united
states
securities and exchange commission
washington, d.c. 20549
form n-csr
certified shareholder report of registered management
investment companies
Investment Company Act file number 811-22655
Northern Lights Fund Trust III
(Exact name of registrant as specified in charter)
225 Pictoria Drive, Suite 450, Cincinnati, OH 45246
(Address of principal executive offices) (Zip code)
Richard Malinowski
80 Arkay Drive, Hauppauge, NY 11788
(Name and address of agent for service)
Registrant's telephone number, including area code: 631-470-2619
Date of fiscal year end: 9/30
Date of reporting period: 3/31/22
Item 1. Reports to Stockholders.
Marathon Value Portfolio | ||
MVPFX | ||
Semi-Annual Report | ||
March 31, 2022 | ||
Fund Advisor: | ||
Kovitz
Investment Group Partners, LLC. 71 S. Wacker Dr., Suite 1860 Chicago, IL 60606 | ||
(312) 334-7300 | ||
www.marathonvalue.com |
Marathon Value Portfolio |
PORTFOLIO REVIEW (Unaudited) |
March 31, 2022 |
The Fund’s performance figures(*) for the periods ended March 31, 2022, compared to its benchmark:
Five | Ten | Inception*** through | |||
Six | One | Year | Year | March 31, 2022 | |
Months | Year | (Annualized) | (Annualized) | (Annualized) | |
Marathon Value Portfolio | 3.81% | 11.65% | 12.39% | 11.40% | 9.04% |
S&P 500 Total Return Index ** | 5.92% | 15.65% | 15.99% | 14.64% | 7.16% |
* | The performance data quoted here represents past performance. Current performance may be lower or higher than the performance data quoted above. Investment return and principal value will fluctuate, so that shares, when redeemed, may be worth more or less than their original cost. The returns shown do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or on the redemptions of Fund shares. Past performance is no guarantee of future results. Performance figures for periods greater than 1 year are annualized. The Fund’s investment advisor has contractually agreed to pay most of the Fund’s operating expenses (with certain exceptions) in return for a “universal fee” of 0.99% (excluding indirect costs of investing in other investment companies and certain other expenses) of the Fund’s net assets. Please review the Fund’s most recent prospectus for more detail on this universal fee. The Fund’s total annual expense ratio is .99% per the Fund’s prospectus dated February 1, 2022. For performance information current to the most recent month-end, please call toll-free 1-800-788-6086. |
** | The S&P 500 Total Return Index is a capitalization-weighted index of 500 stocks designed to measure performance of the broad domestic economy through changes in the aggregate market value of 500 stocks representing all major industries. The Fund’s portfolio holdings may differ significantly from the securities held in the Index, and unlike a mutual fund, an unmanaged index assumes no transaction costs, taxes, management fees or other expenses. Investors may not invest directly in an index. |
*** | Inception date is March 28, 2000. |
Portfolio Composition as of March 31, 2022: | ||||
Sectors | Percentage of Net Assets | |||
Medical Equipment & Devices | 10.2 | % | ||
Internet Media & Services | 9.8 | % | ||
Technology Services | 9.1 | % | ||
Software | 9.0 | % | ||
Technology Hardware | 5.9 | % | ||
Retail - Consumer Staples | 5.7 | % | ||
Insurance | 5.6 | % | ||
Electrical Equipment | 5.3 | % | ||
Diversified Industrials | 4.8 | % | ||
Machinery | 4.8 | % | ||
Other | 29.8 | % | ||
100.0 | % | |||
Please refer to the Schedule of Investments in this report for a detailed listing of the Fund’s holdings.
1
MARATHON VALUE PORTFOLIO |
SCHEDULE OF INVESTMENTS (Unaudited) |
March 31, 2022 |
Shares | Fair Value | |||||||
COMMON STOCKS — 99.2% | ||||||||
ASSET MANAGEMENT - 0.9% | ||||||||
4,300 | Blackstone, Inc. | $ | 545,842 | |||||
BEVERAGES - 2.5% | ||||||||
8,800 | PepsiCo, Inc. | 1,472,944 | ||||||
CABLE & SATELLITE - 0.8% | ||||||||
870 | Charter Communications, Inc., Class A(a) | 474,602 | ||||||
CHEMICALS - 2.2% | ||||||||
10,000 | PPG Industries, Inc. | 1,310,700 | ||||||
DIVERSIFIED INDUSTRIALS - 4.8% | ||||||||
13,500 | Emerson Electric Company | 1,323,675 | ||||||
7,000 | Illinois Tool Works, Inc. | 1,465,800 | ||||||
2,789,475 | ||||||||
E-COMMERCE DISCRETIONARY - 1.4% | ||||||||
250 | Amazon.com, Inc.(a) | 814,988 | ||||||
ELECTRICAL EQUIPMENT - 5.3% | ||||||||
21,660 | Johnson Controls International plc | 1,420,247 | ||||||
3,200 | Keysight Technologies, Inc.(a) | 505,504 | ||||||
9,000 | TE Connectivity Ltd. | 1,178,820 | ||||||
3,104,571 | ||||||||
ENGINEERING & CONSTRUCTION - 2.3% | ||||||||
6,100 | Jacobs Engineering Group, Inc. | 840,641 | ||||||
3,845 | Quanta Services, Inc. | 506,040 | ||||||
1,346,681 | ||||||||
ENTERTAINMENT CONTENT - 2.6% | ||||||||
11,000 | Walt Disney Company (The)(a) | 1,508,760 | ||||||
HOUSEHOLD PRODUCTS - 1.5% | ||||||||
5,858 | Procter & Gamble Company (The) | 895,102 | ||||||
See accompanying notes to financial statements.
2
MARATHON VALUE PORTFOLIO |
SCHEDULE OF INVESTMENTS (Unaudited) (Continued) |
March 31, 2022 |
Shares | Fair Value | |||||||
COMMON STOCKS — 99.2% (Continued) | ||||||||
INSTITUTIONAL FINANCIAL SERVICES - 0.6% | ||||||||
2,700 | Northern Trust Corporation | $ | 314,415 | |||||
INSURANCE - 5.6% | ||||||||
3,000 | Aon PLC, CLASS A | 976,890 | ||||||
6,500 | Berkshire Hathaway, Inc., Class B(a) | 2,293,915 | ||||||
3,270,805 | ||||||||
INTERNET MEDIA & SERVICES - 9.8% | ||||||||
600 | Alphabet, Inc., Class A(a) | 1,668,810 | ||||||
1,103 | Alphabet, Inc., Class C(a) | 3,080,668 | ||||||
180 | Booking Holdings, Inc.(a) | 422,721 | ||||||
2,580 | Meta Platforms, Inc., Class A(a) | 573,689 | ||||||
5,745,888 | ||||||||
LEISURE FACILITIES & SERVICES - 4.0% | ||||||||
9,300 | Las Vegas Sands Corporation(a) | 361,491 | ||||||
8,000 | McDonald’s Corporation | 1,978,240 | ||||||
2,339,731 | ||||||||
LEISURE PRODUCTS - 0.8% | ||||||||
5,400 | Hasbro, Inc. | 442,368 | ||||||
MACHINERY - 4.8% | ||||||||
20,000 | Graco, Inc. | 1,394,400 | ||||||
10,000 | Lincoln Electric Holdings, Inc. | 1,378,100 | ||||||
2,772,500 | ||||||||
MEDICAL EQUIPMENT & DEVICES - 10.2% | ||||||||
13,497 | Abbott Laboratories | 1,597,505 | ||||||
7,834 | Becton Dickinson and Company | 2,083,844 | ||||||
8,500 | Stryker Corporation | 2,272,475 | ||||||
5,953,824 | ||||||||
RETAIL - CONSUMER STAPLES - 5.7% | ||||||||
5,400 | Costco Wholesale Corporation | 3,109,591 | ||||||
1,500 | Dollar Tree, Inc.(a) | 240,225 | ||||||
3,349,816 | ||||||||
RETAIL - DISCRETIONARY - 4.8% | ||||||||
3,900 | CarMax, Inc.(a) | 376,272 | ||||||
See accompanying notes to financial statements.
3
MARATHON VALUE PORTFOLIO |
SCHEDULE OF INVESTMENTS (Unaudited) (Continued) |
March 31, 2022 |
Shares | Fair Value | |||||||
COMMON STOCKS — 99.2% (Continued) | ||||||||
RETAIL - DISCRETIONARY - 4.8% (Continued) | ||||||||
12,000 | Lowe’s Companies, Inc. | $ | 2,426,280 | |||||
2,802,552 | ||||||||
SEMICONDUCTORS - 3.5% | ||||||||
11,000 | Texas Instruments, Inc. | 2,018,280 | ||||||
SOFTWARE - 9.0% | ||||||||
2,425 | Autodesk, Inc.(a) | 519,799 | ||||||
9,500 | Microsoft Corporation | 2,928,944 | ||||||
3,665 | Salesforce, Inc.(a) | 778,153 | ||||||
3,450 | Splunk, Inc.(a) | 512,705 | ||||||
6,800 | SS&C Technologies Holdings, Inc. | 510,136 | ||||||
5,249,737 | ||||||||
TECHNOLOGY HARDWARE - 5.9% | ||||||||
15,000 | Apple, Inc. | 2,619,150 | ||||||
3,380 | Motorola Solutions, Inc. | 818,636 | ||||||
3,437,786 | ||||||||
TECHNOLOGY SERVICES - 9.1% | ||||||||
6,400 | Automatic Data Processing, Inc. | 1,456,255 | ||||||
5,800 | Equifax, Inc. | 1,375,180 | ||||||
5,000 | Global Payments, Inc. | 684,200 | ||||||
6,000 | Verisk Analytics, Inc. | 1,287,780 | ||||||
2,425 | Visa, Inc., Class A | 537,792 | ||||||
5,341,207 | ||||||||
TOBACCO & CANNABIS - 1.1% | ||||||||
6,730 | Philip Morris International, Inc. | 632,216 | ||||||
TOTAL COMMON STOCKS (Cost $18,959,927) | 57,934,790 | |||||||
TOTAL INVESTMENTS - 99.2% (Cost $18,959,927) | $ | 57,934,790 | ||||||
OTHER ASSETS IN EXCESS OF LIABILITIES - 0.8% | 479,653 | |||||||
NET ASSETS - 100.0% | $ | 58,414,443 |
LTD | - Limited Company |
PLC | - Public Limited Company |
(a) | Non-income producing security. |
See accompanying notes to financial statements.
4
Marathon Value Portfolio |
STATEMENT OF ASSETS AND LIABILITIES (Unaudited) |
March 31, 2022 |
ASSETS | ||||
Investment securities: | ||||
At cost | $ | 18,959,927 | ||
At fair value | $ | 57,934,790 | ||
Cash and cash equivalents | 459,453 | |||
Dividend receivable | 64,140 | |||
Receivable for fund shares sold | 1,496 | |||
TOTAL ASSETS | 58,459,879 | |||
LIABILITIES | ||||
Investment advisory fees payable (a) | 45,436 | |||
TOTAL LIABILITIES | 45,436 | |||
NET ASSETS | $ | 58,414,443 | ||
Net Assets Consist Of: | ||||
Paid in capital | $ | 7,836,857 | ||
Accumulated earnings | 50,577,586 | |||
NET ASSETS | $ | 58,414,443 | ||
Net Asset Value Per Share: | ||||
Shares: | ||||
Net Assets | $ | 58,414,443 | ||
Shares of beneficial interest outstanding (b) | 1,769,233 | |||
Net asset value (Net Assets ÷ Shares Outstanding), offering price and redemption price per share | $ | 33.02 | ||
(a) | See Note 4 in the Notes to Financial Statements. |
(b) | Unlimited number of shares of beneficial interest authorized, no par value. |
See accompanying notes to financial statements.
5
Marathon Value Portfolio |
STATEMENT OF OPERATIONS (Unaudited) |
For the Six Months Ended March 31, 2022 |
INVESTMENT INCOME | ||||
Dividends | $ | 354,295 | ||
TOTAL INVESTMENT INCOME | 354,295 | |||
EXPENSES | ||||
Investment advisory fees (a) | 307,161 | |||
Interest expense | 226 | |||
TOTAL EXPENSES | 307,387 | |||
NET INVESTMENT INCOME | 46,908 | |||
REALIZED AND UNREALIZED GAIN (LOSS) FROM INVESTMENTS | ||||
Net realized gain from investments | 12,162,165 | |||
Net change in unrealized depreciation on investments | (9,760,802 | ) | ||
NET REALIZED AND UNREALIZED GAIN FROM INVESTMENTS | 2,401,363 | |||
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS | $ | 2,448,271 | ||
(a) | See Note 4 in the Notes to Financial Statements. |
See accompanying notes to financial statements.
6
Marathon Value Portfolio |
STATEMENTS OF CHANGES IN NET ASSETS |
Six Months Ended | Year Ended | |||||||
March 31, 2022 | September 30, 2021 | |||||||
FROM OPERATIONS | (Unaudited) | |||||||
Net investment income | $ | 46,908 | $ | 170,038 | ||||
Net realized gain from investments | 12,162,165 | 6,267,711 | ||||||
Net change in unrealized appreciation (depreciation) on investments | (9,760,802 | ) | 8,173,086 | |||||
Net increase in net assets resulting from operations | 2,448,271 | 14,610,835 | ||||||
DISTRIBUTIONS TO SHAREHOLDERS | ||||||||
Total distribution paid: | (6,051,798 | ) | (4,367,606 | ) | ||||
Decrease in net assets from distributions to shareholders | (6,051,798 | ) | (4,367,606 | ) | ||||
FROM SHARES OF BENEFICIAL INTEREST | ||||||||
Proceeds from shares sold | 555,443 | 366,108 | ||||||
Reinvestment of distributions to shareholders | 5,893,692 | 4,170,143 | ||||||
Payments for shares redeemed | (6,535,728 | ) | (7,474,203 | ) | ||||
Net decrease in net assets from shares of beneficial interest | (86,593 | ) | (2,937,952 | ) | ||||
TOTAL INCREASE (DECREASE) IN NET ASSETS | (3,690,120 | ) | 7,305,277 | |||||
NET ASSETS | ||||||||
Beginning of Year | 62,104,563 | 54,799,286 | ||||||
End of Period/Year | $ | 58,414,443 | $ | 62,104,563 | ||||
SHARE ACTIVITY | ||||||||
Shares Sold | 15,776 | 11,033 | ||||||
Shares Reinvested | 169,310 | 138,359 | ||||||
Shares Redeemed | (188,722 | ) | (225,742 | ) | ||||
Net decrease from share activity | (3,636 | ) | (76,350 | ) | ||||
See accompanying notes to financial statements.
7
Marathon Value Portfolio |
FINANCIAL HIGHLIGHTS |
Per Share Data and Ratios for a Share of Beneficial Interest Outstanding Throughout Each Year Presented |
Six Months Ended | Year Ended | Year Ended | Year Ended | Year Ended | Year Ended | |||||||||||||||||||
March 31, | September 30, | September 30, | September 30, | September 30, | September 30, | |||||||||||||||||||
2022 | 2021 | 2020 | 2019 | 2018 | 2017 | |||||||||||||||||||
(Unaudited) | ||||||||||||||||||||||||
Net asset value, beginning of year | $ | 35.03 | $ | 29.63 | $ | 30.00 | $ | 29.51 | $ | 27.43 | $ | 24.59 | ||||||||||||
Activity from investment operations: | ||||||||||||||||||||||||
Net investment income (a) | 0.03 | 0.09 | 0.15 | 0.16 | 0.17 | 0.17 | ||||||||||||||||||
Net realized and unrealized gain on investments | 1.49 | 7.70 | 1.76 | 1.46 | 3.65 | 3.12 | ||||||||||||||||||
Total from investment operations | 1.52 | 7.79 | 1.91 | 1.62 | 3.82 | 3.29 | ||||||||||||||||||
Less distributions from: | ||||||||||||||||||||||||
Net investment income | (0.06 | ) | (0.19 | ) | (0.14 | ) | (0.17 | ) | (0.21 | ) | (0.12 | ) | ||||||||||||
Net realized gains | (3.47 | ) | (2.20 | ) | (2.14 | ) | (0.96 | ) | (1.53 | ) | (0.33 | ) | ||||||||||||
Total distributions | (3.53 | ) | (2.39 | ) | (2.28 | ) | (1.13 | ) | (1.74 | ) | (0.45 | ) | ||||||||||||
Net asset value, end of year | $ | 33.02 | $ | 35.03 | $ | 29.63 | $ | 30.00 | $ | 29.51 | $ | 27.43 | ||||||||||||
Total return (b) | 3.81 | % (c) | 27.59 | % | 6.60 | % | 6.13 | % | 14.51 | % | 13.56 | % | ||||||||||||
Net assets, end of year (000s) | $ | 58,414 | $ | 62,105 | $ | 54,799 | $ | 62,757 | $ | 66,432 | $ | 71,862 | ||||||||||||
Ratio of expenses to average net assets | 0.99 | % (d) | 1.07 | % | 1.10 | % | 1.10 | % | 1.10 | % | 1.10 | % | ||||||||||||
Ratio of net investment income to average net assets | 0.15 | % (d) | 0.28 | % | 0.52 | % | 0.57 | % | 0.60 | % | 0.64 | % | ||||||||||||
Portfolio Turnover Rate | 16 | % (c) | 6 | % | 9 | % | 9 | % | 6 | % | 15 | % | ||||||||||||
(a) | Per share amounts calculated using the average shares method, which more appropriately presents the per share data for the year. |
(b) | Total return represents the rate that the investor would have earned or lost on an investment in the Fund, assuming reinvestment of dividends. |
(c) | Not annualized. |
(d) | Annualized. |
See accompanying notes to financial statements.
8
Marathon Value Portfolio |
NOTES TO FINANCIAL STATEMENTS (Unaudited) |
MARCH 31, 2022 |
1. | ORGANIZATION |
Marathon Value Portfolio (the ’‘Fund’’) is a diversified series of shares of beneficial interest of Northern Lights Fund Trust III, a Delaware statutory trust organized on December 5, 2011 (the “Trust”). The Trust is an open-end management investment company registered under the Investment Company Act of 1940, as amended (the ’’1940 Act’’). The Fund currently consists of one class of shares. The Fund’s investment objective is to provide shareholders with long-term capital appreciation in a well-diversified portfolio.
2. | SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES |
The following is a summary of significant accounting policies consistently followed by the Fund in the preparation of its financial statements. The policies are in conformity with accounting principles generally accepted in the United States of America (’‘GAAP”), which require management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of increases and decreases in net assets from operations during the reporting period. Actual results could differ from those estimates. The Fund is an investment company and accordingly follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification Topic 946 “Financial Services – Investment Companies”.
Security Valuation – Securities listed on an exchange are valued at the last reported sale price at the close of the regular trading session of the exchange on the business day the value is being determined, or in the case of securities listed on NASDAQ at the NASDAQ Official Closing Price. In the absence of a sale, such securities shall be valued at the mean between the current bid and ask prices on the day of valuation. Short-term debt obligations having 60 days or less remaining until maturity, at time of purchase, may be valued at amortized cost, which approximates fair value.
The Fund may hold securities, such as private investments, interests in commodity pools, other non-traded securities or temporarily illiquid securities, for which market quotations are not readily available or are determined to be unreliable. These securities will be valued using the “fair value” procedures approved by the Trust’s Board of Trustees (the “Board”). The Board has delegated execution of these procedures to a fair value committee composed of one or more representatives from each of the (i) Trust, (ii) administrator, and (iii) advisor. The committee may also enlist third party consultants such as a valuation specialist at a public accounting firm, valuation consultant or financial officer of a security issuer on an as-needed basis to assist in determining a security-specific fair value. The Board reviews and ratifies the execution of this process and the resultant fair value prices at least quarterly to assure the process produces reliable results.
Fair Valuation Process – As noted above, the fair value committee is composed of one or more representatives from each of the (i) Trust, (ii) administrator, and (iii) advisor. The applicable investments are valued collectively via inputs from each of these groups. For example, fair value determinations are required for the following securities; (i) securities for which market quotations are insufficient or not readily available on a particular business day (including securities for which there is a short and temporary lapse in the provision of a price by the regular pricing source); (ii) securities for which, in the judgment of the advisor, the prices or values available do not represent the fair value of the instrument. Factors which may cause the Advisor to make such a judgment include, but are not limited to, the following: only a bid price or an asked price is available; the spread between bid and asked prices is substantial; the frequency of sales; the thinness of the market; the size of reported trades; and actions of the securities markets, such as the suspension or limitation of trading; (iii) securities determined to be illiquid; and (iv) securities with respect to which an event that will affect the value thereof has occurred (a “significant event”) since the closing prices were established on the principal exchange on which they are traded, but prior to the Fund’s calculation of its net asset value. Specifically, interests in commodity pools or managed futures pools are valued on a daily basis by reference to the closing market prices of each futures contract or other asset held by a pool, as adjusted for pool expenses. Restricted or illiquid securities, such as private investments or non-traded securities are valued via inputs from the advisor based upon the current bid for the security from two or more independent dealers or other parties reasonably familiar with the facts and circumstances of the security (who should take into consideration all relevant factors as may be appropriate under the circumstances). If the advisor is unable to obtain a current bid from such independent dealers or other independent parties, the fair value committee shall determine the fair value of such security using the following factors: (i) the type of security; (ii) the cost at date of purchase;
9
Marathon Value Portfolio |
NOTES TO FINANCIAL STATEMENTS (Unaudited) (Continued) |
March 31, 2022 |
(iii) the size and nature of the Fund’s holdings; (iv) the discount from market value of unrestricted securities of the same class at the time of purchase and subsequent thereto; (v) information as to any transactions or offers with respect to the security; (vi) the nature and duration of restrictions on disposition of the security and the existence of any registration rights; (vii) how the yield of the security compares to similar securities of companies of similar or equal creditworthiness; (viii) the level of recent trades of similar or comparable securities; (ix) the liquidity characteristics of the security; (x) current market conditions; and (xi) the market value of any securities into which the security is convertible or exchangeable.
Fair Value Hierarchy – The Fund utilizes various methods to measure the fair value of all of its investments on a recurring basis. GAAP establishes a hierarchy that prioritizes inputs to valuation methods. The three levels of inputs are:
Level 1 – Unadjusted quoted prices in active markets for identical assets and liabilities that the Fund has the ability to access.
Level 2 – Observable inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly. These inputs may include quoted prices for the identical instrument on an inactive market, prices for similar instruments, interest rates, prepayment speeds, credit risk, yield curves, default rates and similar data.
Level 3 – Unobservable inputs for the asset or liability, to the extent relevant observable inputs are not available, representing the Fund’s own assumptions about the assumptions a market participant would use in valuing the asset or liability, and would be based on the best information available.
The availability of observable inputs can vary from security to security and is affected by a wide variety of factors, including, for example, the type of security, whether the security is new and not yet established in the marketplace, the liquidity of markets, and other characteristics particular to the security. To the extent that valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. Accordingly, the degree of judgment exercised in determining fair value is greatest for instruments categorized in Level 3.
The inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, for disclosure purposes, the level in the fair value hierarchy within which the fair value measurement falls in its entirety, is determined based on the lowest level input that is significant to the fair value measurement in its entirety.
The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities. The following table summarizes the inputs used as of March 31, 2022, for the Fund’s investments measured at fair value:
Assets* | Level 1 | Level 2 | Level 3 | Total | ||||||||||||
Common Stocks | $ | 57,934,790 | $ | — | $ | — | $ | 57,934,790 | ||||||||
Total | $ | 57,934,790 | $ | — | $ | — | $ | 57,934,790 |
The Fund did not hold any Level 3 securities during the period.
* | Refer to the Schedule of Investments for industry classifications. |
Security Transactions and Related Income – Security transactions are accounted for on trade date. Interest income is recognized on an accrual basis. Discounts are accreted and premiums are amortized on securities purchased over the lives of the respective securities using the effective interest method. Dividend income is recorded on the ex-dividend date. Realized gains or losses from sales of securities are determined by comparing the identified cost of the security lot sold with the net sales proceeds.
Return of capital distributions received from REITs securities are recorded as an adjustment to the cost of the security and thus may impact unrealized or realized gains or losses on the security. Withholding taxes on foreign dividends have been provided for in accordance with the Fund’s understanding of the applicable country’s tax rules and rates.
10
Marathon Value Portfolio |
NOTES TO FINANCIAL STATEMENTS (Unaudited) (Continued) |
March 31, 2022 |
Dividends and Distributions to Shareholders – Dividends from net investment income and distributions from net realized capital gains if any, are declared and paid annually. Dividends and distributions to shareholders are recorded on the ex-dividend date and are determined in accordance with federal income tax regulations, which may differ from GAAP. These “book/tax” differences are considered either temporary (e.g., deferred losses, capital loss carryforwards) or permanent in nature. To the extent these differences are permanent in nature, such amounts are reclassified within the composition of net assets based on their federal tax-basis treatment; temporary differences do not require reclassification. These reclassifications have no effect on net assets, results from operations or net asset values per share of the Fund.
Federal Income Taxes – The Fund complies with the requirements of the Internal Revenue Code applicable to regulated investment companies and to distribute all of its taxable income to its shareholders. Therefore, no provision for federal income tax is required. The Fund recognizes the tax benefits of uncertain tax positions only where the position is “more likely than not” to be sustained assuming examination by tax authorities. Management has analyzed the Fund’s tax positions and has concluded that no liability for unrecognized tax benefits should be recorded related to uncertain tax positions taken on returns filed for open tax years ended September 30, 2019 - September 30, 2021 or expected to be taken in the Fund’s September 30, 2022 year-end tax returns. The Fund identifies its major tax jurisdictions as U.S. federal, Ohio and foreign jurisdictions where the Fund makes significant investments; however, the Fund is not aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will change materially in the next twelve months.
Expenses – Expenses of the Trust that are directly identifiable to a specific fund are charged to that fund. Expenses, which are not readily identifiable to a specific fund, are allocated in such a manner as deemed equitable, taking into consideration the nature and type of expense and the relative sizes of the funds in the Trust.
Indemnification – The Trust indemnifies its officers and Trustees for certain liabilities that may arise from the performance of their duties to the Trust. Additionally, in the normal course of business, the Fund enters into contracts that contain a variety of representations and warranties and which provide general indemnities. The Fund’s maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Fund that have not yet occurred. However, based on experience, the risk of loss due to these warranties and indemnities appears to be remote.
3. | INVESTMENT TRANSACTIONS |
For the six months ended March 31, 2022, cost of purchases and proceeds from sales of portfolio securities, excluding short-term investments, amounted to $10,083,250 and $16,313,093, respectively.
4. | INVESTMENT ADVISORY AGREEMENT AND TRANSACTIONS WITH RELATED PARTIES |
Kovitz Investment Group Partners, LLC. (the “Advisor”) serves as the Fund’s Investment advisor. Pursuant to an advisory agreement (“Advisory Agreement”) with the Trust, on behalf of the Fund, the Advisor provides investment advisory services and pays the Fund’s operating expenses (except for the following expenses, which are paid by the Fund: brokerage fees and commissions, indirect costs of investing in other investment companies, taxes, borrowing costs (such as (a) interest and (b) dividend expenses on securities sold short), such extraordinary or non-recurring expenses as may arise, including litigation to which the Fund may be a party and indemnification of the Trust’s Trustees and officers with respect thereto, and any 12b-1 fees) in return for a “universal fee.” For its services to the Fund, the Advisor is entitled to receive an annual fee computed and accrued daily and paid monthly, equal to 0.99% of the Fund’s average daily net assets. For the six months ended March 31, 2022 the Advisor earned $307,161 for their services under on the Advisory Agreement.
Northern Lights Distributors, LLC (the “Distributor”) acts as the Fund’s distributor and principal underwriter in a continuous public offering of the Fund shares. During the six months ended March 31, 2022, the Distributor received $0 in underwriting commissions.
11
Marathon Value Portfolio |
NOTES TO FINANCIAL STATEMENTS (Unaudited) (Continued) |
March 31, 2022 |
In addition, certain affiliates of the Distributor provide services to the Fund as follows:
Ultimus Fund Solutions, LLC (“Ultimus”), an affiliate of the Distributor, provides administration, fund accounting, and transfer agent services to the Trust. Pursuant to an administrative servicing agreement with Ultimus, the Fund pays Ultimus customary fees based on aggregate net assets of the Fund as described in the servicing agreement for providing administration, fund accounting, and transfer agency services to the Fund. Certain officers of the Trust are also officers of Ultimus and are not paid any fees directly by the Fund for serving in such capacities.
Northern Lights Compliance Services, LLC (“NLCS”), an affiliate of Ultimus and the Distributor, provides a chief compliance officer to the Trust, as well as related compliance services, pursuant to a consulting agreement between NLCS and the Trust. Under the terms of such agreement, NLCS receives customary fees from Ultimus (as part of the universal fee).
Blu Giant, LLC (“Blu Giant”), an affiliate of Ultimus and the Distributor, provides EDGAR conversion and filing services as well as print management services for the Fund on an ad-hoc basis. For the provision of these services, Blu Giant receives customary fees from Ultimus (as part of the universal fee).
Compensation of Trustees. The total amount paid by the Advisor and Gratus collectively on behalf of the Fund for the six Months ended March 31, 2022, was $6,933 (as part of the universal fee).
5. | DISTRIBUTIONS TO SHAREHOLDERS AND TAX COMPONENTS OF CAPITAL |
The below table represents aggregate cost for federal tax purposes as of March 31, 2022 and differs from market value by net unrealized appreciation/depreciation which consisted of:
Total Unrealized | ||||||||||||||
Gross Unrealized | Gross Unrealized | Appreciation/ | ||||||||||||
Aggregate Cost | Appreciation | Depreciation | Depreciation | |||||||||||
$ | 18,959,927 | $ | 39,173,925 | $ | (199,062 | ) | $ | 38,974,863 | ||||||
The tax character of distributions paid during the years ended September 30, 2021 and September 30, 2020 was as follows:
Fiscal Year Ended | Fiscal Year Ended | |||||||
September 30, 2021 | September 30, 2020 | |||||||
Ordinary Income | $ | 343,651 | $ | 283,516 | ||||
Long-Term Capital Gain | 4,023,955 | 4,783,116 | ||||||
Return of Capital | — | — | ||||||
$ | 4,367,606 | $ | 5,066,632 | |||||
As of September 30, 2021, the components of accumulated earnings on a tax basis were as follows:
Undistributed | Undistributed | Post October Loss | Capital Loss | Other | Unrealized | Total | ||||||||||||||||||||
Ordinary | Long-Term | and | Carry | Book/Tax | Appreciation/ | Accumulated | ||||||||||||||||||||
Income | Gains | Late Year Loss | Forwards | Differences | (Depreciation) | Earnings/(Deficits) | ||||||||||||||||||||
$ | 178,778 | $ | 5,277,691 | $ | — | $ | — | $ | — | $ | 48,724,644 | $ | 54,181,113 | |||||||||||||
The difference between book basis and tax basis undistributed net investment income, accumulated net realized gain, and unrealized appreciation from investments is primarily attributable to the return of capital distribution from a C-Corporation.
12
Marathon Value Portfolio |
NOTES TO FINANCIAL STATEMENTS (Unaudited) (Continued) |
March 31, 2022 |
During the fiscal year ended September 30, 2021, the Funds utilized tax equalization which is the use of earnings and profits distributions to shareholders on redemption of shares as part of the dividends paid deduction for income tax purposes. Permanent book and tax differences, primarily attributable to the use of tax equalization credits resulted in reclassifications for the Funds for the fiscal year ended September 30, 2021 as follows:
Paid in | Accumulated | |||||
Capital | Earnings (Losses) | |||||
$ | 319,222 | $ | (319,222 | ) | ||
6. | BENEFICIAL OWNERSHIP |
The beneficial ownership, either directly or indirectly, of 25% or more of the outstanding shares of a fund creates a presumption of control of the fund under Section 2(a)(9) of the 1940 Act. As of March 31, 2022, Charles Schwab & Co. was the record owner of 80.63% of the Fund’s outstanding shares. Charles Schwab & Co. may be the beneficial owner of some or all the shares or may hold the shares for the benefit of others. As a result, Charles Schwab & Co. may be deemed to control the Fund.
7. | SUBSEQUENT EVENTS |
Subsequent events after the date of the Statement of Assets and Liabilities have been evaluated through the date the financial statements were issued. Management has determined that no events or transactions occurred requiring adjustment or disclosure in the financial statements.
13
Marathon Value Portfolio |
EXPENSE EXAMPLES (Unaudited) |
March 31, 2022 |
As a shareholder of the Fund, you incur ongoing costs, consisting of the Fund’s universal fee. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.
The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period from October 1, 2021 to March 31, 2022 (the ’‘period’’).
Actual Expenses
The first table below provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading entitled ’‘Expenses Paid During the Period’’ to estimate the expenses you paid on your account during this period.
Hypothetical Example for Comparison Purposes
The second table below provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs. Therefore, the second table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.
Beginning Account | Ending | Expenses Paid | Expense Ratio During | |
Value | Account Value | During Period | the Period 10/1/21- | |
Actual | 10/1/21 | 3/31/22 | 10/1/21-3/31/22* | 3/31/22 |
$1,000.00 | S1,038.10 | 5.03 | 0.99% | |
Beginning Account | Ending | Expenses Paid | Expense Ratio During | |
Hypothetical | Value | Account Value | During Period | the Period 10/1/21- |
(5% return before expenses) | 10/1/21 | 3/31/22 | 10/1/21-3/31/22* | 3/31/22 |
$1,000.00 | $1,020.10 | $4.99 | 0.99% |
* | Expenses are equal to the average account value over the period, multiplied by the Fund’s annualized expense ratio, multiplied by the number of days in the period (182) divided by the number of days in the fiscal year (365). |
14
PRIVACY NOTICE |
NORTHERN LIGHTS FUND TRUST III
Rev. February 2014
FACTS | WHAT DOES NORTHERN LIGHTS FUND TRUST III DO WITH YOUR PERSONAL INFORMATION? |
Why? | Financial companies choose how they share your personal information. Federal law gives consumers the right to limit some but not all sharing. Federal law also requires us to tell you how we collect, share, and protect your personal information. Please read this notice carefully to understand what we do. |
What? | The types of personal information we collect and share depend on the product or service you have with us. This information can include:
■ Social Security number and income
■ assets, account transfers and transaction history
■ investment experience and risk tolerance
When you are no longer our customer, we continue to share your information as described in this notice. |
How? | All financial companies need to share customers’ personal information to run their everyday business. In the section below, we list the reasons financial companies can share their customers’ personal information; the reasons Northern Lights Fund Trust III chooses to share and whether you can limit this sharing. |
Reasons we can share your personal information | Does
Northern Lights Fund Trust III share? |
Can you limit this sharing? |
For
our everyday business purposes– such as to process your transactions, maintain your account(s), respond to court orders and legal investigations, or report to credit bureaus |
YES | NO |
For
our marketing purposes– to offer our products and services to you |
NO | We don’t share. |
For joint marketing with other financial companies | NO | We don’t share. |
For our affiliates’ everyday business purposes–information about your transactions and experiences | NO | We don’t share. |
For our affiliates’ everyday business purposes–information about your creditworthiness | NO | We don’t share. |
For our affiliates to market to you | NO | We don’t share. |
For nonaffiliates to market to you | NO | We don’t share. |
Questions? | Call 1-888-339-4230 |
15
Page 2 |
What we do | |
How does Northern Lights Fund Trust III protect my personal information? |
To protect your personal information from unauthorized access and use, we use security measures that comply with federal law. These measures include computer safeguards and secured files and buildings.
Our service providers are held accountable for adhering to strict policies and procedures to prevent any misuse of your nonpublic personal information.
|
How does Northern Lights Fund Trust III collect my personal information? |
We collect your personal information, for example, when you
■ open an account or give us contact information
■ provide account information or give us your income information
■ make deposits or withdrawals from your account
We also collect your personal information from other companies.
|
Why can’t I limit all sharing? |
Federal law gives you the right to limit only
■ sharing for affiliates’ everyday business purposes—information about your creditworthiness
■ affiliates from using your information to market to you
■ sharing for nonaffiliates to market to you
State laws and individual companies may give you additional rights to limit sharing.
|
Definitions | |
Affiliates | Companies related by common ownership or control. They can be financial and nonfinancial companies.
■ Northern Lights Fund Trust III does not share with our affiliates.
|
Nonaffiliates | Companies not related by common ownership or control. They can be financial and nonfinancial companies.
■ Northern Lights Fund Trust III does not share with nonaffiliates so they can market to you.
|
Joint marketing | A formal agreement between nonaffiliated financial companies that together market financial products or services to you.
■ Northern Lights Fund Trust III doesn’t jointly market.
|
16
Marathon Value Portfolio |
OTHER INFORMATION |
March 31, 2022 (Unaudited) |
Portfolio Holdings
The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission (the “SEC”) for the first and third quarters of each fiscal year on Form N-PORT. The Fund’s Forms N-PORT are available on the SEC’s website at http://www.sec.gov. Finally, the information on the Fund’s Form N-PORT is available, upon request, by calling the Fund at (800) 788-6086.
Proxy Voting Policies
The policies and procedures that the Fund uses to determine how to vote proxies relating to its investments is available without charge, upon request, by calling the Fund’s toll-free number at (800) 788-6086 or by visiting the Fund’s website at http://www.marathonvalue.com. A description of these policies and procedures is also included in the Fund’s Statement of Additional Information, which is available on the SEC’s website at http://www.sec.gov. Information regarding how the Fund voted proxies for each 12 month period ending June 30 is filed with the SEC on Form N-PX. Such information, when filed, is available without charge, upon request, by calling the Fund’s toll-free number at (800) 788-6086 or by visiting the Fund’s website at http://www.marathonvalue.com. Such information is also available on the SEC’s website at http://www.sec.gov.
17
Northern Lights Fund Trust III |
225 Pictoria Drive, Suite 450 |
Cincinnati, OH 45246 |
ADVISOR |
Kovitz Investment Group Partners, LLC |
71 S. Wacker Dr., Suite 1860 |
Chicago, IL 60606 |
ADMINISTRATOR |
Ultimus Fund Solutions, LLC |
225 Pictoria Drive, Suite 450 |
Cincinnati, OH 45246 |
TRANSFER AGENT |
Ultimus Fund Solutions LLC |
225 Pictoria Drive, Suite 450 |
Cincinnati, OH 45246 |
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM |
Cohen & Company Ltd. |
1350 Euclid Avenue |
Suite 800 |
Cleveland, OH 44115 |
LEGAL COUNSEL |
Thompson Hine LLP |
41 South High Street |
Suite 1700 |
Columbus, OH 43215 |
CUSTODIAN BANK |
Huntington National Bank |
41 South High Street |
Columbus, OH 43215 |
Marathon-SAR22 |
Item 2. Code of Ethics. Not applicable.
Item 3. Audit Committee Financial Expert. Not applicable.
Item 4. Principal Accountant Fees and Services. Not applicable.
Item 5. Audit Committee of Listed Companies. Not applicable to open-end investment companies.
Item 6. Schedule of Investments. Schedule of investments in securities of unaffiliated issuers is included under Item 1.
Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed-End Funds. Not applicable to open-end investment companies.
Item 8. Portfolio Managers of Closed-End Management Investment Companies. Not applicable to open-end investment companies.
Item 9. Purchases of Equity Securities by Closed-End Funds. Not applicable to open-end investment companies.
Item 10. Submission of Matters to a Vote of Security Holders. None
Item 11. Controls and Procedures.
(a) Based on an evaluation of the Registrant’s disclosure controls and procedures as of a date within 90 days of filing date of this Form N-CSR, the principal executive officer and principal financial officer of the Registrant have concluded that the disclosure controls and procedures of the Registrant are reasonably designed to ensure that the information required in filings on Form N-CSR is recorded, processed, summarized, and reported by the filing date, including that information required to be disclosed is accumulated and communicated to the Registrant’s management, including the Registrant’s principal executive officer and principal financial officer, as appropriate to allow timely decisions regarding required disclosure.
(b) There were no significant changes in the Registrant’s internal control over financial reporting that occurred during the Registrant’s last period covered by this report that have materially affected, or are reasonably likely to materially affect, the Registrant’s internal control over financial reporting.
Item 12. Disclosure of Securities Lending Activities for Closed-Ended Management Investment Companies
Not applicable.
Item 13. Exhibits.
(a)(1) Not applicable.
(a)(3) Not applicable for open-end investment companies.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
(Registrant) Northern Lights Fund Trust III
By (Signature and Title)
/s/ Richard Malinowski
Richard Malinowski, Principal Executive Officer/President
Date 6/6/22
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
By (Signature and Title)
/s/ Richard Malinowski
Richard Malinowski, Principal Executive Officer/President
Date 6/6/22
By (Signature and Title)
/s/ Brian Curley
Brian Curley, Principal Financial Officer/Treasurer
Date 6/6/22