (0.3)%          
Ball Corp., senior bond, 4.00%, 11/15/23 United States 330,000   (297,825 )

 

44 | Semiannual Report


 

Franklin Alternative Strategies Funds

Statement of Investments, November 30, 2013 (unaudited) (continued)

Franklin K2 Alternative Strategies Fund Country Principal Amount*   Value  
iSecurities Sold Short (continued)          
Corporate Bonds and Notes (continued)          
Diversified Financial Services (0.5)%          
c Denali Borrower Corp., first lien, senior secured note, 144A, 5.625%,          
10/15/20 United States 300,000 $ (296,250 )
c Nuveen Investments, Inc., senior note, 144A, 9.50%, 10/15/20 United States 150,000   (148,125 )
        (444,375 )
Household Products (0.5)%          
c Sun Products Corp., senior note, 144A, 7.75%, 3/15/21 United States 570,000   (493,050 )
Pipelines (1.0)%          
Access Midstream Partner, senior bond, 4.875%, 5/15/23 United States 300,000   (295,500 )
Markwest Energy Partners, senior bond, 4.50%, 7/15/23 United States 640,000   (609,600 )
        (905,100 )
Textiles, Apparel & Luxury Goods (0.2)%          
c William Carter, senior note, 144A, 5.25%, 8/15/21 United States 150,000   (153,375 )
Wireless Telecommunication Services (0.5)%          
c Sprint Corp., senior bond, 144A, 7.875%, 9/15/23 United States 450,000   (493,875 )
Total Corporate Bonds and Notes (Proceeds $3,041,747)       (3,020,363 )
fCorporate Notes in Reorganization          
(Proceeds $78,455) (0.1%)          
Telecommunication Services (0.1%)          
Nortel Networks Ltd., senior note, 10.75%, 7/15/16 Canada 68,000   (78,200 )
Total Securities Sold Short (Proceeds $20,032,240)     $ (20,550,649 )

 

Rounds to less than 0.1% of net assets.
*The principal amount is stated in U.S. dollars unless otherwise indicated.
aSecurity or a portion of the security has been pledged as collateral for securities sold short, open futures, and written option contracts. At November 30, 2013, the aggregate value
of these securities and cash pledged as collateral was $28,458,776, represents 30.69% of net assets.
bA portion or all of the security is held in connection with written option contracts at period end.
cSecurity was purchased pursuant to Rule 144A under the Securities Act of 1933 and may be sold in transactions exempt from registration only to qualified institutional buyers or in
public offering registered under the Securities Act of 1933. These securities have been deemed liquid under guidelines approved by the Trust’s Board of Trustees. At November 30,
2013, the aggregate value of these securities was $13,298,042 representing 14.34% of net assets.
dThe coupon rate shown represents the rate at period end.
eSee Note 8 regarding unfunded loan commitments.
fSee Note 7 regarding credit risk and defaulted securities.
gSee Note 1(c) regarding joint repurchase agreement.
hThe rate shown is the annualized seven-day yield at period end.
iSee Note 1(f) regarding securities sold short.
kNon-income producing.
lPerpetual security with no stated maturity date.

Semiannual Report | 45


 

Franklin Alternative Strategies Funds

Statement of Investments, November 30, 2013 (unaudited) (continued)

Franklin K2 Alternative Strategies Fund                          
 
At November 30, 2013, the Fund had the following futures contracts outstanding. See Note 1(d).      
 
Futures Contracts                            
 
        Number of   Notional   Expiration   Unrealized   Unrealized  
Description     Type Contracts   Value   Date   Appreciation Depreciation  
Equity Contracts                            
Euro STOXX 50 Index     Short 2 $ 83,819   12/20/13 $ $ (1,610 )
Nikkei 225 Index     Short 1   153,673   12/12/13     (12,027 )
S&P 500 E-Mini Index     Short 27   2,435,535   12/20/13     (146,719 )
Topix Index     Short 1   123,261   12/12/13     (5,415 )
              2,796,288         (165,771 )
Interest Rate Contracts                            
U.S. Treasury 10 Yr. Note     Short 4   501,500   3/20/14   55    
             Total           $ 3,297,788       55   (165,771 )
Net unrealized appreciation (depreciation)                     $ (165,716 )
 
 
At November 30, 2013, the Fund had the following forward exchange contracts outstanding. See Note 1(d).  
 
Forward Exchange Contracts                            
 
                  Settlement   Unrealized   Unrealized  
Currency Counterparty Type Quantity Contract Amount*   Date   Appreciation   Depreciation  
Euro BNYM Sell 90,000 122,264   12/02/13 $ 1,853 $  
Euro BNYM Sell 100,000 135,849   12/02/13   105    
Euro BNYM Sell 534,000 725,435   12/02/13   4,084    
Euro BNYM Sell 160,000 217,359   12/02/13   2,572    
Euro BNYM Sell 35,000 47,547   12/02/13     (191 )
Euro BNYM Sell 15,000 20,377   12/02/13     (172 )
Euro BNYM Sell 25,000 33,962   12/02/13     (561 )
Euro BNYM Sell   6,500     8,830   12/02/13     (126 )
Euro BNYM Sell 25,000 33,962   12/02/13     (262 )
Euro BNYM Sell   7,500 10,189   12/02/13     (97 )
Euro BNYM Sell   1,500     2,038   12/02/13     (7 )
Philippine Peso DBFX Buy 3,540,000 80,887   12/04/13     (1,525 )
Philippine Peso DBFX Sell 3,540,000 80,887   12/04/13   868    
Euro CSFB Sell 30,000 25,186 GBP 12/09/13   467    
Euro CSFB Sell 30,000 24,996 GBP 12/09/13   156    
Euro CSFB Sell 120,000 163,019   12/13/13     (2,619 )
Japanese Yen CSFB Sell 7,900,000 77,142   12/16/13   2,146    
Thai Baht BNYM Sell 2,780,781 86,536   12/16/13   65    
British Pound BNYM Sell 21,275 34,818   12/18/13     (814 )
British Pound BNYM Sell   1,594     2,608   12/18/13     (69 )
British Pound BNYM Sell 10,070 16,480   12/18/13     (151 )
British Pound BNYM Sell 20,000 32,732   12/18/13     (395 )
Canadian Dollar BNYM Sell 15,000 14,116   12/18/13   440    
Canadian Dollar BNYM Sell 25,000 23,527   12/18/13   713    
Canadian Dollar BNYM Sell 20,000 18,822   12/18/13   293    
Danish Krone BNYM Sell 1,500,000 273,239   12/18/13     (1,733 )
Danish Krone BNYM Sell 125,000 22,770   12/18/13     (75 )
 
46 | Semiannual Report                            

 


 

Franklin Alternative Strategies Funds

Statement of Investments, November 30, 2013 (unaudited) (continued)

Franklin K2 Alternative Strategies Fund                  
 
Forward Exchange Contracts (Continued)                  
 
          Settlement   Unrealized   Unrealized  
Currency Counterparty Type Quantity Contract Amount* Date   Appreciation   Depreciation  
Euro BNYM Buy 18,000 24,453 12/18/13 $ $ (333 )
Euro BNYM Sell 25,899 35,184 12/18/13     (45 )
Euro BNYM Sell 200,000 271,698 12/18/13     (1,787 )
Japanese Yen BNYM Buy 2,500,000 24,412 12/18/13     (1,285 )
Japanese Yen BNYM Buy 5,200,000 50,778 12/18/13     (2,673 )
Japanese Yen BNYM Buy 1,340,000 13,085 12/18/13     (492 )
Japanese Yen BNYM Sell 8,000,000 78,120 12/18/13   3,118    
Japanese Yen BNYM Sell 1,040,000 10,156 12/18/13   486    
Japanese Yen CSFB Sell 5,200,000 50,778 12/18/13   1,280    
Japanese Yen BNYM Sell 2,730,000 26,658 12/18/13   667    
Japanese Yen BNYM Sell 6,500,000 63,472 12/18/13   434    
Swiss Franc BNYM Sell 189,564 209,174 12/18/13     (742 )
Swiss Franc BNYM Sell 1,037 1,144 12/18/13     (3 )
British Pound MSCO Sell 8,984 14,556 12/20/13     (333 )
Euro MSCO Buy 35,405 48,097 12/20/13   69    
Euro MSCO Buy 144,073 195,722 12/20/13     (1,168 )
Euro MSCO Buy 61,044 82,928 12/20/13     (961 )
Euro MSCO Sell 11,886 16,147 12/20/13   245    
Euro MSCO Sell 8,028 10,906 12/20/13   103    
Euro MSCO Sell 16,824 22,855 12/20/13   4    
Euro BNYM Sell 1,049,500 1,425,738 12/20/13   1,713    
Euro MSCO Sell 579,698 787,515 12/20/13     (752 )
Euro MSCO Sell 8,908 12,101 12/20/13     (200 )
Euro MSCO Sell 12,437 16,896 12/20/13     (95 )
Japanese Yen MSCO Buy 1,287,600 12,574 12/20/13     (672 )
Japanese Yen MSCO Buy 3,761,600 36,733 12/20/13     (1,376 )
Japanese Yen MSCO Buy 13,110,480 128,026 12/20/13     (4,859 )
Japanese Yen MSCO Buy 30,825,020 301,012 12/20/13     (11,742 )
Japanese Yen MSCO Sell 55,205,300 539,090 12/20/13   20,841    
Japanese Yen MSCO Sell 9,832,600 96,017 12/20/13   4,448    
Japanese Yen MSCO Sell 9,394,100 91,735 12/20/13   3,980    
Japanese Yen MSCO Sell 4,095,240 39,991 12/20/13   1,666    
Japanese Yen MSCO Sell 3,094,112 30,215 12/20/13   927    
Japanese Yen MSCO Sell 6,109,840 59,664 12/20/13   1,473    
Japanese Yen MSCO Sell 5,293,240 51,689 12/20/13   1,106    
Japanese Yen BNYM Sell 2,100,000 20,507 12/20/13   131    
Norwegian Krone MSCO Buy 989,215 161,215 12/20/13     (3,897 )
Norwegian Krone MSCO Buy 66,573 10,850 12/20/13     (348 )
Norwegian Krone MSCO Sell 66,126 10,777 12/20/13   260    
British Pound UBSW Buy 175,000 74,351 12/30/13     (1,449 )
Euro DBFX Sell 115,000 156,227 12/31/13     (459 )
Euro CSFB Sell 80,000 108,686 2/03/14   1,445    
Swiss Franc CSFB Sell 10,900 12,033 2/06/14     (53 )
Unrealized appreciation (depreciation)           58,158   (44,521 )
Net unrealized appreciation (depreciation)         $ 13,637      
 
*In U.S. dollars unless otherwise indicated.                    

 

Semiannual Report | 47


 

Franklin Alternative Strategies Funds

Statement of Investments, November 30, 2013 (unaudited) (continued)

Franklin K2 Alternative Strategies Fund

At November 30, 2013, the Fund had the following credit default swap contracts outstanding. See Note 1(d).

Credit Default Swap Contracts                                
 
              Upfront                    
  Counterparty/ Notional Periodic   Expiration   Premiums     Unrealized   Unrealized     Market  
Description Exchange Amount Payment Rate   Date   Paid (Received) Appreciation Depreciation     Value Ratingsa  
Centrally Cleared Swaps                                
Contracts to Buy Protection                                
Traded Index                                  
CDX 21 HY 500 ICE 120,000 5.00 % 12/20/18 $ (8,869 )   $ $ (221 ) $ (9,090 )
Centrally Cleared Swaps unrealized appreciation (depreciation)             (221 )      
OTC Swaps                                  
Contracts to Buy Protection                                
Single Name                                  
Bolivarian Republic                                  
of Venezuela. DBFX 13,000 5.00 % 12/20/18   2,694       491       3,185  
Bolivarian Republic                                  
of Venezuela. DBFX 16,000 5.00 % 12/20/18   2,770       1,149       3,919  
Windstream                                  
Holdings, Inc DBFX 20,000 5.00 % 12/20/18   (1,693 )       (521 )   (2,214 )
Contracts to Sell Protectionb                                
Single Name                                  
Sprint                                  
Communications,                                  
Inc DBFX 20,000 5.00 % 12/20/18   1,740       581       2,321 BB-
OTC Swaps unrealized appreciation (depreciation)               2,221   (521 )      
Total Credit Default Swaps unrealized appreciation (depreciation)           2,221   (742 )      
Net unrealized appreciation (depreciation)           $ 1,479            

 

aBased on Standard and Poor’s (S&P) Rating for single name swaps and internal ratings for index swaps. Internal ratings based on mapping into equivalent ratings from external
vendors.
bThe Fund enters contracts to sell protection to create a long credit position. Performance triggers include default, bankruptcy or restructuring for single name swaps and failure to
pay or bankruptcy of the underlying securities for traded index swaps.

At November 30, 2013, the Fund had the following total return swap contracts outstanding. See Note 1(d).

    Total Return Swap Contracts                      
 
                  Expiration   Unrealized   Unrealized  
    Counterparty Receive   Pay   Notional Valuea Date   Appreciation   Depreciation  
    DBFX 0.168% San Miguel Corp.   204,479   5/05/14 $ 2,764 $  
    DBFX China Unicom Hong Kong                    
      Ltd. 0.210% 715,720 HKD 10/17/14     (3,448 )
    DBFX Hengan Group Co. Ltd. 0.210% 801,140 HKD 10/17/14     (4,521 )
    DBFX Pacific Basin Shipping                  
      Ltd. 0.210% 1,845,920 HKD 10/17/14     (11,580 )
    DBFX Iberdrola SA 0.093% 195,025 EUR 10/18/14   1,506    
    DBFX 0.168% Billion Express                  
          Investments, Ltd.   417,759   10/18/14   5,667    
 
48 | Semiannual Report                      

 


 

Franklin Alternative Strategies Funds

Statement of Investments, November 30, 2013 (unaudited) (continued)

Franklin K2 Alternative Strategies Fund                      
 
Total Return Swap Contracts (continued)                      
              Expiration   Unrealized Unrealized  
Counterparty Receive   Pay   Notional Valuea Date   Appreciation Depreciation  
DBFX 0.210% Hengan International                
    Group 3,276,000 HKD 10/18/14 $ 14,490 $  
DBFX 0.168% PB Issure Ltd. 390,592   10/18/14   12,413    
DBFX 0.168% Lotte Shoppng Co. Ltd. 408,050   10/18/14   4,631    
DBFX Takashimaya Co. Ltd. 0.109% 31,282,500 JPY 10/21/14   8,479    
DBFX 0.109% Takashimaya Co. Ltd. 43,337,700 JPY 10/21/14     (8,538 )
DBFX 0.093% ACS Actividades                
    Financial 837,725 EUR 10/22/14     (634 )
DBFX Kingsoft Corp. Ltd. 0.210% 2,376,360 HKD 10/31/14   6,390      
DBFX 0.168% Algeta ASA 847,101   11/01/14   103,559    
DBFX 0.210% Kingsoft Corp. Ltd. 3,932,035 HKD 11/01/14     (14,649 )
DBFX Algeta ASA 0.168% 561,663   11/05/14     (67,405 )
DBFX Himart Co. Ltd. 0.168% 163,863   11/06/14     (4,657 )
DBFX Nokia OYJ 0.093% 205,394 EUR 11/15/14     (1,426 )
DBFX 0.094% Nokia OYJ 241,666 EUR 11/15/14   4,345    
DBFX IHH Healthcare 0.161% 121,331 SGD 11/18/14   2,206    
DBFX Fosun International 0.211% 767,550 HKD 11/18/14   1,933    
DBFX Semiconductor                  
    Manufacturing                  
  International Corp. 0.211% 960,000 HKD 11/18/14     (17,466 )
DBFX 0.161% Indah Capital Ltd. 497,949 SGD 11/19/14     (2,754 )
DBFX 0.168% Semiconductor                
    Manufacturing                
      International Corp. 408,343   11/19/14   18,474    
DBFX 0.210% Logo Star Ltd. 19,375,000 HKD 11/22/14   3,047    
DBFX Balfour Beatty PLC   0.489% 58,315 GBP 12/02/14     (785 )
DBFX 0.489% Balfour Beatty Finance   494,676 GBP 12/03/14   3,642    
MSCO 0.488% Rolls-Royce Holdings                  
        PLC   125,081 GBP 10/15/15   19,285    
MSCO BHP Billiton Ltd.   0.168% 113,645   10/19/15     (2,420 )
MSCO STOXX Europe 600 Index   0.123% 531,144 EUR 10/19/15     (32,987 )
MSCO SPDR S&P Oil & Gas                    
    Exploration & Production                    
     ETF   0.168% 154,378   10/19/15     (352 )
MSCO Verizon Communications,                    
     Inc.   0.168% 124,444   10/19/15   1,134    
MSCO Caterpillar, Inc.   0.168% 109,918   10/19/15   441    
MSCO 0.123% Christian Dior SA 254,147 EUR 10/19/15     (405 )
MSCO Energy Select Sector                  
  SPDR Fund 0.168% 142,774   10/19/15     (4,705 )
MSCO 0.419% Inmarsat PLC   23,200 GBP 10/19/15   634    
MSCO 0.419% Vodafone Group PLC                  
      ADR   178,172 GBP 10/19/15   6,241    
MSCO 0.489% Vodafone Group PLC                  
      ADR   210,328 GBP 10/19/15   6,882    
MSCO 0.489% Smiths Group PLC   116,801 GBP 10/19/15     (1,869 )
MSCO 0.277% Rhoen Klinikum AG   158,873 EUR 10/19/15     (632 )

 

Semiannual Report | 49


 

Franklin Alternative Strategies Funds

Statement of Investments, November 30, 2013 (unaudited) (continued)

Franklin K2 Alternative Strategies Fund                      
 
Total Return Swap Contracts (continued)                      
              Expiration   Unrealized Unrealized  
Counterparty Receive   Pay   Notional Valuea Date   Appreciation Depreciation  
MSCO LVMH Moet Hennessy                      
  Vuitton SA   0.123% 253,872 EUR 10/19/15 $ 11,381 $  
MSCO 0.111% Aozora Bank   25,422,330 JPY 10/20/15   2,324    
MSCO 0.111% Nippon Telegraph                  
      Telephone Corp.   12,268,703 JPY 10/20/15     (4,383 )
MSCO 0.111% NKSJ Holdings, Inc.   24,924,900 JPY 10/20/15   33,785    
MSCO 0.111% Softbank Corp.   20,602,101 JPY 10/20/15   15,041    
MSCO 0.111% Sony Corp.   12,889,690 JPY 10/20/15     (5,564 )
MSCO 0.111% Sony Financial                  
      Holdings Inc.   983,779 JPY 10/20/15   259    
MSCO Cathay Pacific Airways Ltd. 0.039% 778,038 HKD 10/23/15     (9,793 )
MSCO 0.277% Alcatel-Lucent   83,326 EUR 10/28/15   10,829    
MSCO 0.277% Vivendi SA   409,421 EUR 10/28/15      
MSCO 0.419% Imperial Tobacco                  
      Group PLC   35,278 GBP 10/29/15     (124 )
MSCO Royal Dutch Shell A PLC 0.419% 16,486 GBP 10/29/15     (640 )
MSCO Royal Dutch Shell B 0.419% 23,075 GBP 10/29/15     (585 )
MSCO Schneider SA 0.419% 14,909 EUR 10/29/15   375    
MSCO 0.419% Severn Trent PLC   108,168 GBP 10/29/15     (9,123 )
MSCO 0.419% Invensys PLC   55,380 GBP 10/29/15     (453 )
MSCO 0.277% OPAP SA   51,398 EUR 10/29/15   4,565    
MSCO 0.129% Ryanair Holdings PLC   37,059 EUR 11/05/15   189    
DBFX 0.166% Golar Lng Ltd.   407,912   3/07/17     (5,353 )
DBFX 0.094% Magyar Nemzeti                  
      Vagyonkexelo   413,504 EUR 4/01/19   18,285    
MSCO 2.500% Graincorp Ltd.   5,170 AUD 12/30/49   231    
MSCO International Business                      
  Machines Corp.   0.168% 237,684   1/17/49     (26 )
Unrealized appreciation (depreciation)               325,427   (217,277 )
Net unrealized appreciation (depreciation)             $ 108,150      
 
aIn U.S. dollars unless otherwise indicated.                      
 
 
See Abbreviations on page 74.                      

 

50 | The accompanying notes are an integral part of these financial statements. | Semiannual Report


 

Franklin Alternative Strategies Funds

Financial Statements

Statement of Assets and Liabilities      
November 30, 2013 (unaudited)    
 
      Franklin K2
      Alternative
      Strategies Fund
Assets:      
Investments in securities:      
Cost – Unaffiliated issuers   $ 78,675,042
Cost – Repurchase agreements     2,585,375
Total cost of investments   $ 81,260,417
Value – Unaffiliated issuers   $ 81,592,369
Value – Repurchase agreements     2,585,375
Total value of investments     84,177,744
Cash     12,665,923
Restricted Cash (Note 1e)     9,658
Foreign currency, at value (cost $329,646)     331,493
Receivables:      
Investment securities sold     2,698,993
Affiliates     79,405
Dividends and interest     545,871
Due from brokers     17,170,682
Deferred offering costs     243,744
OTC Swaps (premiums paid $7,484)     7,204
Unrealized appreciation on OTC swap contracts     327,648
Unrealized appreciation on forward exchange contracts     58,158
Unrealized appreciation on unfunded loan commitments (Note 8)     2,588
          Total assets     118,319,111
Liabilities:      
Payables:      
Investment securities purchased     3,970,949
Distribution fees     8,689
Transfer agent fees     910
Trustees’ fees and expenses     20,368
Variation margin     5,571
Offering costs     282,431
Organization costs     176,217
OTC Swaps (premiums received $2,302)     1,693
Unrealized depreciation on OTC swap contracts     217,798
Options written, at value (premiums received $53,706)     45,147
Securities sold short, at value (proceeds $20,032,240)     20,550,649
Due to brokers     203,880
Unrealized depreciation on forward foreign currency contracts     44,521
Accrued expenses and other liabilities     46,177
       Total liabilities     25,575,000
              Net assets, at value   $ 92,744,111

 

Semiannual Report | The accompanying notes are an integral part of these financial statements. | 51


 

Franklin Alternative Strategies Funds

Financial Statements (continued)

Statement of Assets and Liabilities (continued)

November 30, 2013 (unaudited)

    Franklin K2  
    Alternative  
    Strategies Fund  
Net assets consist of:      
Paid-in capital $ 90,654,585  
Accumulated net investment loss   (57,237 )
Net unrealized appreciation (depreciation)   2,367,040  
Accumulated net realized gain (loss)   (220,277 )
Net assets, at value $ 92,744,111  
 
Class A:      
Net assets, at value $ 30,710,861  
Shares outstanding   3,001,700  
Net asset value per sharea $ 10.23  
Maximum offering price per share (net asset value per share ÷ 94.25%) $ 10.85  
Class C:      
Net assets, at value $ 10,253,693  
Shares outstanding   1,002,451  
Net asset value and maximum offering price per sharea $ 10.23  
Class R:      
Net assets, at value $ 10,230,436  
Shares outstanding   1,000,000  
Net asset value and maximum offering price per share $ 10.23  
Class R6:      
Net assets, at value $ 10,232,318  
Shares outstanding   1,000,000  
Net asset value and maximum offering price per share $ 10.23  
Advisor Class:      
Net assets, at value $ 31,316,803  
Shares outstanding   3,060,603  
Net asset value and maximum offering price per share $ 10.23  
 
 
aRedemption price is equal to net asset value less contingent deferred sales charges, if applicable.      

 

52 | The accompanying notes are an integral part of these financial statements. | Semiannual Report


 

Franklin Alternative Strategies Funds

Financial Statements (continued)

Statement of Operations        
for the period ended November 30, 2013a (unaudited)  
 
      Franklin K2  
      Alternative  
      Strategies Fund  
Investment income:        
Dividends   $ 82,199  
Interest     174,686  
Total investment income     256,885  
Expenses:        
Management fees (Note 3a)     254,917  
Transfer agent fees: (Note 3e)        
Class A     326  
Class C     109  
Class R     109  
Class R6     36  
Advisor Class     331  
Distribution fees: (Notes 3c)        
Class A     3,258  
Class C     3,621  
Class R     1,810  
Custodian fees (Note 4)     21,147  
Reports to shareholders     5,203  
Registration and filing fees     1,682  
Professional fees     13,637  
Trustees’ fees and expenses     20,368  
Organization costs     176,217  
Offering costs     38,689  
Dividends and interest on securities sold short     38,152  
Other     4,508  
             Total expenses     584,120  
Expenses waived/paid by affiliates (Note 3f)     (269,998 )
Net expenses     314,122  
Net investment income (loss)     (57,237 )

 

Semiannual Report | The accompanying notes are an integral part of these financial statements. | 53


 

Franklin Alternative Strategies Funds

Financial Statements (continued)

Statement of Operations (continued)        
for the period ended November 30, 2013a (unaudited)  
 
      Franklin K2  
      Alternative  
      Strategies Fund  
Realized and unrealized gains (losses):        
Net realized gain (loss) from:        
Investments   $ 120,768  
Written options     (194 )
Foreign currency transactions     40,646  
Futures contracts     (17,681 )
Securities sold short     (326,095 )
Swap contracts     (37,721 )
Net realized gain (loss)     (220,277 )
Net change in unrealized appreciation (depreciation) on:        
Investments     2,410,065  
Translation of other assets and liabilities denominated in foreign currencies     13,062  
Futures contracts     (165,716 )
Swap contracts     109,629  
                     Net change in unrealized appreciation (depreciation)     2,367,040  
Net realized and unrealized gain (loss)     2,146,763  
Net increase (decrease) in net assets resulting from operations   $ 2,089,526  
 
 
 
aFor the period October 11, 2013 (commencement of operations) to November 30, 2013.        

 

54 | The accompanying notes are an integral part of these financial statements. | Semiannual Report


 

Franklin Alternative Strategies Funds

Financial Statements (continued)

Statement of Changes in Net Assets      
 
 
    Franklin K2 Alternative  
    Strategies Fund  
    Period Ended  
    November 30, 2013a  
    (unaudited)  
Increase (decrease) in net assets:      
Operations:      
Net investment income (loss) $ (57,237 )
Net realized gain (loss) from investments, written options, foreign currency transactions, futures contracts,      
securities sold short, and swap contracts   (220,277 )
Net change in unrealized appreciation (depreciation) on investments, translation of other assets and      
liabilities denominated in foreign currencies, future contracts, and swap contracts   2,367,040  
Net increase (decrease) in net assets resulting from operations   2,089,526  
Capital share transactions: (Note 2)      
Class A   30,017,274  
Class C   10,025,000  
Class R   10,000,000  
Class R6   10,000,000  
Advisor Class   30,612,311  
Total capital share transactions   90,654,585  
Net increase (decrease) in net assets   92,744,111  
Net assets:      
End of period $ 92,744,111  
Accumulated net investment loss:      
End of period $ (57,237 )
 
 
 
aFor the period October 11, 2013 (commencement of operations) to November 30, 2013.      

 

Semiannual Report | The accompanying notes are an integral part of these financial statements. | 55


 

Franklin Alternative Strategies Funds

Notes to Financial Statements (unaudited)

Franklin K2 Alternative Strategies Fund

1. ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES

Franklin Alternative Strategies Funds (Trust) is registered under the Investment Company Act of 1940, as amended, (1940 Act) as an open-end investment company, consisting of three separate funds. The Franklin K2 Alternative Strategies Fund (Fund) is included in this report. The financial statements of the remaining funds in the Trust are presented separately. The Fund commenced operations on October 11, 2013, with five classes of shares: Class A, C, R, R6 and Advisor Class. Effective November 18, 2013, the Fund began publicly offering its shares. Each class of shares differs by its initial sales load, contingent deferred sales charges, voting rights on matters affecting a single class, its exchange privilege and fees primarily due to differing arrangements for distribution and transfer agent fees.

The following summarizes the Fund’s significant accounting policies.

a. Financial Instrument Valuation

The Fund’s investments in financial instruments are carried at fair value daily. Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants on the measurement date. Under procedures approved by the Trust’s Board of Trustees (the Board), the Fund’s administrator and other affiliates have formed the Valuation and Liquidity Oversight Committee (VLOC). The VLOC provides administration and oversight of the Fund’s valuation policies and procedures, which are approved annually by the Board. Among other things, these procedures allow the Fund to utilize independent pricing services, quotations from securities and financial instrument dealers, and other market sources to determine fair value.

Equity securities, exchange traded funds and derivative financial instruments (derivatives) listed on an exchange or on the NASDAQ National Market System are valued at the last quoted sale price or the official closing price of the day, respectively. Foreign equity securities are valued as of the close of trading on the foreign stock exchange on which the security is primarily traded, or the New York Stock Exchange (NYSE), whichever is earlier. The value is then converted into its U.S. dollar equivalent at the foreign exchange rate in effect at the close of the NYSE on the day that the value of the security is determined. Over-the-counter (OTC) securities are valued within the range of the most recent quoted bid and ask prices. Securities that trade in multiple markets or on multiple exchanges are valued according to the broadest and most representative market. Certain equity securities are valued based upon fundamental characteristics or relationships to similar securities.

56 | Semiannual Report


 

Franklin Alternative Strategies Funds

Notes to Financial Statements (unaudited) (continued)

Franklin K2 Alternative Strategies Fund

1.      ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES (continued)
a.      Financial Instrument Valuation (continued)

Debt securities generally trade in the OTC market rather than on a securities exchange. The Fund’s pricing services use multiple valuation techniques to determine fair value. In instances where sufficient market activity exists, the pricing services may utilize a market-based approach through which quotes from market makers are used to determine fair value. In instances where sufficient market activity may not exist or is limited, the pricing services also utilize proprietary valuation models which may consider market characteristics such as benchmark yield curves, credit spreads, estimated default rates, anticipated market interest rate volatility, coupon rates, anticipated timing of principal repayments, underlying collateral, and other unique security features in order to estimate the relevant cash flows, which are then discounted to calculate the fair value. Securities denominated in a foreign currency are converted into their U.S. dollar equivalent at the foreign exchange rate in effect at the close of the NYSE on the date that the values of the foreign debt securities are determined. Repurchase agreements are valued at cost, which approximates market value.

Certain derivatives trade in the OTC market. The Fund’s pricing services use various techniques including industry standard option pricing models and proprietary discounted cash flow models to determine the fair value of those instruments. The Fund’s net benefit or obligation under the derivative contract, as measured by the fair market value of the contract, is included in net assets.

The Fund has procedures to determine the fair value of financial instruments for which market prices are not reliable or readily available. Under these procedures, the VLOC convenes on a regular basis to review such financial instruments and considers a number of factors, including significant unobservable valuation inputs, when arriving at fair value. The VLOC primarily employs a market-based approach which may use related or comparable assets or liabilities, recent transactions, market multiples, book values, and other relevant information for the investment to determine the fair value of the investment. An income-based valuation approach may also be used in which the anticipated future cash flows of the investment are discounted to calculate fair value. Discounts may also be applied due to the nature or duration of any restrictions on the disposition of the investments. Due to the inherent uncertainty of valuations of such investments, the fair values may differ significantly from the values that would have been used had an active market existed. The VLOC employs various methods for calibrating these valuation approaches including a regular review of key inputs and assumptions, transactional back-testing or disposition analysis, and reviews of any related market activity.

Trading in securities on foreign securities stock exchanges and OTC markets may be completed before the daily close of business on the NYSE. Occasionally, events occur between the time at which trading in a foreign security is completed and the close of the NYSE that might call into question the reliability of the value of a portfolio security held by the Fund. As a result,

Semiannual Report | 57


 

Franklin Alternative Strategies Funds

Notes to Financial Statements (unaudited) (continued)

Franklin K2 Alternative Strategies Fund

1.      ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES (continued)
a.      Financial Instrument Valuation (continued)

differences may arise between the value of the Fund’s portfolio securities as determined at the foreign market close and the latest indications of value at the close of the NYSE. In order to minimize the potential for these differences, the VLOC monitors price movements following the close of trading in foreign stock markets through a series of country specific market proxies (such as baskets of American Depositary Receipts, futures contracts and exchange traded funds). These price movements are measured against established trigger thresholds for each specific market proxy to assist in determining if an event has occurred that may call into question the reliability of the values of the foreign securities held by the Fund. If such an event occurs, the securities may be valued using fair value procedures, which may include the use of independent pricing services.

In addition, certain foreign markets may be open on days that the NYSE is closed, which could result in differences between the value of the Fund’s portfolio securities on the last business day and the last calendar day of the reporting period. Any significant security valuation changes due to an open foreign market are adjusted and reflected by the Fund for financial reporting purposes.

b. Foreign Currency Translation

Portfolio securities and other assets and liabilities denominated in foreign currencies are translated into U.S. dollars based on the exchange rate of such currencies against U.S. dollars on the date of valuation. The Fund may enter into foreign currency exchange contracts to facilitate transactions denominated in a foreign currency. Purchases and sales of securities, income and expense items denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date. Portfolio securities and assets and liabilities denominated in foreign currencies contain risks that those currencies will decline in value relative to the U.S. dollar. Occasionally, events may impact the availability or reliability of foreign exchange rates used to convert the U.S. dollar equivalent value. If such an event occurs, the foreign exchange rate will be valued at fair value using procedures established and approved by the Board.

The Fund does not separately report the effect of changes in foreign exchange rates from changes in market prices on securities held. Such changes are included in net realized and unrealized gain or loss from investments on the Statement of Operations.

Realized foreign exchange gains or losses arise from sales of foreign currencies, currency gains or losses realized between the trade and settlement dates on securities transactions and the difference between the recorded amounts of dividends, interest, and foreign withholding taxes and the U.S. dollar equivalent of the amounts actually received or paid. Net unrealized foreign exchange gains and losses arise from changes in foreign exchange rates on foreign denominated assets and liabilities other than investments in securities held at the end of the reporting period.

58 | Semiannual Report


 

Franklin Alternative Strategies Funds

Notes to Financial Statements (unaudited) (continued)

Franklin K2 Alternative Strategies Fund

1.      ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES (continued)
c.      Joint Repurchase Agreement

The Fund entered into a joint repurchase agreement whereby a portion of its uninvested cash balance is deposited into a joint cash account with other funds managed by the investment manager or an affiliate of the investment manager and is used to invest in one or more repurchase agreements. The value and face amount of the joint repurchase agreement are allocated to the funds based on their pro-rata interest. A repurchase agreement is accounted for as a loan by the Fund to the seller, collateralized by securities which are delivered to the Fund’s custodian. The market value, including accrued interest, of the initial collateralization is required to be at least 102% of the dollar amount invested by the funds, with the value of the underlying securities marked to market daily to maintain coverage of at least 100%. Repurchase agreements are subject to the terms of Master Repurchase Agreements (MRAs) with approved counterparties (sellers). The MRAs contain various provisions, including but not limited to events of default and maintenance of collateral for repurchase agreements. In the event of default by either the seller or the Fund, certain MRAs may permit the non-defaulting party to net and close-out all transactions, if any, traded under such agreements. The Fund may sell securities it holds as collateral and apply the proceeds towards the repurchase price and any other amounts owed by the seller to the Fund in the event of default by the seller. This could involve costs or delays in addition to a loss on the securities if their value falls below the repurchase price owed by the seller. The joint repurchase agreement held by the Fund at period end, as indicated in the Statement of Investments, had been entered into on November 29, 2013.

d. Derivative Financial Instruments

The Fund invested in derivatives in order to manage risk or gain exposure to various other investments or markets. Derivatives are financial contracts based on an underlying or notional amount, require no initial investment or an initial net investment that is smaller than would normally be required to have a similar response to changes in market factors, and require or permit net settlement. Derivatives contain various risks including the potential inability of the counterparty to fulfill their obligations under the terms of the contract, the potential for an illiquid secondary market, and/or the potential for market movements which expose the Fund to gains or losses in excess of the amounts shown on the Statement of Assets and Liabilities. Realized gain and loss and unrealized appreciation and depreciation on these contracts for the period are included in the Statement of Operations.

Derivative counterparty credit risk is managed through a formal evaluation of the creditworthiness of all potential counterparties. The Fund attempts to reduce its exposure to counterparty credit risk on OTC derivatives, whenever possible, by entering into International Swaps and Derivatives Association (ISDA) master agreements with certain counterparties. These agreements contain

Semiannual Report | 59


 

Franklin Alternative Strategies Funds

Notes to Financial Statements (unaudited) (continued)

Franklin K2 Alternative Strategies Fund

1.      ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES (continued)
d.      Derivative Financial Instruments (continued)

various provisions, including but not limited to collateral requirements, events of default, or early termination. Termination events applicable to the counterparty include certain deteriorations in the credit quality of the counterparty. Termination events applicable to the Fund includes failure of the Fund to maintain certain net asset levels and/or limit the decline in net assets over various periods of time. In the event of default or early termination, the ISDA master agreement gives the non-defaulting party the right to net and close-out all transactions traded, whether or not arising under the ISDA agreement, to one net amount payable by one counterparty to the other. However, absent an event of default or early termination, OTC derivative assets and liabilities are presented gross and not offset in the Statement of Assets and Liabilities. Early termination by the counterparty may result in an immediate payment by the Fund of any net liability owed to that counterparty under the ISDA agreement.

Collateral requirements differ by type of derivative. Collateral or initial margin requirements are set by the broker or exchange clearing house for exchange traded and centrally cleared derivatives. Initial margin deposited is held at the exchange and can be in the form of cash and/or securities. For OTC derivatives traded under an ISDA master agreement, posting of collateral is required by either the Fund or the applicable counterparty if the total net exposure of all OTC derivatives with the applicable counterparty exceeds the minimum transfer amount, which typically ranges from $100,000 to $250,000, and can vary depending on the counterparty and the type of the agreement. Generally, collateral is determined at the close of fund business each day and any additional collateral required due to changes in derivative values may be delivered by the Fund or the counter-party within a few business days. Collateral pledged and/or received by the Fund for OTC derivatives, if any, is held in segregated accounts with the Fund’s custodian/counterparty broker and can be in the form of cash and/or securities. Unrestricted cash may be invested according to the Fund’s investment objectives.

The Fund entered into exchange traded futures contracts primarily to manage and/or gain exposure to interest rate and equity price risk. A futures contract is an agreement between the Fund and a counterparty to buy or sell an asset for a specified price on a future date. Required initial margin deposits of cash or securities are pledged by the Fund, and the daily change in fair value is accounted for as variation margin payable or receivable on the Statement of Assets and Liabilities.

The Fund entered into OTC forward exchange contracts primarily to manage and/or gain exposure to certain foreign currencies. A forward exchange contract is an agreement between the Fund and a counterparty to buy or sell a foreign currency at a specific exchange rate on a future date.

60 | Semiannual Report


 

Franklin Alternative Strategies Funds

Notes to Financial Statements (unaudited) (continued)

Franklin K2 Alternative Strategies Fund

1.      ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES (continued)
d.      Derivative Financial Instruments (continued)

The Fund entered into credit default swap contracts primarily to manage and/or gain exposure to credit risk. A credit default swap is an agreement between the Fund and a counterparty whereby the buyer of the contract receives credit protection and the seller of the contract guarantees the credit worthiness of a referenced debt obligation. These agreements may be privately negotiated in the OTC market (“OTC credit default swaps”) or may be executed in a multilateral trade facility platform, such as a registered exchange (“centrally cleared credit default swaps”). The underlying referenced debt obligation may be a single issuer of corporate or sovereign debt, a credit index, or a tranche of a credit index. In the event of a default of the underlying referenced debt obligation, the buyer is entitled to receive the notional amount of the credit default swap contract from the seller in exchange for the referenced debt obligation, a net settlement amount equal to the notional amount of the credit default swap less the recovery value of the referenced debt obligation, or other agreed upon amount. For centrally cleared credit default swaps, required initial margins are pledged by the Fund, and the daily change in fair value is accounted for as a variation margin payable or receivable on the Statement of Assets and Liabilities. Over the term of the contract, the buyer pays the seller a periodic stream of payments, provided that no event of default has occurred. Such periodic payments are accrued daily as an unrealized appreciation or depreciation until the payments are made, at which time they are realized. Payments received or paid to initiate a credit default swap contract are reflected on the Statement of Assets and Liabilities and represent compensating factors between stated terms of the credit default swap agreement and prevailing market conditions (credit spreads and other relevant factors). These upfront payments are amortized over the term of the contract as a realized gain or loss on the Statement of Operations.

The Fund entered into OTC total return swap contracts primarily to manage and/or gain exposure to equity price risk of an underlying asset. A total return swap is an agreement between the Fund and a counterparty to exchange a market linked return for a floating rate payment, both based upon a notional amount. Over the term of the contract, contractually required payments to be paid or received are accrued daily and recorded as unrealized depreciation or appreciation until the payments are made, at which time they are realized. Payments received or paid to recognize changes in the value of the underlying asset are recorded as realized gain or loss.

The Fund purchased and wrote exchange traded option contracts primarily to manage and/or gain exposure to equity price and interest rate risk. An option is a contract entitling the holder to purchase or sell a specific amount of shares or units of an asset or notional amount of a swap (swaption), at a specified price. Options purchased are recorded as an asset while options written are recorded as a liability. Upon exercise of an option, the acquisition cost or sales proceeds of the underlying investment is adjusted by any premium received or paid. Upon expiration of an

Semiannual Report | 61


 

Franklin Alternative Strategies Funds

Notes to Financial Statements (unaudited) (continued)

Franklin K2 Alternative Strategies Fund

1.      ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES (continued)
d.      Derivative Financial Instruments (continued)

option, any premium received or paid is recorded as a realized gain or loss. Upon closing an option other than through expiration or exercise, the difference between the premium and the cost to close the position is recorded as a realized gain or loss.

See Notes 6 and 9 regarding investment transactions and other derivative information, respectively.

e. Restricted Cash

At November 30, 2013, the Fund received restricted cash in connection with investments in certain derivative securities. Restricted cash is held in a segregated account with the Fund’s custodian/counterparty broker and is reflected in the Statement of Assets and Liabilities.

f. Securities Sold Short

The Fund is engaged in selling securities short, which obligates the Fund to replace a borrowed security with the same security at current market value. The Fund incurs a loss if the price of the security increases between the date of the short sale and the date on which the Fund replaces the borrowed security. The Fund realizes a gain if the price of the security declines between those dates. Gains are limited to the price at which the Fund sold the security short, while losses are potentially unlimited in size.

The Fund is required to establish a margin account with the broker lending the security sold short. While the short sale is outstanding, the broker retains the proceeds of the short sale to the extent necessary to meet margin requirements until the short position is closed out. A deposit must also be maintained with the Fund’s custodian/counterparty broker consisting of cash and/or securities having a value equal to a specified percentage of the value of the securities sold short. The Fund is obligated to pay fees for borrowing the securities sold short and is required to pay the counterparty any dividends or interest due on securities sold short. Such dividends or interest and any security borrowing fees are recorded as an expense to the Fund.

g. Senior Floating Rate Interests

The Fund invests in senior secured corporate loans that pay interest at rates which are periodically reset by reference to a base lending rate plus a spread. These base lending rates are generally the prime rate offered by a designated U.S. bank or the London InterBank Offered Rate (LIBOR). Senior secured corporate loans often require prepayment of principal from excess cash flows or at the discretion of the borrower. As a result, actual maturity may be substantially less than the stated maturity.

Senior secured corporate loans in which the Fund invests are generally readily marketable, but may be subject to certain restrictions on resale.

62 | Semiannual Report


 

Franklin Alternative Strategies Funds

Notes to Financial Statements (unaudited) (continued)

Franklin K2 Alternative Strategies Fund

1.      ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES (continued)
h.      Income and Deferred Taxes

It is the Fund’s policy to qualify as a regulated investment company under the Internal Revenue Code. The Fund intends to distribute to shareholders substantially all of its taxable income and net realized gains to relieve it from federal income and if applicable, excise taxes. As a result, no provision for U.S. federal income taxes is required.

The Fund may be subject to foreign taxation related to income received, capital gains on the sale of securities and certain foreign currency transactions in the foreign jurisdictions in which it invests. Foreign taxes, if any, are recorded based on the tax regulations and rates that exist in the foreign markets in which the Fund invests. When a capital gain tax is determined to apply the Fund records an estimated deferred tax liability in an amount that would be payable if the securities were disposed of on the valuation date.

The Fund recognizes the tax benefits of uncertain tax positions only when the position is “more likely than not” to be sustained upon examination by the tax authorities based on the technical merits of the tax position. As of November 30, 2013, the Fund has determined that no liability for unrecognized tax benefits is required in the Fund’s financial statements related to uncertain tax positions taken on a tax return (or expected to be taken on future tax returns).

i. Security Transactions, Investment Income, Expenses and Distributions

Security transactions are accounted for on trade date. Realized gains and losses on security transactions are determined on a specific identification basis. Interest income and estimated expenses are accrued daily. Amortization of premium and accretion of discount on debt securities are included in interest income. Dividend income and dividends declared on securities sold short are recorded on the ex-dividend date except that certain dividends from foreign securities are recognized as soon as the Fund is notified of the ex-dividend date. Distributions to shareholders are recorded on the ex-dividend date and are determined according to income tax regulations (tax basis). Distributable earnings determined on a tax basis may differ from earnings recorded in accordance with accounting principles generally accepted in the United States of America. These differences may be permanent or temporary. Permanent differences are reclassified among capital accounts to reflect their tax character. These reclassifications have no impact on net assets or the results of operations. Temporary differences are not reclassified, as they may reverse in subsequent periods.

Common expenses incurred by the Trust are allocated among the funds based on the ratio of net assets of each fund to the combined net assets of the Trust. Fund specific expenses are charged directly to the fund that incurred the expense.

Semiannual Report | 63


 

Franklin Alternative Strategies Funds

Notes to Financial Statements (unaudited) (continued)

Franklin K2 Alternative Strategies Fund

1.      ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES (continued)
i.      Security Transactions, Investment Income, Expenses and Distributions (continued)

Realized and unrealized gains and losses and net investment income, not including class specific expenses, are allocated daily to each class of shares based upon the relative proportion of net assets of each class. Differences in per share distributions, by class, are generally due to differences in class specific expenses.

j. Organization and Offering Costs

Organization costs were expensed as incurred. Offering costs are amortized on a straight line basis over twelve months.

k. Accounting Estimates

The preparation of financial statements in accordance with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the amounts of income and expenses during the reporting period. Actual results could differ from those estimates.

l. Guarantees and Indemnifications

Under the Trust’s organizational documents, its officers and trustees are indemnified by the Trust against certain liabilities arising out of the performance of their duties to the Trust. Additionally, in the normal course of business, the Trust, on behalf of the Fund, enters into contracts with service providers that contain general indemnification clauses. The Trust’s maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Trust that have not yet occurred. Currently, the Trust expects the risk of loss to be remote.

2. SHARES OF BENEFICIAL INTEREST

At November 30, 2013, there were an unlimited number of shares authorized (without par value).

Transactions in the Fund’s shares were as follows:

  Period Ended
  November 30, 2013a
  Shares   Amount
Class A Shares:      
Shares sold 3,001,700 $ 30,017,274
Class C Shares:      
Shares sold 1,002,451 $ 10,025,000

 

64 | Semiannual Report


 

Franklin Alternative Strategies Funds

Notes to Financial Statements (unaudited) (continued)

Franklin K2 Alternative Strategies Fund          
 
2. SHARES OF BENEFICIAL INTEREST (continued)          
  Period Ended  
  November 30, 2013a  
  Shares     Amount  
Class R Shares:          
Shares sold 1,000,000   $ 10,000,000  
Class R6 Shares:          
Shares sold 1,000,000   $ 10,000,000  
Advisor Class Shares:          
Shares sold 3,062,014   $ 30,626,730  
Shares redeemed (1,411 )   (14,419 )
Net increase (decrease) 3,060,603   $ 30,612,311  
 
aFor the period October 11, 2013 (commencement of operations) to November 30, 2013.          

 

3. TRANSACTIONS WITH AFFILIATES

Franklin Resources, Inc. is the holding company for various subsidiaries that together are referred to as Franklin Templeton Investments. Certain officers and trustees of the Trust are also officers, and/or directors of the following subsidiaries:

Subsidiary   Affiliation
K2/D&S Management Co., L.L.C. (K2 Advisors) Investment manager
Franklin Templeton Services, LLC (FT Services)   Administrative manager
Franklin Templeton Distributors, Inc. (Distributors)   Principal underwriter
Franklin Templeton Investor Services, LLC, Inc. (Investor Services)   Transfer agent

 

a. Management Fees

The Fund pays an investment management fee to K2 Advisors of 2.05% per year of the average daily net assets of the Fund.

Under each subadvisory agreement, the below entities, provide subadvisory services to the Fund. The subadvisory fee is paid by K2 Advisors based on the average daily net assets, and is not an additional expense of the Fund.

Sub-Advisor
Basso Capital Management, L.P.
Chatham Asset Management LLC
Chilton Investment Company, LLC
Impala Asset Management LLC
Jennison Associates LLC
Lazard Asset Management LLC
Loomis Sayles & Company, L.P.
P. Schoenfeld Asset Management LP
York Registered Holdings, L.P.

 

Semiannual Report | 65


 

Franklin Alternative Strategies Funds

Notes to Financial Statements (unaudited) (continued)

Franklin K2 Alternative Strategies Fund

3.      TRANSACTIONS WITH AFFILIATES (continued)
b.      Administrative Fees

Under an agreement with K2 Advisors, FT Services provides administrative services to the Fund. The fee is paid by K2 Advisors based on the Fund’s average daily net assets, and is not an additional expense of the Fund.

Under a sub-administrative agreement between FT Services and BNY Mellon Investment Servicing (US) Inc. (BNY Mellon), BNY Mellon provides sub-administrative services to the Fund. The sub-administrative fee is paid by FT Services based on the average daily net assets, and is not an additional expense of the Fund.

c. Distribution Fees

The Board has adopted distribution plans for each share class, with the exception of Class R6 and Advisor Class shares, pursuant to Rule 12b-1 under the 1940 Act. Distribution fees are not charged on shares held by affiliates. Under the Fund’s Class A reimbursement distribution plan, the Fund reimburses Distributors for costs incurred in connection with the servicing, sale and distribution of the Fund’s shares up to the maximum annual plan rate. Under the Class A reimbursement distribution plan, costs exceeding the maximum for the current plan year cannot be reimbursed in subsequent periods. In addition, under the Fund’s Class C and R compensation distribution plans, the Fund pays Distributors for costs incurred in connection with the servicing, sale and distribution of the Fund’s shares up to the maximum annual plan rate for each class. The plan year, for purposes of monitoring compliance with the maximum annual plan rates, is February 1 through January 31.

The maximum annual plan rates, based on the average daily net assets, for each class, are as follows:

Class A 0.30 %
Class C 1.00 %
Class R 0.50 %

 

d. Sales Charges/Underwriting Agreements

Front-end sales charges and contingent deferred sales charges (CDSC) do not represent expenses of the Fund. These charges are deducted from the proceeds of sales of Fund shares prior to investment or from redemption proceeds prior to remittance, as applicable. Distributors have advised the Fund of the following commission transactions related to the sales and redemptions of the Fund’s shares for the period:

Sales charges retained net of commissions paid to    
unaffiliated broker/dealers $ 39
CDSC retained $

 

66 | Semiannual Report


 

Franklin Alternative Strategies Funds

Notes to Financial Statements (unaudited) (continued)

Franklin K2 Alternative Strategies Fund

3.      TRANSACTIONS WITH AFFILIATES (continued)
e.      Transfer Agent Fees

Each class of shares, except for Class R6, pays transfer agent fees to Investor Services for its performance of shareholder servicing obligations and reimburses Investor Services for out of pocket expenses incurred, including shareholding servicing fees paid to third parties. These fees are allocated daily based upon their relative proportion of such classes’ aggregate net assets. Class R6 pays Investor Services transfer agent fees specific to that class.

For the period ended November 30, 2013, the Fund paid transfer agent fees of $911.

f. Waiver and Expense Reimbursements

K2 Advisors has contractually agreed in advance to waive or limit its fees and to assume as its own expense certain expenses otherwise payable by the Fund so that the expenses (excluding distribution fees, acquired fund fees and expenses, and expenses on securities sold short) for Class A, Class C, Class R and Advisor Class of the Fund does not exceed 2.15%, and Class R6 does not exceed 2.14% based on the average net assets of each class (other than certain non-routine expenses or costs, including those relating to litigation, indemnification, reorganizations, and liquidations) until at least October 4, 2014.

g. Other Affiliated Transactions

At November 30, 2013, Franklin Resources, Inc., owned 99.29% of the Fund’s outstanding shares.

4. EXPENSE OFFSET ARRANGEMENT

The Fund has entered into an arrangement with its custodian whereby credits realized as a result of uninvested cash balances are used to reduce a portion of the Funds’ custodian expenses. During the period ended November 30, 2013, there were no credits earned.

5. INCOME TAXES

At November 30, 2013, the cost of investments and net unrealized appreciation (depreciation) for income tax purposes were as follows:

Cost of investments $ 81,534,606  
 
Unrealized appreciation $ 3,303,577  
Unrealized (depreciation)   (660,439 )
Net unrealized appreciation (depreciation) $ 2,643,138  

 

Semiannual Report | 67


 

Franklin Alternative Strategies Funds

Notes to Financial Statements (unaudited) (continued)

Franklin K2 Alternative Strategies Fund

5. INCOME TAXES (continued)

Differences between income and/or capital gains as determined on a book basis and a tax basis are primarily due to differing treatments of wash sales, bond discount and premium, and offering costs.

6. INVESTMENT TRANSACTIONS

Purchases and sales of investments and securities sold short (excluding short term securities) for the period ended November 30, 2013, aggregated $104,790,104 and $46,097,147, respectively.

Transactions in options written during the period ended November 30, 2013, were as follows:

  Number of     Premiums  
  Contracts     Received  
Options written 695   $ 59,524  
Options expired      
Options exercised      
Options closed (40 )   (5,818 )
Options outstanding at November 30, 2013 655   $ 53,706  

 

See Notes 1(d) and 9 regarding derivative financial instruments and other derivative information, respectively.

7. CREDIT RISK AND DEFAULTED SECURITIES

The Fund may purchase the pre-default or defaulted debt of distressed companies. Distressed companies are financially troubled and are about to be or are already involved in financial restructuring or bankruptcy. Risks associated with purchasing these securities include the possibility that the bankruptcy or other restructuring process takes longer than expected, or that distributions in restructuring are less than anticipated, either or both of which may result in unfavorable consequences to the Fund. If it becomes probable that the income on debt securities, including those of distressed companies, will not be collected, the Fund discontinues accruing income and recognizes an adjustment for uncollectible interest.

At November 30, 2013, the aggregate net value of distressed company securities for which interest recognition has been discontinued was $1,025,762, representing 1.11% of the Fund’s net assets. For information as to specific securities, see the accompanying Statement of Investments.

8. UNFUNDED LOAN COMMITMENTS

The Fund enters into certain credit agreements, all or a portion of which may be unfunded. The Fund is obligated to fund these loan commitments at the borrowers’ discretion. Funded portions of credit agreements are presented on the Statement of Investments.

68 | Semiannual Report


 

Franklin Alternative Strategies Funds

Notes to Financial Statements (unaudited) (continued)

Franklin K2 Alternative Strategies Fund

8. UNFUNDED LOAN COMMITMENTS (continued)

At November 30, 2013, unfunded commitments were as follows:

    Unfunded
Borrower   Commitment
Akorn, Inc., Term Loan B, 3.50%, 10/31/20 $ 20,000
American Beacon Advisors, Inc., Initial Term Loan, 3.75%, 11/22/19   15,000
Serta Simmons Holdings, LLC, Term Loan, 3.25%, 10/01/19   20,000
Asurion, LLC, Incremental Tranche B-1 Term Loan, 3.25%, 05/24/19   20,000
Boyd Gaming Corporation, Term B Loan, 3.00%, 8/14/20   10,000
Brand Energy & Infrastructure Services, Inc., Initial Term Loan, 3.75%,    
11/26/20   20,000
Calpine Corporation, Delayed Draw Term Loan, 3.00%, 10/30/20   20,000
Crosby US Acquisition Corp., Initial Term Loan, 3.00%, 11/22/20   20,000
CSC Holdings, LLC, Term B Loan, 2.50%, 04/17/20   20,000
Del Monte, Inc., 0.85%, 1/26/21   10,000
Drew Marine Partners, L.P., Term Loan, 3.50%, 11/19/20   990
Energy Transfer Equity, L.P., Term Loan, 2.50%, 11/15/19   20,000
Filtration Group Corporation, first lien Term Loan, 3.50%, 11/20/20   20,000
Fleetpride, 11/27/19   6,971
FMG Resources, Ltd., Term Loan, 3.25%, 6/30/19   20,000
Garda World Security Corporation, Term B Delayed Draw Loan, 3.00%,    
11/06/20   4,074
Gardner Denver, Inc., Initial Dollar Term Loan, 3.25%, 7/30/20   20,000
Grosvenor Capital, 11/25/20   10,000
Huntsman International, LLC, Incremental TLB, 3.00%, 10/15/20   40,000
Husky Injection Molding Systems Ltd., New Term Loan, 3.25%, 7/02/18   6,000
Microsemi Corporation, Term Loan, 2.75%, 2/19/20   20,000
Murray Energy Corporation, Term Loan, 4.25%, 11/21/19   10,598
Nexeo Solutions, LLC, Initial Loans, 3.50%, 9/08/17   14,720
Nexeo Solutions, LLC, Term B-2 Loan, 3.50%, 9/09/17   5,400
NXP, 0.85%, 1/22/20   10,000
Phoenix Services, 6/30/17   16,986
Power Buyer, LLC, first lien Term Loan, 3.25%, 5/06/20   629
PRA Holdings, Inc., Initial Term Loan, 4.00%, 9/23/20   40,000
Quintiles, 6/08/18   16,362
Springer SBM, Initial Term B2 Loan, 4.00%, 8/14/20   20,000
TNT Crane, 0.85%, 11/26/20   16,011
Tribune Company, Term Loan B, 3.00%, 11/20/20   20,000
Univar, Inc., Term B Loan, 3.50%, 6/30/17   20,000
Virgin Media Investment Holdings Limited, B Facility, 2.75%, 6/08/20   40,000
  $ 573,741

 

Unfunded loan commitments and funded portions of credit agreements are marked to market daily and any unrealized appreciation or depreciation is included in the Statement of Assets and Liabilities and the Statement of Operations.

Semiannual Report | 69


 

Franklin Alternative Strategies Funds

Notes to Financial Statements (unaudited) (continued)

Franklin K2 Alternative Strategies Fund

9. OTHER DERIVATIVE INFORMATION

At November 30, 2013, the Fund’s investments in derivative contracts are reflected on the Statement of Assets and Liabilities as follows:

  Asset Derivatives Liability Derivatives
 
Derivative Contracts            
Not Accounted for as Statement of Assets and   Fair Value Statement of Assets and Fair Value
Hedging Instruments Liabilities Location   Amounta Liabilities Location Amounta
Credit contracts Unrealized appreciation on     Unrealized depreciation    
  swap contracts / Net assets     on swap contracts / Net    
  consist of – net unrealized     assets consist of – net    
  appreciation (depreciation) $ 2,221 unrealized appreciation    
        (depreciation) $ 742
Equity contracts Investments, at value /     Unrealized depreciation on    
  Unrealized appreciation on     swap contracts / Options    
  swap contracts / Net assets     written, at value / Net assets    
  consist of – net unrealized     consist of – net unrealized    
  appreciation (depreciation)   578,869 appreciation (depreciation)   428,195
Foreign exchange contracts Unrealized appreciation on     Unrealized depreciation on    
  forward exchange contracts   58,158 forward exchange contracts   44,521
Interest rate contracts Investments, at value / Net          
  assets consist of – net          
  unrealized appreciation          
  (depreciation)   26,774      

 

aIncludes cumulative appreciation (depreciation) of futures contracts / and centrally cleared swaps as reported in the Statement of Investments. Only current day’s variation margin is separately reported within the Statement of Assets and Liabilities.

For the period ended November 30, 2013, the effect of derivative contracts on the Fund’s Statement of Operations was as follows:

            Change in  
            Unrealized  
      Realized     Appreciation  
Derivative Contracts     Gain (Loss)     (Depreciation)  
Not Accounted for as Statement of   for the     for the  
Hedging Instruments Operations Locations   Period     Period  
Credit contracts Net change in unrealized appreciation (depreciation) on            
  swap contracts $   $ 1,479  
Equity contracts Net realized gain (loss) from investments, written options,            
                                                                     futures and swap contracts / Net change in unrealized
                                                                   appreciation (depreciation) on investments, futures and
  swap contracts   (74,059 )   (17,480 )
Foreign exchange contracts Net realized gain (loss) from foreign currency transactions /            
                                                                   Net change in unrealized appreciation (depreciation) on
                                                                   translation of other assets and liabilities denominated in
  foreign currencies   7,336     13,637  
Interest rate contracts Net realized gain (loss) from futures contracts / Net change            
                                                                    in unrealized appreciation (depreciation) on investments
    and futures contracts   2,079     (5,301 )

 

70 | Semiannual Report


 

Franklin Alternative Strategies Funds

Notes to Financial Statements (unaudited) (continued)

Franklin K2 Alternative Strategies Fund

9. OTHER DERIVATIVE INFORMATION (continued)

For the period ended November 30, 2013, the average month end market value of derivatives represented 0.96% of average month end net assets. The average month end number of open derivative contracts for the period was 162.

At November 30, 2013, the Fund’s OTC derivative assets and liabilities, are as follows:

    Gross and Net Amounts of Assets and Liabilities Presented
    in the Statement of Assets and Liabilities
    Assetsa   Liabilitiesa
Derivatives        
Forward Exchange Contracts $ 58,158 $ 44,521
Swap Contracts   327,648   217,798
      Total $ 385,806 $ 262,319

 

aAbsent an event of default or early termination, OTC derivative assets and liabilities are presented gross and not offset in the Statement of Assets and Liabilities.

At November 30, 2013, the Fund’s OTC derivative assets which may be offset against the Fund’s OTC derivative liabilities, and collateral received from the counterparty, is as follows:

        Amounts Not Offset in the      
        Statement of Assets and Liabilities      
    Gross and                      
    Net Amounts of                      
    Assets Presented   Financial     Financial            
    in the Statement   Instruments     Instruments     Cash     Net Amount
    of Assets and   Available for     Collateral   Collateral     (Not less
    Liabilities   Offset     Received   Received     than zero)
Counterparty                          
BNYM $ 16,674 $ (12,013 ) $   $   $ 4,661
CSFB   5,494   (2,672 )           2,822
DBFX   214,920   (145,721 )           69,199
MSCO   148,718   (100,464 )       (9,658 )   38,596
UBSW                
Total $ 385,806 $ (260,870 ) $ $ (9,658 ) $ 115,278

 

Semiannual Report | 71


 

Franklin Alternative Strategies Funds

Notes to Financial Statements (unaudited) (continued)

Franklin K2 Alternative Strategies Fund

9. OTHER DERIVATIVE INFORMATION (continued)

At November 30, 2013, the Fund’s OTC derivative liabilities which may be offset against the Fund's OTC derivative assets, and collateral pledged to the counterparty, is as follows:

        Amounts Not Offset in the        
                                           Statement of Assets and Liabilities    
    Gross and                  
    Net Amounts of                  
    Liabilities Presented   Financial     Financial        
    in the Statement   Instruments     Instruments   Cash   Net Amount
    of Assets and   Available for     Collateral   Collateral   (Not less
    Liabilities   Offset     Pledged   Pledged   than zero)
Counterparty                      
BNYM $ 12,013 $ (12,013 ) $ $ $
CSFB   2,672   (2,672 )      
DBFX   145,721   (145,721 )      
MSCO   100,464   (100,464 )      
UBSW   1,449           1,449
Total $ 262,319 $ (260,870 ) $ $ $ 1,449

 

See Notes 1(d) and 6 regarding derivative financial instruments and investment transactions, respectively.

10. FAIR VALUE MEASUREMENTS

The Fund follows a fair value hierarchy that distinguishes between market data obtained from independent sources (observable inputs) and the Fund’s own market assumptions (unobservable inputs). These inputs are used in determining the value of the Fund’s financial instruments and are summarized in the following fair value hierarchy:

  • Level 1 – quoted prices in active markets for identical financial instruments
  • Level 2 – other significant observable inputs (including quoted prices for similar financial instruments, interest rates, prepayment speed, credit risk, etc.)
  • Level 3 – significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of financial instruments)

The input levels are not necessarily an indication of the risk or liquidity associated with financial instruments at that level.

For movements between the levels within the fair value hierarchy, the Fund has adopted a policy of recognizing the transfers as of the date of the underlying event which caused the movement.

72 | Semiannual Report


 

Franklin Alternative Strategies Funds

Notes to Financial Statements (unaudited) (continued)

Franklin K2 Alternative Strategies Fund

10. FAIR VALUE MEASUREMENTS (continued)

A summary of inputs used as of November 30, 2013, in valuing the Fund’s assets and liabilities
carried at fair value, is as follows:

    Level 1   Level 2   Level 3   Total
Assets:                
    Investments in Securities:                
Common Stocks and Other Equity                
Interests a,b $ 45,881,955 $ $ $ 45,881,955
Preferred Stocks   1,501,253   1,002,264     2,503,517
Asset-Backed Securities and Commercial                
Mortgage-Backed Securities     1,416,199     1,416,199
Corporate Bonds, Notes, and Senior                
Floating Rate Interests     16,675,442     16,675,442
Foreign Government & Agency                
Securities     532,715     532,715
Convertible Bonds     13,148,433     13,148,433
Municipal Bonds in Reorganization     512,177     512,177
Purchased Options   280,161       280,161
Short Term Investments   49,985   2,585,375     2,635,360
Corporate Bonds and Notes in Reorganization     591,785     591,785
Total Investments in Securities $ 47,713,354 $ 36,464,390 $ $ 84,177,744
Futures Contracts $ 55 $ $ $ 55
Forward Exchange Contracts     58,158     58,158
Swap Contracts     327,648     327,648
Liabilities:                
Options Written   45,147       45,147
Securities Sold Short   17,452,086   3,098,563     20,550,649
Futures Contracts   165,771       165,771
Forward Exchange Contracts     44,521     44,521
Swap Contracts     218,019     218,019

 

aIncludes common stocks as well as other equity investments.
bFor detailed categories, see the accompanying Statement of Investments.

A reconciliation of assets in which Level 3 inputs are used in determining fair value is presented
when there are significant Level 3 investments at the end of the period.

Semiannual Report | 73


 

Franklin Alternative Strategies Funds

Notes to Financial Statements (unaudited) (continued)

Franklin K2 Alternative Strategies Fund

11. NEW ACCOUNTING PRONOUNCEMENTS

In June 2013, the Financial Accounting Standards Board issued Accounting Standards Update (ASU) No. 2013-08, Investment Companies (Topic 946): Amendments to the Scope, Measurement, and Disclosure Requirements. The ASU modifies the criteria used in defining an investment company under U.S. Generally Accepted Accounting Principles and also sets forth certain measurement and disclosure requirements. Under the ASU, an entity that is registered under the 1940 Act automatically qualifies as an investment company. The ASU is effective for interim and annual reporting periods beginning after December 15, 2013. The Fund is currently reviewing the requirements and believes the adoption of this ASU will not have a material impact on its financial statements.

12. SUBSEQUENT EVENTS

The Fund has evaluated subsequent events through the issuance of the financial statements and determined that no events have occurred that require disclosure other than those already disclosed in the financial statements.

ABBREVIATIONS        
 
Counterparty Currency Selected Portfolio
 
BNYM - The Bank of New York CLP - Chilean Peso ABS - Asset Backed Securities
  Mellon EUR - Euro ADR - American Depositary Receipt
CSFB - Credit Suisse First Boston GBP - British Pound FRN - Floating Rate Note
DBFX - Deutsche Bank AG HKD - Hong Kong Dollar IO - Interest Only
MSCO - Morgan Stanley and Co., JPY - Japanese Yen    
  Inc. MXN - Mexican Peso    
UBSW - UBS AG SGD - Singapore Dollar    

 

74 | Semiannual Report


 

Franklin Alternative Strategies Funds

Shareholder Information

Franklin K2 Alternative Strategies Fund

Board Review of Investment Management Agreement and Sub-Advisory Agreements

The Board of Trustees (Board), including the independent trustees, at a Board meeting held on September 13, 2013, unanimously approved the Investment Management Agreement between the Franklin Alternatives Strategies Funds (Trust), on behalf of the Franklin K2 Alternative Strategies Fund (Fund), and K2/D&S Management Co., L.L.C. (K2 Advisors), and each Sub-Advisory Agreement between K2 Advisors and each of Basso Capital Management, L.P. (Basso), Chatham Asset Management, LLC (Chatham), Chilton Investment Company, LLC (Chilton), Independence Capital Asset Partners, LLC (ICAP), Impala Asset Management LLC (Impala), Jennison Associates LLC (Jennison), Lazard Asset Management LLC (Lazard), Loomis Sayles & Company, L.P. (Loomis), P. Schoenfeld Asset Management LP (PSAM), Wellington Management Company, LLP (Wellington) and York Registered Holdings, L.P. (together with Basso, Chatham, Chilton, ICAP, Impala, Jennison, Lazard, Loomis, PSAM and Wellington, the Sub-Advisors). The Board also approved the Subcontract for Fund Administrative Services between K2 Advisors and Franklin Templeton Services, LLC (FT Services) with respect to the Fund and the Subcontract for Fund Administrative and Accounting Services between FT Services and The Bank of New York Mellon with respect to the Fund.

Prior to a meeting of all of the trustees for the purpose of considering such approvals, the trustees participated in two other meetings held in connection with the approval process (those trustees unable to attend in person were present by telephonic conference means). Throughout the process, the independent trustees received assistance and advice from and met separately with independent counsel. The independent trustees met with and interviewed officers of the investment manager (including portfolio managers), the transfer agent and shareholder services group and the distributor. In approving the investment management agreement and the sub-advisory agreements for the Fund, the Board, including the independent trustees, determined that the investment management agreement and the sub-advisory agreements, including the investment management and sub-advisory fee structure provided for in the agreements, were fair and reasonable.

In making the foregoing approvals, the Board considered various materials related to the investment management agreement and the sub-advisory agreements including: (1) a copy of the proposed form of investment management agreement and sub-advisory agreements; (2) information describing the nature, quality and extent of services that K2 Advisors and each Sub-Advisor would provide to the Fund, and the proposed investment management fees and sub-advisory fees payable to K2 Advisors and each Sub-Advisor; (3) reports from K2 Advisors on the diligence conducted on each Sub-Advisor and the reasons for recommending each Sub-Advisor as a sub-advisor for the Fund, including, but not limited to, each Sub-Advisor’s background, experience, personnel, operations, policies, procedures and compliance functions and plans for the integration of such operations, policies, procedures and compliance functions with those of K2 Advisors; and (4) a report from the Fund’s Chief Compliance Officer regarding K2 Advisors’

Semiannual Report | 75


 

Franklin Alternative Strategies Funds

Shareholder Information (continued)

Franklin K2 Alternative Strategies Fund

Board Review of Investment Management Agreement and Sub-Advisory Agreements

(continued)

and each Sub-Advisor’s compliance program and capabilities, including policies and procedures in place to address potential conflicts of interest, and the diligence undertaken by the Fund’s Chief Compliance Officer with respect thereto.

The Board’s consideration of whether to approve the investment management agreement and each sub-advisory agreement took into account several factors including, but not limited to, the following: (1) the nature and quality of the services to be provided by K2 Advisors and each Sub-Advisor to the Fund under the proposed investment management agreement and sub-advisory agreements, respectively; (2) K2 Advisors’ and each Sub-Advisor’s experience as a manager of other funds and accounts; (3) K2 Advisors’ and each Sub-Advisor’s strength and reputation within the industry; (4) the fairness of the compensation under the proposed investment management agreement and sub-advisory agreements; (5) the pricing structure (including fee waivers and the estimated expense ratio to be borne by shareholders) of the Fund; (6) the personnel, operations, financial condition, and investment management capabilities, methodologies and resources of K2 Advisors and each Sub-Advisor, including each management team’s expertise in the management of other alternative strategy funds; (7) profitability matters; (8) reports from K2 Advisors on the diligence conducted on each Sub-Advisor and the reasons for recommending each Sub-Advisor, as a sub-advisor for the Fund, including, but not limited to, each Sub-Advisor’s background, experience, personnel, operations, policies, procedures and compliance functions and plans for the integration of such operations, policies, procedures and compliance functions with those of K2 Advisors; and (9) a report from the Trust’s Chief Compliance Officer regarding K2 Advisors’ and each Sub-Advisor’s compliance program and capabilities, including policies and procedures in place to address potential conflicts of interest, and the diligence undertaken by the Trust’s Chief Compliance Officer with respect thereto. Particular attention was given to (1) the diligent risk management program of K2 Advisors, including those aspects of the program related to selecting and overseeing sub-advisors to the Fund, (2) each Sub-Advisor’s risk management program, and (3) derivatives and other complex instruments that are expected to be held by the Fund and how such instruments are expected to be used to carry out the Fund’s investment goals.

The Board was also provided with data from Lipper, Inc., an independent third party (Lipper), comparing the Fund’s proposed fees with the fees of other funds in the Fund’s Lipper selected peer group (Lipper Data) and data from management on other funds in the Franklin “Key Competitor” Peer Group for Class A or Institutional Class shares (Key Competitor Peer Group), which included newly established funds similarly structured to the Fund that had not been included in the Lipper selected peer group and that management believed are comparable to the Fund. The Board reviewed this information and its usefulness in the approval process with respect to matters such as comparative fees and expense ratios. The Board considered Lipper’s acknowledgement that the Lipper Data contains only a few funds for comparison and that it expects additional comparable funds in the upcoming year. In this regard, the Board noted that

76 | Semiannual Report


 

Franklin Alternative Strategies Funds

Shareholder Information (continued)

Franklin K2 Alternative Strategies Fund

Board Review of Investment Management Agreement and Sub-Advisory Agreements

(continued)

a number of the comparable funds in the Key Competitor Peer Group were not included in the Lipper Data because they had only recently commenced operations but were likely to have been included in the Lipper Data if they had been in operation for a longer period of time. The Board concluded that, taken together, the Lipper Data and the Key Competitor Peer Group were helpful in the performance of its duties.

The following sets forth some of the primary information and factors relevant to the Board’s decisions. This discussion of the information and factors considered by the Board (including the information and factors discussed above) is not intended to be exhaustive, but rather summarizes certain factors considered by the Board. In view of the wide variety of factors considered, the Board did not, unless otherwise noted, find it practicable to quantify or otherwise assign relative weights to the foregoing factors. In addition, individual trustees may have assigned different weights to various factors.

NATURE, EXTENT AND QUALITY OF SERVICES. The trustees reviewed the nature, extent and quality of the services to be provided by K2 Advisors and each Sub-Advisor. In this regard, they reviewed the Fund’s proposed investment goal and K2 Advisors’ and each Sub-Advisor’s proposed investment strategy and sub-strategy, and K2 Advisors’ and each Sub-Advisor’s ability to implement such investment strategy and/or sub-strategy, including, but not limited to, K2 Advisors’ and each Sub-Advisor’s trading practices and investment decision processes.

The Board noted the responsibilities that K2 Advisors would have as the Fund’s investment manager, including (1) due diligence of the Sub-Advisors, their respective trading strategies, risk management, operations and businesses, (2) oversight and monitoring of the day-to-day investment activities of the Sub-Advisors and the ongoing assessment of their performance, (3) portfolio construction with respect to the allocation of assets among Sub-Advisors, investment funds, cash and other investments, (4) risk management, (5) on-going oversight and monitoring of the Sub-Advisors’ compliance with the investment mandate, compliance policies and procedures and federal securities laws, (6) preparing quarterly reports to the Board, and (7) the implementation of Board directives as they relate to the Fund. The Trustees considered the successful performance of K2 Advisors in managing other investment products with similar investment strategies to the investment strategies of the Fund that are not subject to the Investment Company Act of 1940, as amended (1940 Act).

With respect to the sub-advisory services to be provided by each Sub-Advisor, the Board noted the responsibilities that each Sub-Advisor would have with respect to the portion of the Fund’s assets allocated to the Sub-Advisor by K2 Advisors (Sub-Advised Portion), including, among others, implementing the investment strategies with respect to the Sub-Advised Portion and ensuring compliance with the investment strategies, policies and limitations of the Sub-Advised

Semiannual Report | 77


 

Franklin Alternative Strategies Funds

Shareholder Information (continued)

Franklin K2 Alternative Strategies Fund

Board Review of Investment Management Agreement and Sub-Advisory Agreements

(continued)

Portion. The trustees considered the successful performance of each Sub-Advisor in managing other investment products with similar investment strategies to the investment strategies of its Sub-Advised Portion of the Fund, including, with respect to certain Sub-Advisors, mutual funds with similar investment strategies.

The trustees reviewed the Fund’s portfolio management team at K2 Advisors and each Sub-Advisor, including each such team’s performance, staffing, skills and compensation program. The trustees considered various other products, portfolios and entities that are advised by K2 Advisors and each Sub-Advisor and the allocation of assets and expenses among and within them, as well as their relative fees and reasons for differences with respect thereto and any potential conflicts. The Board also considered a report from the Trust’s Chief Compliance Officer regarding K2 Advisors’ and each Sub-Advisor’s compliance programs as such policies relate to the operations of the Fund. The Board considered the selection and due diligence process employed by K2 Advisors in proposing each Sub-Advisor as a sub-advisor to the Fund, including the due diligence undertaken with respect to the Sub-Advisor’s compliance capabilities, and efforts to integrate each Sub-Advisor’s operations, policies, procedures and compliance functions with those of K2 Advisors. The trustees considered K2 Advisors’ significant efforts in developing and implementing compliance procedures established in accordance with Securities and Exchange Commission and other requirements. They also considered the nature, extent and quality of the services to be provided under the other service agreements with affiliates of K2 Advisors.

Based on their review, the trustees were satisfied with the nature and quality of the overall services to be provided by K2 Advisors and its affiliates and each Sub-Advisor to the Fund and its shareholders and were confident in the abilities of K2 Advisors and each Sub-Advisor to implement their respective proposed investment strategy and/or sub-strategy and to provide quality services to the Fund and its shareholders.

INVESTMENT PERFORMANCE. The Board noted that, as the Fund had not yet commenced investment operations, there was no investment performance for the Fund. As noted earlier, the Board did consider the investment performance of K2 Advisors in managing other non-1940 Act investment products with similar investment goals to the investment goals of the Fund, as well as the investment performance of each Sub-Advisor in managing other investment products with similar investment strategies to the investment strategies of its Sub-Advised Portion of the Fund, including, with respect to certain Sub-Advisors, mutual funds with similar investment strategies. The Board also considered the proposed performance benchmarks for the Fund and how such benchmarks were selected by K2 Advisors and would be utilized to measure performance of K2 Advisors and each Sub-Advisor.

78 | Semiannual Report


 

Franklin Alternative Strategies Funds

Shareholder Information (continued)

Franklin K2 Alternative Strategies Fund

Board Review of Investment Management Agreement and Sub-Advisory Agreements

(continued)

COMPARATIVE EXPENSES AND PROFITABILITY. The Board considered the cost of the services to be provided and the profits to be realized by K2 Advisors (and its affiliates) and each Sub-Advisor from their respective relationships with the Fund. The Board noted that K2 Advisors, its affiliates and each Sub-Advisor could not report any financial results from their relationships with the Fund because the Fund had not yet commenced investment operations, and thus, the Board could not evaluate K2 Advisors’, its affiliates’ or each Sub-Advisor’s profitability with respect to the Fund. The Board considered that the Fund is expected to incur considerable expenses in its first year of operation, which will largely be absorbed by K2 Advisors through expense waivers, and is not anticipated to generate significant, if any, profit for K2 Advisors and/or its affiliates for some time.

In considering the appropriateness of the investment management fee charged to the Fund, the Board also reviewed and considered the investment management fees in light of the nature, extent and quality of the investment management services expected to be provided by K2 Advisors and each Sub-Advisor, as more fully discussed above. The Board noted that the sub-advisory fees would be paid by K2 Advisors to each Sub-Advisor and would not be additional fees to be borne by the Fund. The Board also noted that the sub-advisory fees to be paid by K2 Advisors to each Sub-Advisor were the product of arms-length negotiations between K2 Advisors and each Sub-Advisor and the Board considered the allocation of the investment management fee charged to the Fund between K2 Advisors and each Sub-Advisor in light of the nature, extent and quality of the investment management services expected to be provided by K2 Advisors and each Sub-Advisor. The trustees considered various other products, portfolios and entities that are advised by K2 Advisors and each Sub-Advisor and the allocation of assets and expenses among and within them, as well as their relative fees and reasons for differences with respect thereto and any potential conflicts. The Board considered the extent to which K2 Advisors and each Sub-Advisor may derive ancillary benefits from Fund operations.

Consideration was also given to the information provided by Lipper on other alternative strategies funds in the Lipper Data and the information provided by management on other alternative strategies funds in the Key Competitor Peer Group (collectively with the funds in the Lipper Data, the Comparable Funds). The Board noted that the expected investment management fee (including the proposed fee waiver and expense limitation arrangements) of the Fund was within the range of fees charged by the Comparable Funds (including their proposed fee waiver and expense limitation arrangements). The expected investment management fee of the Fund (excluding the proposed fee waiver and expense limitation arrangements) was slightly above the range of investment management fees charged by the Comparable Funds (excluding their proposed fee waiver and expense limitation arrangements). The Board also noted that the expected total expenses (both including and excluding the proposed fee waiver and expense limitation arrangements) of the Fund were within the range of total expenses of the Comparable Funds

Semiannual Report | 79


 

Franklin Alternative Strategies Funds

Shareholder Information (continued)

Franklin K2 Alternative Strategies Fund

Board Review of Investment Management Agreement and Sub-Advisory Agreements

(continued)

(both including and excluding their proposed fee waiver and expense limitation arrangements). Lastly, the Board noted that the expected investment management fee and total expenses of the Fund (including, in each case, the proposed fee waiver and expense limitation arrangements) were relatively higher than the investment management fees and total expenses of the funds in the Lipper Data (including, in each case, the proposed fee waiver and expense limitation arrangements). It was noted that while the expected investment management fee and total expenses of the Fund (including, in each case, the proposed fee waiver and expense limitation arrangements) were relatively higher than those in the Lipper Data, the Lipper Data presented a limited comparison because, as discussed above, of the limited number of funds available for the Lipper Data due to the nature of the Fund.

Based upon its consideration of all these factors, the Board determined that the investment management and sub-advisory fee structure was fair and reasonable.

ECONOMIES OF SCALE. The Board considered economies of scale that may be realized by K2 Advisors, its affiliates and each Sub-Advisor as the Fund grows larger and the extent to which they are shared with Fund shareholders, as for example, in the level of the investment management and sub-advisory fees charged, in the quality and efficiency of services rendered and in increased capital commitments benefiting the Fund directly or indirectly. Because the Fund had not yet commenced operations, the Board concluded that economies of scale were difficult to consider at this time.

Proxy Voting Policies and Procedures

The Fund’s investment manager has established Proxy Voting Policies and Procedures (Policies) that the Fund uses to determine how to vote proxies relating to portfolio securities. Shareholders may view the Fund’s complete Policies online at franklintempleton.com. Alternatively, shareholders may request copies of the Policies free of charge by calling the Proxy Group collect at (954) 527-7678 or by sending a written request to: Franklin Templeton Companies, LLC, 300 S.E. 2nd Street, Fort Lauderdale, FL 33301, Attention: Proxy Group. Copies of the Fund’s proxy voting records are also made available online at franklintempleton.com and posted on the U.S. Securities and Exchange Commission’s website at sec.gov and reflect the most recent 12-month period ended June 30.

Quarterly Statement of Investments

The Fund files a complete statement of investments with the U.S. Securities and Exchange Commission for the first and third quarters for each fiscal year on Form N-Q. Shareholders may view the filed Form N-Q by visiting the Commission’s website at sec.gov. The filed form may also be viewed and copied at the Commission’s Public Reference Room in Washington, DC. Information regarding the operations of the Public Reference Room may be obtained by calling (800) SEC-0330.

80 | Semiannual Report


 



Franklin Alternative Strategies Funds

Consolidated Financial Highlights

Franklin Pelagos Commodities Strategy Fund              
 
    Six Months Ended              
    November 30, 2013     Year Ended May 31,  
    (unaudited)     2013     2012 a
Per share operating performance                  
(for a share outstanding throughout the period)                  
Net asset value, beginning of period $ 9.43   $ 9.15   $ 10.00  
Income from investment operationsb:                  
Net investment income (loss)c   (0.03 )   (0.08 )   (0.05 )
Net realized and unrealized gains (losses)   (0.45 )   0.36     (0.80 )
Total from investment operations   (0.48 )   0.28     (0.85 )
Less distributions from net investment income       (—)d      
Net asset value, end of period $ 8.95   $ 9.43   $ 9.15  
 
Total returne   (5.09 )%   3.06 %   (8.50 )%
 
Ratios to average net assetsf                  
Expenses before waiver and payments by affiliates   1.11 %   1.14 %   5.08 %
Expenses net of waiver and payments by affiliates   1.10 %   1.10 %   1.10 %
Net investment income (loss)   (0.73 )%   (0.76 )%   (1.07 )%
 
Supplemental data                  
Net assets, end of period (000's) $ 99,796   $ 107,853   $ 14,374  
Portfolio turnover rate   —%g     21.47 %   —%g  

 

a For the period December 7, 2011 (commencement of operations) to May 31, 2012.
b The amount shown for a share outstanding throughout the period may not correlate with the Consolidated Statements of Operations for the period due
to the timing of sales and repurchases of the Fund shares in relation to income earned and/or fluctuating market value of the investments of the Fund.
c Based on average daily shares outstanding.
d Amount rounds to less than $0.01 per share.
e Total return is not annualized for periods less than one year.
f Ratios are annualized for periods less than one year.
g For the period there were no purchases or sales of investments (other than short term securities).

Semiannual Report | The accompanying notes are an integral part of these consolidated financial statements. |1


 

Franklin Alternative Strategies Funds

Consolidated Statement of Investments, November 30, 2013 (unaudited)

Franklin Pelagos Commodities Strategy Fund   Principal Amount   Value
U.S. Government and Agency Securities 37.0%        
FFCB, 0.68%, 9/26/16 $ 18,000,000 $ 18,000,018
FNMA, 1.07%, 9/27/17   19,000,000   18,956,869
Total U.S. Government and Agency Securities (Cost $36,996,034)       36,956,887
 
Short Term Investments 62.2%        
U.S. Government and Agency Securities 61.6%        
a,b FHLB, 12/02/13   1,000,000   1,000,000
a,b U.S. Treasury Bills,        
x,x 4/03/14   16,000,000   15,995,728
x,c 7/24/14   42,500,000   42,476,540
x,x 10/16/14   2,000,000   1,998,410
Total U.S. Government and Agency Securities (Cost $61,459,065)       61,470,678
    Shares    
Money Market Funds (Cost $580,262) 0.6%        
d,e Institutional Fiduciary Trust Money Market Portfolio   580,262   580,262
Total Investments (Cost $99,035,361) 99.2%       99,007,827
f Other Assets, less Liabilities 0.8%       788,310
Net Assets 100.0%     $ 99,796,137

 

At November 30, 2013, the Fund had the following futures contracts outstanding. See Note 1(c).

Futures Contracts b                    
 
    Number of   Notional Expiration   Unrealized   Unrealized  
Description Type Contracts   Value Date   Appreciation Depreciation  
Comm odity Contracts                    
Brent Crude Oil Long 009 $ 981,180 2/13/14 $ - $ (4,523 )
Natural Gas Long 230   9,094,200 12/27/13   452,535   -  
Wheat Long 074   2,474,375 3/14/14   34,679   -  
WTI Crude Oil Long 022   2,051,280 2/20/14   -   (45,939 )
WTI Crude Oil Long 057   5,317,530 4/22/14   -   (236,889 )
Total     $ 19,918,565     487,214   (287,351 )
Net unrealized appreciation (depreciation)           $ 199,863      

 

At November 30, 2013, the Fund had the following commodity-linked total return swap contracts outstanding. See Note 1(c).

Commodity-Linked Total Return Swap Contracts b                
 
            Notional Expiration Unrealized Unrealized
Counterparty   Fund Receives Fund Pays     Value Date Appreciation Depreciation
MSCS Return of the Dow Jones-UBS Commodity ex-Precious Metals Index 3 Month Forw ard 0.28 % $ 42,088,907 12/19/13 $ 88,907 $ -
MSCS Return of the Dow Jones-UBS Commodity ex-Natural Gas, WTI Crude Oil and Corn Index 0.18 %   36,835,048 12/12/13   35,048 -
Total         $ 78,923,955     123,955 -
Net unrealized appreciation (depreciation)           $ 123,955  

 

2 | Semiannual Report


 

Franklin Alternative Strategies Funds
Consolidated Statement of Investments, November 30, 2013 (unaudited) (continued)

a The security is traded on a discount basis with no stated coupon rate.
b A portion or all of the security is owned by FPC Holdings Corp., a wholly-owned subsidiary of the Fund. See Note 1(d).
c Security or a portion of the security has been pledged as collateral for open futures contracts. At November 30, 2013, the value of this security and/or cash pledged as collateral
was $1,664,026, representing 1.67% of net assets.
d Non-income producing.
e See Note 7 regarding investments in the Institutional Fiduciary Trust Money Market Portfolio.
f Includes unrealized appreciation/depreciation on open futures and swap contracts, as well as other assets and liabilities.

See Abbreviations on page 20.

Semiannual Report | The accompanying notes are an integral part of these consolidated financial statements. |3


 

Franklin Alternative Strategies Funds

Consolidated Financial Highlights

Franklin Pelagos Managed Futures Strategy Fund              
 
    Six Months Ended              
    November 30, 2013     Year Ended May 31,  
    (unaudited)     2013     2012 a
Per share operating performance                  
(for a share outstanding throughout the period)                  
Net asset value, beginning of period $ 8.20   $ 9.91   $ 10.00  
Income from investment operationsb:                  
Net investment income (loss)c   (0.03 )   (0.07 )   (0.05 )
Net realized and unrealized gains (losses)   (0.19 )   (1.63 )   (0.04 )
Total from investment operations   (0.22 )   (1.70 )   (0.09 )
Less distributions from net investment income       (0.01 )    
Net asset value, end of period $ 7.98   $ 8.20   $ 9.91  
 
Total returnd   (2.68 )%   (17.14 )%   (0.90 )%
 
Ratios to average net assetse                  
Expenses before waiver and payments by affiliates   1.79 %   1.94 %   5.18 %
Expenses net of waiver and payments by affiliates   1.10 %   1.10 %   1.10 %
Net investment income (loss)   (0.74 )%   (0.77 )%   (1.08 )%
 
Supplemental data                  
Net assets, end of period (000's) $ 11,694   $ 12,712   $ 15,239  
Portfolio turnover rate   —%f     108.46 %   —%f  

 

a For the period December 7, 2011 (commencement of operations) to May 31, 2012.
b The amount shown for a share outstanding throughout the period may not correlate with the Consolidated Statements of Operations for the period due
to the timing of sales and repurchases of the Fund shares in relation to income earned and/or fluctuating market value of the investments of the Fund.
c Based on average daily shares outstanding.
d Total return is not annualized for periods less than one year.
e Ratios are annualized for periods less than one year.
f For the period there were no purchases or sales of investments (other than short term securities).

Semiannual Report | The accompanying notes are an integral part of these consolidated financial statements. |4


 

Franklin Alternative Strategies Funds

Consolidated Statement of Investments, November 30, 2013 (unaudited)

Franklin Pelagos Managed Futures Strategy Fund   Principal Amount   Value  
U.S. Government and Agency Securities (Cost $4,994,348) 42.5%          
FFCB, 0.70%, 4/11/17 $ 5,000,000 $ 4,972,625  
 
 
Short Term Investments 56.7%          
U.S. Government and Agency Securities 51.3%          
a,b FHLB, 12/02/13   100,000   100,000  
a,b U.S. Treasury Bills,          
x,c 3/06/14   1,500,000   1,499,702  
x,x 4/03/14   4,400,000   4,398,825  
Total U.S. Government and Agency Securities (Cost $5,997,614)       5,998,527  
    Shares      
Money Market Funds (Cost $634,409) 5.4%          
d,e Institutional Fiduciary Trust Money Market Portfolio   634,409   634,409  
Total Investments (Cost $11,626,371) 99.2%       11,605,561  
Options Written (0.1)%       (13,080 )
f Other Assets, less Liabilities 0.9%       101,957  
Net Assets 100.0%     $ 11,694,438  
 
    Number of Contracts      
b,g Options Written (0.1)%          
x,x Puts - Exchange-Traded          
x,x Corn Future, December Strike Price $4.10, Expires 12/27/13   8 $ (1,400 )
x,x Natural Gas Future, December Strike Price $3.55, Expires 12/26/13   13   (2,080 )
x,x Silver Future, December Strike Price $19, Expires 12/26/13   5   (5,300 )
x,x Wheat Future, December Strike Price $6.35, Expires 12/27/13   15   (1,500 )
x,x WTI Crude Oil Future, December Strike Price $90, Expires 12/16/13   5   (2,800 )
Total Options Written (Premiums Received $18,774)     $ (13,080 )

 

At November 30, 2013, the Fund had the following futures contracts outstanding. See Note 1(c).

Futures Contracts b                    
 
    Number of   Notional Expiration Unrealized   Unrealized  
Description Type Contracts   Value Date Appreciation Depreciation  
Com modity Contracts                    
Soy bean Short 04 $ 267,300 1/14/14 $ - $ (12,464 )
 
Currency Contracts                    
AUD/USD Short 10   909,200 12/16/13   1,070   -  
EUR/USD Short 05   849,188 12/16/13   -   (19,015 )
USD/GBP Long 09   920,250 12/16/13   11,673   -  
JPY/USD Short 07   854,088 12/16/13   40,229   -  
        3,532,726     52,972   (19,015 )
Equity Contracts                    
Euro STOXX 50 Index Long 22   921,946 12/20/13   11,282   -  
MSCI Emerging Markets Mini Index Short 18   912,510 12/20/13   -   (9,324 )
Russell 2000 Mini Index Long 08   913,360 12/20/13   29,016   -  
S&P 500 E-Mini Index Long 10   902,050 12/20/13   8,645   -  
S&P MidCap 400 E-Mini Index Long 07   912,170 12/20/13   -   (2,603 )
SPI 200 Index Short 07   849,576 12/19/13   -   (657 )
        5,411,612     48,943   (12,584 )
               Total     $ 9,211,638     101,915   (44,063 )
Net unrealized appreciation (depreciation)           $ 57,852      

 

5 | Semiannual Report


 

Franklin Alternative Strategies Funds

Consolidated Statement of Investments, November 30, 2013 (unaudited) (continued)

aThe security is traded on a discount basis with no stated coupon rate.
bA portion or all of the security is owned by FPMF Holdings Corp., a wholly-owned subsidiary of the Fund. See Note 1(d).
cSecurity or a portion of the security has been pledged as collateral for open futures contracts. At November 30, 2013, the value of this security and/or cash pledged as collateral
was $559,883, representing 4.79% of net assets.
dNon-income producing.
eSee Note 7 regarding investments in the Institutional Fiduciary Trust Money Market Portfolio.
fIncludes unrealized appreciation/depreciation on open futures contracts as well as other assets and liabilities.
gSee Note 1(c) regarding written options.

See Abbreviations on page 20.

Semiannual Report | The accompanying notes are an integral part of these consolidated financial statements. |6


 

Franklin Alternative Strategies Funds

Consolidated Financial Statements

Consolidated Statements of Assets and Liabilities
November 30, 2013 (unaudited)

    Franklin Pelagos     Franklin Pelagos  
    Commodities     Managed Futures  
    Strategy Fund     Strategy Fund  
 
Assets:            
Investments in securities:            
Cost - Unaffiliated issuers $ 98,455,099   $ 10,991,962  
Cost - Sweep Money Fund (Note 7)   580,262     634,409  
Total cost of investments $ 99,035,361   $ 11,626,371  
Value - Unaffiliated issuers $ 98,427,565   $ 10,971,152  
Value - Sweep Money Fund (Note 7)   580,262     634,409  
Total value of investments   99,007,827     11,605,561  
Cash   859,730     115,465  
Receivables:            
Interest   57,338     12,418  
Affiliates       3,041  
Variation margin   174,999      
Unrealized appreciation on swap contracts   123,955      
Other assets   5     2  
Total assets   100,223,854     11,736,487  
 
Liabilities:            
Payables:            
Investment securities purchased   350,758      
Management fees   65,389      
Trustees' fees and expenses   119     108  
Professional fees   6,996     22,929  
Variation margin       1,271  
Options written, at value (premiums received $18,774)       13,080  
Accrued expenses and other liabilities   4,455     4,661  
Total liabilities   427,717     42,049  
Net assets, at value $ 99,796,137   $ 11,694,438  
 
Net assets consist of:            
Paid-in capital $ 106,886,145   $ 14,671,463  
Accumulated net investment loss   (749,130 )   (340,937 )
Net unrealized appreciation (depreciation)   296,284     50,390  
Accumulated net realized gain (loss)   (6,637,162 )   (2,686,478 )
Net assets, at value $ 99,796,137   $ 11,694,438  
Shares outstanding   11,152,736     1,465,986  
Net asset value and maximum offering price per share $ 8.95   $ 7.98  

 

Semiannual Report | The accompanying notes are an integral part of these consolidated financial statements. |7


 

Franklin Alternative Strategies Funds

Consolidated Financial Statements (continued)

Consolidated Statements of Operations
for the six months ended November 30, 2013 (unaudited)

    Franklin Pelagos     Franklin Pelagos  
    Commodities     Managed Futures  
    Strategy Fund     Strategy Fund  
 
 
Investment income:            
Interest $ 189,217   $ 21,436  
 
Expenses:            
Management fees (Note 3a)   382,242     44,111  
Administrative fees (Note 3b)   52,807     5,985  
Custodian fees (Note 4)   324     56  
Reports to shareholders   2,109     2,103  
Professional fees   56,832     43,981  
Trustees' fees and expenses   75,365     8,863  
Other   830     537  
Total expenses   570,509     105,636  
Expenses waived/paid by affiliates (Note 3d)   (6,057 )   (40,664 )
                    Net expenses   564,452     64,972  
Net investment income (loss)   (375,235 )   (43,536 )
 
Realized and unrealized gains (losses):            
Net realized gain (loss) from:            
Investments   2,343     (39,918 )
Written options   57,854     11,023  
Foreign currency transactions       193  
Futures contracts   (1,501,421 )   (423,025 )
Swap contracts   (5,194,861 )    
Net realized gain (loss)   (6,636,085 )   (451,727 )
Net change in unrealized appreciation (depreciation) on:            
Investments   34,953     49,299  
Translation of other assets and liabilities denominated in foreign currencies       5,081  
Futures contracts   259,242     111,754  
Swap contracts   1,267,956      
Net change in unrealized appreciation (depreciation)   1,562,151     166,134  
Net realized and unrealized gain (loss)   (5,073,934 )   (285,593 )
Net increase (decrease) in net assets resulting from operations $ (5,449,169 ) $ (329,129 )

 

Semiannual Report | The accompanying notes are an integral part of these consolidated financial statements. |8


 

Franklin Alternative Strategies Funds

Consolidated Financial Statements (continued)

Consolidated Statements of Changes in Net Assets

Increase (decrease) in net assets: Operations: Net investment income (loss)

Net realized gain (loss) from investments, written _options, foreign currency transactions, futures and swap contracts. Net change in unrealized appreciation (depreciation) on investments, translation of other assets and liabilities denominated in foreign currencies, futures and swap contracts. Net increase (decrease) in net assets resulting from operations

  Franklin Pelagos Commodities     Franklin Pelagos Managed Futures  
  Strategy Fund       Strategy Fund  
  Six Months Ended           Six Months Ended        
  November 30, 2013   Year Ended     November 30, 2013     Year Ended  
  (unaudited)   May 31, 2013     (unaudited)     May 31, 2013  
 
$ (375,235 ) $ (644,484 ) $ (43,536 ) $ (106,164 )
 
  (6,636,085 )   (9,213,046 )   (451,727 )   (1,592,565 )
 
  1,562,151     (1,093,090 )   166,134     (933,825 )
  (5,449,169 )   (10,950,620 )   (329,129 )   (2,632,554 )

 

Distributions to shareholders from:                        
Net investment income       (238 )       (17,799 )
 
Capital share transactions (Note 2)   (2,607,554 )   104,429,638     (687,945 )   122,849  
Net increase (decrease) in net assets   (8,056,723 )   93,478,780     (1,017,074 )   (2,527,504 )
Net assets:                        
Beginning of period   107,852,860     14,374,080     12,711,512     15,239,016  
End of period $ 99,796,137   $ 107,852,860   $ 11,694,438   $ 12,711,512  
Accumulated net investment loss                        
included in net assets:                        
End of period $ (749,130 ) $ (373,895 ) $ (340,937 ) $ (297,401 )

 

Semiannual Report | The accompanying notes are an integral part of these consolidated financial statements. |9


 

Franklin Alternative Strategies Funds

Notes to Consolidated Financial Statements (unaudited)

1. ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES

Franklin Alternative Strategies Funds (Trust) is registered under the Investment Company Act of 1940, as amended, (1940 Act) as an open-end investment company, consisting of three separate funds. The Franklin Pelagos Commodities Strategy Fund and the Franklin Pelagos Managed Futures Strategy Fund (Funds) are included in this report. The shares of the Funds are issued in private placements and are exempt from registration under the Securities Act of 1933 (1933 Act).

Effective January 10, 2014, the Franklin Pelagos Commodities Strategy Fund began offering four new classes of shares: Class A, C, R and R6. The privately offered shares of the Fund were redesignated Advisor Class shares upon the public offering of the Fund. Prior to the effective date, the Fund’s shares were not registered under the 1933 Act.

The following summarizes the Funds' significant accounting policies.

a. Financial Instrument Valuation

The Funds' investments in financial instruments are carried at fair value daily. Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants on the measurement date. Under procedures approved by the Trust's Board of Trustees (the Board), the Funds' administrator, investment manager and other affiliates have formed the Valuation and Liquidity Oversight Committee (VLOC). The VLOC provides administration and oversight of the Funds' valuation policies and procedures, which are approved annually by the Board. Among other things, these procedures allow the Funds to utilize independent pricing services, quotations from securities and financial instrument dealers, and other market sources to determine fair value.

Debt securities generally trade in the over-the-counter (OTC) market rather than on a securities exchange. The Funds' pricing services use multiple valuation techniques to determine fair value. In instances where sufficient market activity exists, the pricing services may utilize a market-based approach through which quotes from market makers are used to determine fair value. In instances where sufficient market activity may not exist or is limited, the pricing services also utilize proprietary valuation models which may consider market characteristics such as benchmark yield curves, credit spreads, estimated default rates, anticipated market interest rate volatility, coupon rates, anticipated timing of principal repayments, underlying collateral, and other unique security features in order to estimate the relevant cash flows, which are then discounted to calculate the fair value. Investments in open-end mutual funds are valued at the closing net asset value.

Derivative financial instruments (derivatives) listed on an exchange are valued at the official closing price of the day. Certain derivatives trade in the OTC market. The Funds’ pricing services use various techniques including industry standard option pricing models and proprietary discounted cash flow models to determine the fair value of those instruments. The Funds’ net benefit or obligation under the derivative contract, as measured by the fair value of the contract, is included in net assets.

The Funds have procedures to determine the fair value of financial instruments for which market prices are not reliable or readily available. Under these procedures, the VLOC convenes on a regular basis to review such financial instruments and considers a number of factors, including significant unobservable valuation inputs, when arriving at fair value. The VLOC primarily employs a market-based approach which may use related or comparable assets or liabilities, recent transactions, market multiples, book values, and other relevant information for the investment to determine the fair value of the investment. An income-based valuation approach may also be used in which the anticipated future cash flows of the investment are discounted to calculate fair value. Discounts may also be applied due to the nature or duration of any restrictions on the disposition of the investments. Due to the inherent uncertainty of valuations of such investments, the fair values may differ significantly from the values that would have been used had an active market existed. The VLOC employs various methods for calibrating these valuation approaches including a regular review of key inputs and assumptions, transactional back-testing or disposition analysis, and reviews of any related market activity.

b. Foreign Currency Translation

Portfolio securities and other assets and liabilities denominated in foreign currencies are translated into U.S. dollars based on the exchange rate of such currencies against U.S. dollars on the date of valuation. The Funds may enter into foreign currency

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Franklin Alternative Strategies Funds

Notes to Consolidated Financial Statements (unaudited) (continued)

1.      ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES (continued)
b.      Foreign Currency Translation (continued)

exchange contracts to facilitate transactions denominated in a foreign currency. Purchases and sales of securities, income and expense items denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date. Portfolio securities and assets and liabilities denominated in foreign currencies contain risks that those currencies will decline in value relative to the U.S. dollar. Occasionally, events may impact the availability or reliability of foreign exchange rates used to convert the U.S. dollar equivalent value. If such an event occurs, the foreign exchange rate will be valued at fair value using procedures established and approved by the Board.

The Funds do not separately report the effect of changes in foreign exchange rates from changes in market prices on securities held. Such changes are included in net realized and unrealized gain or loss from investments on the Consolidated Statements of Operations.

Realized foreign exchange gains or losses arise from sales of foreign currencies, currency gains or losses realized between the trade and settlement dates on securities transactions and the difference between the recorded amounts of dividends, interest, and foreign withholding taxes and the U.S. dollar equivalent of the amounts actually received or paid. Net unrealized foreign exchange gains and losses arise from changes in foreign exchange rates on foreign denominated assets and liabilities other than investments in securities held at the end of the reporting period.

c. Derivative Financial Instruments

The Funds invested in derivatives in order to manage risk or gain exposure to various other investments or markets. Derivatives are financial contracts based on an underlying or notional amount, require no initial investment or an initial net investment that is smaller than would normally be required to have a similar response to changes in market factors, and require or permit net settlement. Derivatives contain various risks including the potential inability of the counterparty to fulfill their obligations under the terms of the contract, the potential for an illiquid secondary market, and/or the potential for market movements which expose the fund to gains or losses in excess of the amounts shown on the Consolidated Statements of Assets and Liabilities. Realized gain and loss and unrealized appreciation and depreciation on these contracts for the period are included in the Consolidated Statements of Operations.

Derivative counterparty credit risk is managed through a formal evaluation of the creditworthiness of all potential counterparties. The Funds attempt to reduce its exposure to counterparty credit risk on OTC derivatives, whenever possible, by entering into International Swaps and Derivatives Association (ISDA) master agreements with certain counterparties. These agreements contain various provisions, including but not limited to collateral requirements, events of default, or early termination. Termination events applicable to the counterparty include certain deteriorations in the credit quality of the counterparty. Termination events applicable to the Funds include failure of the Funds to maintain certain net asset levels and/or limit the decline in net assets over various periods of time. In the event of default or early termination, the ISDA master agreement gives the non-defaulting party the right to net and close-out all transactions traded, whether or not arising under the ISDA agreement, to one net amount payable by one counterparty to the other. However, absent an event of default or early termination, OTC derivative assets and liabilities are presented gross and not offset in the Consolidated Statements of Assets and Liabilities. Early termination by the counterparty may result in an immediate payment by the Funds of any net liability owed to that counterparty under the ISDA agreement. At November 30, 2013, the Fund’s had no OTC derivatives in a net liability position for such contracts.

Collateral requirements differ by type of derivative. Collateral or initial margin requirements are set by the broker or exchange clearing house for exchange traded and centrally cleared derivatives. Initial margin deposited is held at the exchange and can be in the form of cash and/or securities. For OTC derivatives traded under an ISDA master agreement, posting of collateral is required by either the fund or the applicable counterparty if the total net exposure of all OTC derivatives with the applicable counterparty exceeds the minimum transfer amount, which typically ranges from $100,000 to $250,000, and can vary depending on the counterparty and the type of the agreement. Generally, collateral is determined at the close of fund business each day and any additional collateral required due to changes in derivative values may be delivered by the fund or the

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Franklin Alternative Strategies Funds

Notes to Consolidated Financial Statements (unaudited) (continued)

1.      ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES (continued)
c.      Derivative Financial Instruments (continued)

counterparty within a few business days. Collateral pledged and/or received by the fund for OTC derivatives, if any, is held in segregated accounts with the fund’s custodian/counterparty broker and can be in the form of cash and/or securities. Unrestricted cash may be invested according to the Funds' investment objectives.

The Funds entered into exchange traded futures contracts primarily to gain exposure to commodity price, interest rate, or equity price risk and certain foreign currencies. A futures contract is an agreement between the fund and a counterparty to buy or sell an asset for a specified price on a future date. Required initial margins are pledged by the fund, and the daily change in fair value is accounted for as a variation margin payable or receivable on the Consolidated Statements of Assets and Liabilities.

The Franklin Pelagos Commodities Strategy Fund entered into OTC commodity-linked total return swap contracts primarily to gain exposure to commodity price risk of an underlying asset or index. A commodity-linked total return swap is an agreement between the fund and a counterparty to exchange a market linked return for a floating or fixed rate payment, both based upon a notional amount. Over the term of the contract, contractually required payments to be paid or received are accrued daily and recorded as unrealized depreciation or appreciation until the payments are made, at which time they are realized. Payments received or paid to recognize changes in the value of the underlying asset or index are recorded as realized gain or loss.

The Funds purchased or wrote exchange traded option contracts primarily to manage and/or gain exposure to commodity price and equity price risk. An option is a contract entitling the holder to purchase or sell a specific amount of shares or units of an asset or notional amount of a swap (swaption), at a specified price. Options purchased are recorded as an asset while options written are recorded as a liability. Upon exercise of an option, the acquisition cost or sales proceeds of the underlying investment is adjusted by any premium received or paid. Upon expiration of an option, any premium received or paid is recorded as a realized gain or loss. Upon closing an option other than through expiration or exercise, the difference between the premium and the cost to close the position is recorded as a realized gain or loss.

See Notes 6 and 8 regarding investment transactions and other derivative information, respectively.

d. Investments in FPC Holdings Corp. and FPMF Holdings Corp. (FP Subsidiaries)

The Funds invest in certain financial instruments and commodity-linked derivative investments through their respective investments in the FP Subsidiaries. Both FP Subsidiaries are Cayman Islands exempted liability companies, are wholly-owned subsidiaries of their respective funds, and are able to invest in certain financial instruments and commodity-linked derivative investments consistent with the investment objective of their respective funds. At November 30, 2013, the FP Subsidiaries’ investments, as well as any other assets and liabilities of the FP Subsidiaries are reflected in the Funds’ Consolidated Statements of Investments and Consolidated Statements of Assets and Liabilities. The financial statements have been consolidated and include the accounts of the Funds and their respective FP Subsidiaries. All intercompany transactions and balances have been eliminated. At November 30, 2013, the Funds’ investments in the FP Subsidiaries were as follows:

      Consolidated Net   FP Subsidiaries % of Consolidated  
Fund Name FP Subsidiaries a   Assets   Net Assets Net Assets  
Franklin Pelagos Commodities Strategy Fund FPC Holdings Corp. $ 99,796,137 $ 22,779,920 22.8 %
Franklin Pelagos Managed Futures Strategy Fund FPMF Holdings Corp.   11,694,438   2,498,678 21.4 %
 
a The Funds’ investments in their FP Subsidiaries are limited to 25% of consolidated assets.            
 
e. Income Taxes              

 

It is each fund's policy to qualify as a regulated investment company under the Internal Revenue Code. Each fund intends to distribute to shareholders substantially all of its taxable income and net realized gains to relieve it from federal income and excise taxes. As a result, no provision for U.S. federal income taxes is required.

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Franklin Alternative Strategies Funds

Notes to Consolidated Financial Statements (unaudited) (continued)

1.      ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES (continued)
e.      Income Taxes (continued)

Each fund recognizes the tax benefits of uncertain tax positions only when the position is “more likely than not” to be sustained upon examination by the tax authorities based on the technical merits of the tax position. As of November 30, 2013, and for all open tax years, each fund has determined that no liability for unrecognized tax benefits is required in each fund's consolidated financial statements related to uncertain tax positions taken on a tax return (or expected to be taken on future tax returns). Open tax years are those that remain subject to examination and are based on each tax jurisdiction statute of limitation.

f. Security Transactions, Investment Income, Expenses and Distributions

Security transactions are accounted for on trade date. Realized gains and losses on security transactions are determined on a specific identification basis. Interest income and estimated expenses are accrued daily. Amortization of premium and accretion of discount on debt securities are included in interest income. Distributions to shareholders are recorded on the ex-dividend date and are determined according to income tax regulations (tax basis). Distributable earnings determined on a tax basis may differ from earnings recorded in accordance with accounting principles generally accepted in the United States of America. These differences may be permanent or temporary. Permanent differences are reclassified among capital accounts to reflect their tax character. These reclassifications have no impact on net assets or the results of operations. Temporary differences are not reclassified, as they may reverse in subsequent periods. Common expenses incurred by the Trust are allocated among the Funds based on the ratio of net assets of each fund to the combined net assets of the Trust. Fund specific expenses are charged directly to the fund that incurred the expense.

g. Accounting Estimates

The preparation of consolidated financial statements in accordance with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the consolidated financial statements and the amounts of income and expenses during the reporting period. Actual results could differ from those estimates.

h. Guarantees and Indemnifications

Under the Trust's organizational documents, its officers and trustees are indemnified by the Trust against certain liabilities arising out of the performance of their duties to the Trust. Additionally, in the normal course of business, the Trust, on behalf of the Funds, enters into contracts with service providers that contain general indemnification clauses. The Trust's maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Trust that have not yet occurred. Currently, the Trust expects the risk of loss to be remote.

2. SHARES OF BENEFICIAL INTEREST

At November 30, 2013, there were an unlimited number of shares authorized (without par value). Transactions in the Funds' shares were as follows:

  Franklin Pelagos Commodities   Franklin Pelagos Managed Futures  
  Strategy Fund   Strategy Fund  
  Shares     Amount   Shares     Amount  
 
Six Months ended November 30, 2013:                    
Shares sold 2,358,147   $ 21,603,436   289,216   $ 2,333,875  
Shares redeemed (2,643,781 )   (24,210,990 ) (373,656 )   (3,021,820 )
Net increase (decrease) (285,634 ) $ (2,607,554 ) (84,440 ) $ (687,945 )
Year ended May 31, 2013:                    
Shares sold 10,421,243   $ 110,235,400   18,241   $ 164,800  
Shares issued in reinvestment of distributions 24     238   1,401     12,049  
Shares redeemed (553,968 )   (5,806,000 ) (6,323 )   (54,000 )
Net increase (decrease) 9,867,299   $ 104,429,638   13,319   $ 122,849  
 
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Franklin Alternative Strategies Funds

Consolidated Statement of Investments, November 30, 2013 (unaudited) (continued)

3. TRANSACTIONS WITH AFFILIATES

Franklin Resources, Inc. is the holding company for various subsidiaries that together are referred to as Franklin Templeton Investments. Certain officers and trustees of the Trust are also officers and/or directors of the following subsidiaries:

Subsidiary Affiliation
Pelagos Capital Management, LLC (Pelagos) Investment manager
Franklin Advisers, Inc. (Advisers) Investment manager
Franklin Templeton Services, LLC (FT Services) Administrative manager
Franklin Templeton Investor Services, LLC (Investor Services) Transfer agent

 

a. Management Fees

Effective September 1, 2013, Pelagos became the Fund’s investment manager and no longer provided subadvisory services to the Funds and FP Subsidiaries. Prior to that date, Advisers served as the Fund’s investment manager and Pelagos served as the Fund’s sub-adviser. The Funds and FP Subsidiaries pay an investment management fee to Pelagos of 0.85% per year of the average daily net assets of each of the Funds and FP Subsidiaries. Management fees paid by the Funds are reduced on assets invested in their respective FP Subsidiaries, in an amount not to exceed the management fees paid by the FP Subsidiaries.

Effective September 1, 2013, the Funds and FP Subsidiaries combined their investment management and administration agreements as approved by the Board. The fees paid under the combined agreement do not exceed the aggregate fees that were paid under the separate agreements.

Prior to September 1, 2013, the Funds and FP Subsidiaries paid investment management fees to Advisers of 0.65% per year of the average daily net assets of each of the Funds and FP Subsidiaries. Management fees paid by the Funds were reduced on assets invested in their respective FP Subsidiaries, in an amount not to exceed the management fees paid by the FP Subsidiaries.

Effective June 13, 2013, Franklin Templeton Institutional LLC, an indirect subsidiary of Franklin Resources, Inc., acquired 100% ownership position of Pelagos.

b. Administrative Fees

Effective September 1, 2013, under an agreement with Pelagos, FT Services provides administrative services to the Funds and FP Subsidiaries. The fee is paid by Pelagos based on each of the Funds and FP Subsidiaries average daily net assets, and is not an additional expense of the Funds or FP Subsidiaries.

Prior to September 1, 2013, the Funds and FP Subsidiaries paid administrative fees to FT Services of 0.20% per year of the average daily net assets of each of the Funds and FP Subsidiaries. Administrative fees paid by the Fund and FP Subsidiaries were reduced on assets invested in their respective FP Subsidiaries, in an amount not to exceed the administrative fees paid by the FP Subsidiaries.

c. Transfer Agent Fees

Investor Services, under terms of an agreement, performs shareholder servicing for the Funds and is not paid by the Funds for the services.

d. Waiver and Expense Reimbursements

Pelagos has contractually agreed in advance to waive or limit its respective fees and to assume as its own expense certain expenses otherwise payable by the Franklin Pelagos Commodities Strategy Fund and the Franklin Pelagos Managed Futures Strategy Fund so that the expenses (excluding acquired fund fees and expenses) of the Funds do not exceed 1.10% (other than certain non-routine expenses or costs, including those relating to litigation, indemnification, reorganizations, and liquidations) until December 31, 2014 and December 31, 2015, respectively. Prior to the combining of the investment management and

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Franklin Alternative Strategies Funds

Notes to Consolidated Financial Statements (unaudited) (continued)

3.      TRANSACTIONS WITH AFFILIATES (continued)
d.      Waiver and Expense Reimbursements (continued)

administrative agreements, the funds had a contractual fee agreement with FT Services, which was eliminated effective September 1, 2013.

e. Other Affiliated Transactions            
 
At November 30, 2013, the shares of the Funds were owned by the following entities:        
 
  Franklin Pelagos Commodities   Franklin Pelagos Managed Futures  
    Strategy Fund     Strategy Fund  
    % of Consolidated     % of Consolidated  
  Shares Outstanding Shares   Shares Outstanding Shares  
Advisers - -   345,869 23.59 %
Franklin Templeton Moderate Allocation Fund 5,209,062 46.71 % 511,630 34.90 %
Franklin Templeton Conservative Allocation Fund 4,186,808 37.54 % 413,012 28.17 %
Franklin Templeton Grow th Allocation Fund 1,170,588 10.50 % 109,997 7.50 %
Franklin Templeton Multi-Asset Real Return Fund 217,906 1.95 % 49,872 3.40 %
Franklin LifeSmart 2015 Retirement Target Fund 168,643 1.51 % 16,543 1.13 %
Franklin LifeSmart 2025 Retirement Target Fund 106,063 0.95 % 10,326 0.71 %
Franklin LifeSmart 2035 Retirement Target Fund 57,285 0.51 % 5,339 0.37 %
Franklin LifeSmart 2045 Retirement Target Fund 31,726 0.28 % 2,959 0.20 %
Franklin LifeSmart 2020 Retirement Target Fund 2,903 0.03 % 271 0.02 %
Franklin LifeSmart 2030 Retirement Target Fund 1,045 0.01 % 101 0.01 %
Franklin LifeSmart 2040 Retirement Target Fund 371 0.00 % 35 0.00 %
Franklin LifeSmart 2050 Retirement Target Fund 336 0.00 % 32 0.00 %
 
 
4. EXPENSE OFFSET ARRANGEMENT            

 

The Funds have entered into an arrangement with their custodian whereby credits realized as a result of uninvested cash balances are used to reduce a portion of the Funds' custodian expenses. During the period ended November 30, 2013, there were no credits earned.

5. INCOME TAXES

For tax purposes, capital losses may be carried over to offset future capital gains, if any. At May 31, 2013, the capital loss carryforwards were as follows:

    Franklin Pelagos   Franklin Pelagos
    Commodities   Managed Futures
    Strategy Fund   Strategy Fund
Capital loss carryforw ards:        
Short term $ 1,077 $ 1,678,029
Long term   -   578,336
Total capital loss carryforw ards $ 1,077 $ 2,256,365

 

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Franklin Alternative Strategies Funds

Notes to Consolidated Financial Statements (unaudited) (continued)

5. INCOME TAXES (continued)

At November 30, 2013, the cost of investments and net unrealized appreciation (depreciation) for income tax purposes were as follows:

    Franklin Pelagos     Franklin Pelagos  
    Commodities     Managed Futures  
    Strategy Fund     Strategy Fund  
Cost of investments $ 99,081,204   $ 11,624,523  
 
Unrealized appreciation $ 17,257   $ 913  
Unrealized depreciation   (90,634 )   (19,875 )
Net unrealized appreciation (depreciation) $ (73,377 ) $ (18,962 )

 

Differences between income and/or capital gains as determined on a book basis and a tax basis are primarily due to differing treatments of foreign currency transactions, bond discounts and premiums.

6. INVESTMENT TRANSACTIONS

There were no purchases or sales of investments (other than short term securities) for the period ended November 30, 2013.

Transactions in options written during the period ended November 30, 2013, were as follows:

  Franklin Pelagos   Franklin Pelagos  
  Commodities   Managed Futures  
  Strategy Fund   Strategy Fund  
  Number of Premiums Number of Premiums  
  Contracts   Received   Contracts   Received  
Options outstanding at May 31, 2013 -   $ -   -   $ -  
Options w ritten 203     72,333   69     29,797  
Options expired (192 )   (57,854 ) (23 )   (11,023 )
Options exercised (11 )   (14,479 ) -     -  
Options closed -     -   -     -  
Options outstanding at November 30, 2013 -   $ -   46   $ 18,774  

 

See Notes 1(c) and 8 regarding derivative financial instruments and other derivative information, respectively.

7. INVESTMENTS IN INSTITUTIONAL FIDUCIARY TRUST MONEY MARKET PORTFOLIO

The Funds invest in the Institutional Fiduciary Trust Money Market Portfolio (Sweep Money Fund), an open-end investment company managed by Advisers. Management fees paid by the Funds are reduced on assets invested in the Sweep Money Fund, in an amount not to exceed the management and administrative fees paid by the Sweep Money Fund.

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Franklin Alternative Strategies Funds

Notes to Consolidated Financial Statements (unaudited) (continued)

8. OTHER DERIVATIVE INFORMATION

At November 30, 2013, the Funds' investments in derivative contracts are reflected on the Consolidated Statements of Assets and Liabilities as follows:

  Asset Derivatives     Liability Derivatives
Derivative Contracts Not       Consolidated Statements    
Accounted for as Consolidated Statements of   Fair Value of Assets and Liabilities   Fair Value
Hedging Instruments Assets and Liabilities Location   Amounta Location   Amounta
Franklin Pelagos Commodities Strategy Fund          
Commodity contracts Unrealized appreciation on sw ap $ 611,169 Net assets consist of - net $ 287,351
  contracts / Net assets consist of - net     unrealized appreciation    
  unrealized appreciation (depreciation)     (depreciation)    
 
Franklin Pelagos Managed Futures Strategy Fund          
Commodity contracts       Options w ritten, at value /   25,544
        Net assets consist of - net    
        unrealized appreciation    
        (depreciation)    
Equity contracts Net assets consist of - net unrealized   48,943 Net assets consist of - net   12,584
  appreciation (depreciation)     unrealized appreciation    
        (depreciation)    
Foreign exchange contracts Net assets consist of - net unrealized   52,972 Net assets consist of - net   19,015
  appreciation (depreciation)     unrealized appreciation    
        (depreciation)    

 

aIncludes cumulative appreciation (depreciation) of futures contracts as reported in the Consolidated Statements of Investments. Only current day's variation margin is separately reported within the Consolidated Statements of Assets and Liabilities.

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Franklin Alternative Strategies Funds

Notes to Consolidated Financial Statements (unaudited) (continued)

8. OTHER DERIVATIVE INFORMATION (continued)

For the period ended November 30, 2013, the effect of derivative contracts on the Funds’ Consolidated Statements of Operations was as follows:

            Change in Unrealized  
Derivative Contracts Not     Realized Gain     Appreciation  
Accounted for as Consolidated Statements of   (Loss) for the     (Depreciation) for the  
Hedging Instruments Operations Locations   Period     Period  
Franklin Pelagos Commodities Strategy Fund            
Commodity contracts Net realized gain (loss) from w ritten $ (6,638,428 ) $ 1,527,198  
  options, futures and sw ap contracts /            
  Net change in unrealized appreciation            
  (depreciation) on futures and sw ap            
  contracts            
Franklin Pelagos Managed Futures Strategy Fund            
Commodity contracts Net realized gain (loss) from   (1,312 )   72,810  
  investments, w ritten options and            
  futures contracts / Net change in            
  unrealized appreciation (depreciation)            
  on investments and futures contracts            
Equity contracts Net realized gain (loss) from   (247,936 )   (6,818 )
  investments and futures contracts /            
  Net change in unrealized appreciation            
  (depreciation) on investments and            
  futures contracts            
Foreign exchange contracts Net realized gain (loss) from futures   (179,575 )   82,660  
  contracts / Net change in unrealized            
  appreciation (depreciation) on futures            
  contracts            
Interest rate contracts Net realized gain (loss) from futures   (23,184 )   (2,980 )
  contracts / Net change in unrealized            
  appreciation (depreciation) on futures            
  contracts            

 

For the period ended November 30, 2013, the average month end fair value of derivatives represented 7.00% and 3.33%, respectively, of average month end net assets. The average month end number of open derivative contracts for the period was 9 and 17, respectively.

See Notes 1(c) and 6 regarding derivative financial instruments and investment transactions, respectively.

9. CREDIT FACILITY

The Funds, together with other U.S. registered and foreign investment funds (collectively, Borrowers), managed by Franklin Templeton Investments, are borrowers in a joint syndicated senior unsecured credit facility totaling $1.5 billion (Global Credit Facility) which matures on January 17, 2014. This Global Credit Facility provides a source of funds to the Borrowers for temporary and emergency purposes, including the ability to meet future unanticipated or unusually large redemption requests.

Under the terms of the Global Credit Facility, the Funds shall, in addition to interest charged on any borrowings made by the Funds and other costs incurred by the Funds, pay their share of fees and expenses incurred in connection with the implementation and maintenance of the Global Credit Facility, based upon their relative share of the aggregate net assets of all of the Borrowers, including an annual commitment fee of 0.07% based upon the unused portion of the Global Credit Facility. These fees are reflected in other expenses on the Consolidated Statements of Operations. During the period ended November 30, 2013, the Funds did not use the Global Credit Facility.

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Franklin Alternative Strategies Funds

Notes to Consolidated Financial Statements (unaudited) (continued)

10. FAIR VALUE MEASUREMENTS

The Funds follow a fair value hierarchy that distinguishes between market data obtained from independent sources (observable inputs) and the Funds’ own market assumptions (unobservable inputs). These inputs are used in determining the value of the Funds’ financial instruments and are summarized in the following fair value hierarchy:

  • Level 1 – quoted prices in active markets for identical financial instruments
  • Level 2 – other significant observable inputs (including quoted prices for similar financial instruments, interest rates, prepayment speed, credit risk, etc.)
  • Level 3 – significant unobservable inputs (including the Funds’ own assumptions in determining the fair value of financial instruments)

The input levels are not necessarily an indication of the risk or liquidity associated with financial instruments at that level.

For movements between the levels within the fair value hierarchy, the Funds have adopted a policy of recognizing the transfers as of the date of the underlying event which caused the movement.

A summary of inputs used as of November 30, 2013, in valuing the Funds’ assets and liabilities carried at fair value, is as follows:

      Level 1   Level 2   Level 3   Total
Franklin Pelagos Commodities Strategy Fund                  
Assets:                  
Investments in Securities:                  
U.S. Government and Agency Securities   $ - $ 36,956,887 $ - $ 36,956,887
Short Term Investments     61,050,940   1,000,000   -   62,050,940
Total Investments in Securities $ 61,050,940 $ 37,956,887 $ - $ 99,007,827
 
Futures Contracts   $ 487,214 $ - $ - $ 487,214
Sw ap Contracts     -   123,955   -   123,955
Liabilities:                  
Futures Contracts     287,351   -   -   287,351
 
Franklin Pelagos Managed Futures Strategy Fund              
Assets:                  
Investments in Securities:                  
U.S. Government and Agency Securities   $ - $ 4,972,625 $ - $ 4,972,625
Short Term Investments     6,532,936   100,000   -   6,632,936
              Total Investments in Securities   $ 6,532,936 $ 5,072,625 $ - $ 11,605,561
 
Futures Contracts   $ 101,915 $ - $ - $ 101,915
Liabilities:                  
Options Written     13,080   -   -   13,080
Futures Contracts     44,063   -   -   44,063

 

A reconciliation of assets in which Level 3 inputs are used in determining fair value is presented when there are significant Level 3 investments at the end of the period.

11. NEW ACCOUNTING PRONOUNCEMENTS

In June 2013, the Financial Accounting Standards Board issued Accounting Standards Update (ASU) No. 2013-08, Investment Companies (Topic 946): Amendments to the Scope, Measurement, and Disclosure Requirements. The ASU modifies the criteria used in defining an investment company under U.S. Generally Accepted Accounting Principles and also sets forth certain measurement and disclosure requirements. Under the ASU, an entity that is registered under the 1940 Act automatically qualifies as an investment company. The ASU is effective for interim and annual reporting periods beginning after December 15, 2013. The Funds are currently reviewing the requirements and believe the adoption of this ASU will not have a material impact on their consolidated financial statements.

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Franklin Alternative Strategies Funds

Notes to Consolidated Financial Statements (unaudited) (continued)

12. SUBSEQUENT EVENTS

The Funds have evaluated subsequent events through the issuance of the consolidated financial statements and determined that no events have occurred that require disclosure other than those already disclosed in the consolidated financial statements.

ABBREVIATIONS          
Counterparty Currency Selected Portfolio
 
MSCS - Morgan Stanley Capital Services, LLC AUD - Australian Dollar FFCB - Federal Farm Credit Bank
  EUR - Euro FHLB - Federal Home Loan Bank
  GBP - British Pound FNMA - Federal National Mortgage
  JPY - Japanese Yen      
  USD - United States Dollar      

 

20| Semiannual Report

 

Item 2. Code of Ethics.

 

(a) The Registrant has adopted a code of ethics that applies to its principal executive officers and principal financial and accounting officer. 

 

(c) N/A

 

(d) N/A

 

(f) Pursuant to Item 12(a)(1), the Registrant is attaching as an exhibit a copy of its code of ethics that applies to its principal executive officers and principal financial and accounting officer.

 

 

Item 3. Audit Committee Financial Expert.

 

(a)(1) The Registrant has an audit committee financial expert serving on its audit committee.

 

(2) The audit committee financial expert is Ann Torre Bates and she is “independent” as defined under the relevant Securities and Exchange Commission Rules and Releases.

 

 

Item 4. Principal Accountant Fees and Services.      N/A

 

 

Item 5.  Audit Committee of Listed Registrants.       N/A

 

 

Item 6.  Schedule of Investments.                     N/A

 

 

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

 

 

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

 

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

 

 

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

 

There have been no changes to the procedures by which shareholders may recommend nominees to the Registrant's Board of Trustees that would require disclosure herein.

 

 

Item 11. Controls and Procedures.

 

(a)  Evaluation of Disclosure Controls and Procedures.  The Registrant maintains disclosure controls and procedures that are designed to ensure that information required to be disclosed in the Registrant’s filings under the Securities Exchange Act of 1934 and the Investment Company Act of 1940 is recorded, processed, summarized and reported within the periods specified in the rules and forms of the Securities and Exchange Commission.  Such information is accumulated and communicated to the Registrant’s management, including its principal executive officer and principal financial officer, as appropriate, to allow timely decisions regarding required disclosure.  The Registrant’s management, including the principal executive officer and the principal financial officer, recognizes that any set of controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives.

 


 

 

 

Within 90 days prior to the filing date of this Shareholder Report on Form N-CSR, the Registrant had carried out an evaluation, under the supervision and with the participation of the Registrant’s management, including the Registrant’s principal executive officer and the Registrant’s principal financial officer, of the effectiveness of the design and operation of the Registrant’s disclosure controls and procedures.  Based on such evaluation, the Registrant’s principal executive officer and principal financial officer concluded that the Registrant’s disclosure controls and procedures are effective.

 

(b)   Changes in Internal Controls.  There have been no changes in the Registrant’s internal controls or in other factors that could materially affect the internal controls over financial reporting subsequent to the date of their evaluation in connection with the preparation of this Shareholder Report on Form N-CSR.

 

 

Item 12. Exhibits.

 

(a) (1) Code of Ethics

 

(a)(2) Certifications pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 of Laura F. Fergerson, Chief Executive Officer - Finance and Administration, and Robert G. Kubilis, Chief Financial Officer and Chief Accounting Officer

 

(b) Certifications pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 of Laura F. Fergerson, Chief Executive Officer - Finance and Administration, and Robert G. Kubilis, Chief Financial Officer and Chief Accounting Officer

 

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.

 

FRANKLIN ALTERATIVE STRATEGIES FUNDS

 

By /s/LAURA F. FERGERSON

      Laura F. Fergerson

      Chief Executive Officer –

 Finance and Administration

Date  January 27, 2014

 


 

 

 

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

 

 

By /s/LAURA F. FERGERSON

      Laura F. Fergerson

      Chief Executive Officer –

 Finance and Administration

Date  January 27, 2014

 

 

 

By /s/ROBERT G. KUBILIS

Robert G. Kubilis

      Chief Financial Officer and

 Chief Accounting Officer

Date  January 27, 2014