Statements in this Semi-Annual Report that reflect projections or expectations of future financial or economic performance of the Aspiration Flagship Fund ("Fund") and of the market in general and statements of the Fund's plans and objectives for future operations are forward-looking statements. No assurance can be given that actual results or events will not differ materially from those projected, estimated, assumed or anticipated in any such forward-looking statements. Important factors that could result in such differences, in addition to the other factors noted with such forward-looking statements, include, without limitation, general economic conditions such as inflation, recession and interest rates. Past performance is not a guarantee of future results.
An investment in the Fund is subject to investment risks, including the possible loss of some or the entire principal amount invested. There can be no assurance that the Fund will be successful in meeting its investment objective. Investment in the Fund is also subject to the following risks: correlation risk, investment company risk, allocation risk, underlying fund concentration, leveraging, fund investing in foreign and emerging markets risk, convertible securities risk, business development (BDC) risk, high yield risk, liquidity risk, market risk, short sale risk, commodities risk, ETFs, distressed companies risk, alternative asset class risk, long/short selling risk, arbitrage risk, derivatives risk, natural resources risk, equity securities risk, bonds and other fixed income securities, and management risk. More information about these risks and other risks can be found in the Fund's prospectus.
The performance information quoted in this semi-annual report represents past performance, which is not a guarantee of future results. Investment return and principal value of an investment will fluctuate so that an investor's shares, when redeemed, may be worth more or less than their original cost. Current performance may be lower or higher than the performance data quoted.
An investor should consider the investment objectives, risks, charges, and expenses of the Fund carefully before investing. The prospectus contains this and other information about the Fund. A copy of the prospectus is available at aspiration.com or by calling the Adviser at 800-683-8529. The prospectus should be read carefully before investing.
|
Aspiration Flagship Fund
|
||||||||||
Schedule of Investments
|
||||||||||
(Unaudited)
|
||||||||||
As of March 31, 2015
|
||||||||||
Shares
|
Value (note 1)
|
|||||||||
EXCHANGE-TRADED PRODUCTS - 32.95%
|
||||||||||
*
|
Credit Suisse X-Links Long/Short Equity ETNs
|
1,486
|
$
|
38,770
|
||||||
ETRACS Wells Fargo MLP Index ETN
|
1,105
|
36,917
|
||||||||
Horizons S&P 500 Covered Call ETF
|
1,001
|
45,285
|
||||||||
IndexIQ ETF Trust - IQ Hedge Multi-Strategy Tracker ETF
|
4,815
|
144,161
|
||||||||
*
|
IQ Merger Arbitrage ETF
|
797
|
22,986
|
|||||||
IQ US Real Estate Small Cap ETF
|
107
|
2,973
|
||||||||
iShares TIPS Bond ETF
|
208
|
23,627
|
||||||||
*
|
PureFunds ISE Cyber Security ETF
|
697
|
19,495
|
|||||||
SPDR Dow Jones Global Real Estate ETF
|
619
|
30,758
|
||||||||
SPDR S&P 500 ETF Trust
|
698
|
144,088
|
||||||||
Vanguard Total World Stock ETF
|
2,349
|
144,675
|
||||||||
*
|
WisdomTree Managed Futures Strategy Fund
|
1,341
|
59,379
|
|||||||
Total Exchange-Traded Funds (Cost $716,074)
|
713,114
|
|||||||||
OPEN-END FUNDS - 58.60%
|
||||||||||
AQR Managed Futures Strategy Fund
|
13,517
|
155,984
|
||||||||
BlackRock Strategic Income Opportunities Portfolio
|
7,787
|
79,585
|
||||||||
Boston Partners Global Long/Short Fund
|
2,008
|
20,566
|
||||||||
Boston Partners Long/Short Research Fund
|
6,269
|
96,347
|
||||||||
Deutsche Select Alternative Allocation Fund
|
2,560
|
28,695
|
||||||||
*
|
Diamond Hill Long-Short Fund
|
1,717
|
41,525
|
|||||||
Eaton Vance Hedged Stock Fund
|
3,087
|
25,718
|
||||||||
Financial Investors Trust - Listed Private Equity Fund
|
5,762
|
39,643
|
||||||||
FPA New Income, Inc.
|
1,864
|
18,974
|
||||||||
*
|
Gabelli Enterprise Mergers and Acquisitions Fund
|
4,458
|
61,747
|
|||||||
Glenmede Secured Options Portfolio
|
3,759
|
45,146
|
||||||||
Highland Long/Short Equity Fund
|
4,864
|
61,580
|
||||||||
Highland Long/Short Healthcare Fund
|
1,280
|
21,447
|
||||||||
Iron Strategic Income Fund
|
4,492
|
49,011
|
||||||||
Ironclad Managed Risk Fund
|
6,986
|
76,779
|
||||||||
KCM Macro Trends Fund
|
2,226
|
28,232
|
||||||||
Litman Gregory Masters Alternative Strategies Fund
|
2,848
|
32,974
|
||||||||
MainStay Unconstrained Bond Fund
|
8,431
|
76,976
|
||||||||
MFS Global Alternative Strategy Fund
|
8,667
|
94,908
|
||||||||
PIMCO EqS Long/Short Fund
|
4,076
|
49,846
|
||||||||
PIMCO Unconstrained Bond Fund
|
3,837
|
42,903
|
||||||||
RiverPark/Gargoyle Hedged Value Fund
|
5,088
|
70,162
|
||||||||
The Merger Fund
|
3,133
|
49,507
|
||||||||
Total Open-End Funds (Cost $1,251,951)
|
1,268,255
|
|||||||||
(Continued)
|
Aspiration Flagship Fund
|
||||||||||
Schedule of Investments - Continued
|
||||||||||
(Unaudited)
|
||||||||||
As of March 31, 2015
|
||||||||||
Shares
|
Value (note 1)
|
|||||||||
SHORT-TERM INVESTMENT - 17.34%
|
||||||||||
§
|
Fidelity Institutional Money Market Funds - Treasury Portfolio, 0.01%
|
375,391
|
$
|
375,391
|
||||||
Total Short-Term Investment (Cost $375,391)
|
375,391
|
|||||||||
Total Value of Investments (Cost $2,343,416) - 108.89%
|
$
|
2,356,760
|
||||||||
Liabilities in Excess of Other Assets - (8.89)%
|
(192,447)
|
|||||||||
NET ASSETS - 100.00%
|
$
|
2,164,313
|
||||||||
*
|
Non-income producing investment
|
|||||||||
§
|
Represents 7 day effective yield
|
|||||||||
Summary of Investments
|
||||||||||
% of Net
|
||||||||||
Assets
|
Value
|
|||||||||
Exchange-Traded Products
|
32.95%
|
713,114
|
||||||||
Open-End Funds
|
58.60%
|
1,268,255
|
||||||||
Short-Term Investment
|
17.34%
|
375,391
|
||||||||
Other Assets Less Liabilities
|
-8.89%
|
(192,447)
|
||||||||
Total
|
100.00%
|
$ |
2,164,313
|
|||||||
See Notes to Financial Statements
|
Aspiration Flagship Fund
|
||||
Statement of Assets and Liabilities
|
||||
(Unaudited)
|
||||
As of March 31, 2015
|
||||
Assets:
|
||||
|
Investments, at value (cost $2,343,416)
|
$
|
2,356,760
|
|
|
Receivables:
|
|||
|
|
Investments sold
|
39,933
|
|
|
|
From Advisor
|
23,114
|
|
|
|
Fund shares sold
|
97,828
|
|
|
|
Dividends
|
792
|
|
|
Prepaid expenses:
|
|||
|
|
Registration and filing expenses
|
24,753
|
|
|
|
Insurance fees
|
7,866
|
|
|
|
Fund accounting fees
|
2,339
|
|
|
|
Other operating expenses
|
1,451
|
|
|
Total assets
|
2,554,836
|
||
Liabilities:
|
||||
|
Payables:
|
|||
|
|
Investments purchased
|
369,949
|
|
|
|
Fund shares repurchased
|
45
|
|
|
Accrued expenses:
|
|||
|
|
Professional fees
|
10,977
|
|
|
|
Trustee fees and meeting expenses
|
2,502
|
|
|
|
Compliance fees
|
1,881
|
|
|
|
Custody expenses and banking fees
|
1,710
|
|
|
|
Shareholder fulfillment expenses
|
1,634
|
|
|
|
Distribution expenses
|
816
|
|
|
|
Distribution and service fees - Investor Class Shares
|
665
|
|
|
|
Securities pricing fees
|
325
|
|
|
|
Administration fees
|
19
|
|
|
Total liabilities
|
390,523
|
||
Net Assets
|
$
|
2,164,313
|
||
Net Assets Consist of:
|
||||
|
Paid in Capital
|
$
|
2,143,408
|
|
|
Undistributed net investment income
|
881
|
||
|
Accumulated net realized gain on investments
|
6,680
|
||
|
Net unrealized appreciation on investments
|
13,344
|
||
|
Total Net Assets
|
$
|
2,164,313
|
|
|
Shares Outstanding, no par value (unlimited authorized shares)
|
212,006
|
||
|
Net Asset Value, Maximum Offering Price and Redemption Price Per Share
|
$
|
10.21
|
|
See Notes to Financial Statements
|
Aspiration Flagship Fund
|
|||
Statement of Operations
|
|||
(Unaudited)
|
|||
For the period from October 14, 2014 (Date of Initial Public Investment) through March 31, 2015
|
|||
Investment Income:
|
|||
|
Dividends
|
$
|
17,636
|
Total Investment Income
|
17,636
|
||
Expenses:
|
|||
|
Compliance fees (note 2)
|
19,461
|
|
|
Professional fees
|
19,046
|
|
|
Fund accounting fees (note 2)
|
12,709
|
|
|
Administration fees (note 2)
|
12,019
|
|
|
Transfer Agent fees (note 2)
|
8,250
|
|
|
Insurance fees
|
7,752
|
|
|
Registration and filing expenses
|
6,970
|
|
|
Custody expenses and banking fees (note 2)
|
5,493
|
|
|
Trustee fees and meeting expenses
|
5,001
|
|
|
Shareholder fulfillment expenses
|
3,054
|
|
|
Distribution expenses
|
2,066
|
|
|
Registration and filing administration fees
|
1,350
|
|
|
Distribution and service fees - Investor Class Shares (note 3)
|
1,327
|
|
|
Securities pricing fees
|
332
|
|
|
Other operating expenses
|
(847)
|
|
|
Total Expenses
|
103,983
|
|
Expenses reimbursed by advisor (note 2)
|
(101,316)
|
||
Net Expenses
|
2,667
|
||
Net Investment Income
|
14,969
|
||
Realized and Unrealized Gain on Investments
|
|||
|
Net realized gain from investment transactions
|
6,680
|
|
|
Net change in unrealized appreciation on investments
|
13,344
|
|
Net Realized and Unrealized Gain on Investments
|
20,024
|
||
Net Increase in Net Assets Resulting from Operations
|
$
|
34,993
|
|
See Notes to Financial Statements
|
Aspiration Flagship Fund
|
||||||||
Statement of Changes in Net Assets
|
||||||||
(Unaudited)
|
||||||||
For the period from October 14, 2014 (Date of Initial Public Investment) through March 31, 2015
|
||||||||
Operations:
|
||||||||
Net investment income
|
$
|
14,969
|
||||||
Net realized gain from investment transactions
|
6,680
|
|||||||
Net change in unrealized appreciation on investments
|
13,344
|
|||||||
Increase in Net Assets from Operations
|
34,993
|
|||||||
Distributions to Shareholders (note 4):
|
||||||||
|
Net investment income
|
(14,087)
|
||||||
Decrease in Net Assets Resulting from Distributions
|
(14,087)
|
|||||||
Beneficial Interest Transactions:
|
||||||||
|
Shares sold |
2,133,214
|
||||||
|
Reinvested dividends and distributions
|
14,087
|
||||||
|
Shares repurchased
|
(3,894)
|
||||||
Net Increase in Beneficial Interest Transactions
|
2,143,407
|
|||||||
Net Increase in Net Assets
|
2,164,313
|
|||||||
Net Assets:
|
||||||||
|
Beginning of year |
-
|
||||||
|
End of year |
$
|
2,164,313
|
|||||
Undistributed Net Investment Income
|
$
|
881
|
||||||
Share Information:
|
||||||||
Shares Sold
|
210,988
|
|||||||
Reinvested Distributions
|
1,400
|
|||||||
Shares repurchased
|
(382)
|
|||||||
Net Increase in Shares of Beneficial Interest
|
212,006
|
|||||||
See Notes to Financial Statements
|
Aspiration Flagship Fund
|
|||||||
Financial Highlights
|
|||||||
(Unaudited)
|
|||||||
For a share outstanding during the period from
|
|||||||
October 14, 2014 (Date of Initial Public Investment) to March 31, 2015
|
|||||||
Net Asset Value, Beginning of Period
|
$
|
10.00
|
|||||
Income from Investment Operations
|
|||||||
|
Net investment income
|
0.14
|
|||||
|
Net realized and unrealized gain on investments
|
0.21
|
|||||
Total from Investment Operations
|
0.35
|
||||||
Less Distributions to Shareholders:
|
|||||||
|
Net investment income
|
(0.14)
|
|||||
Total Distributions
|
(0.14)
|
||||||
Net Asset Value, End of Period
|
$
|
10.21
|
|||||
Total Return (b)(c)(f)
|
(0.51)%
|
||||||
Total Return (b)(c)(g)
|
1.49%
|
||||||
Net Assets, End of Period (in thousands)
|
$
|
2,164
|
|||||
Ratios of:
|
|||||||
Gross Expenses to Average Net Assets (d)
|
16.23%
|
(a)
|
|||||
Net Expenses to Average Net Assets (d)
|
0.42%
|
(a)
|
|||||
Net Investment Income to Average Net Assets (e)
|
2.34%
|
(a)
|
|||||
Portfolio turnover rate
|
9.36%
|
(b)
|
|||||
(a)
|
Annualized
|
||||||
(b)
|
Not annualized.
|
||||||
(c)
|
Includes adjustments in accordance with accounting principles generally accepted in the United States of America
|
||||||
and, consequently, the net asset value for financial reporting purposes and the returns based upon those net asset
|
|||||||
values may differ from the net asset values and returns for shareholder transactions.
|
|||||||
(d)
|
Does not include expenses of the investment companies in which the Fund invests.
|
||||||
(e)
|
Recognition of net investment income by the Fund is affected by the timing of the declaration of dividends
|
||||||
by the underlying investment companies in which the Fund invests.
|
|||||||
(f)
|
Performance with assumed contribution reduction of 2.00%.
|
||||||
(g)
|
Performance without assumed contribution reduction of 2.00%.
|
||||||
See Notes to Financial Statements
|
Aspiration Flagship Fund
|
||||||||
Investments in Securities (a)
|
Total
|
Level 1
|
Level 2
|
Level 3
|
||||
Assets
|
||||||||
Exchange-Traded Products
|
$
|
713,114
|
$
|
713,114
|
$
|
-
|
$
|
-
|
Open-End Funds
|
1,268,255
|
1,268,255
|
-
|
-
|
||||
Short-Term Investment
|
375,391
|
375,391
|
-
|
-
|
||||
Total Assets
|
$
|
2,356,760
|
$
|
2,356,760
|
$
|
-
|
$
|
-
|
(a)
|
The Fund had no transfers into or out of Level 1, 2, or 3 during the initial period ended March 31, 2015. It is the Fund's policy to record transfers at the end of the year.
|
2.
|
Transactions with Related Parties and Service Providers
|
Administration Fees*
|
Custody Fees*
|
Fund
Accounting
Fees
(minimum
monthly)
|
Fund
Accounting
Fees
(asset-
based fee)
|
Blue Sky
Administration
Fees (annual)
|
|||
Average Net Assets
|
Annual
Rate
|
Average Net Assets
|
Annual
Rate
|
||||
First $100 million
|
0.100%
|
First $250 million
|
0.0100%
|
$2,250
|
0.01%
|
$150 per state
|
|
Next $150 million
|
0.080%
|
Next $250 million
|
0.0075%
|
||||
Next $250 million
|
0.060%
|
Over $500 million
|
0.0050%
|
||||
Next $500 million
|
0.050%
|
*Minimum monthly fees of $2,000 and $417 for Administration and Custody, respectively.
|
|||||
Next $1 billion
|
0.040%
|
||||||
Over $2 billion
|
0.030%
|
3.
|
Distribution and Service Fees
|
4.
|
Purchases and Sales of Investment Securities
|
Purchases of Securities
|
Proceeds from Sales of Securities
|
$1,076,805
|
$69,527
|
|
March 31, 2015 |
Ordinary Income | $ 14,087 |
Cost of Investments
|
$ |
2,343,416
|
||||
Unrealized Appreciation
|
$ |
25,487
|
||||
Unrealized Depreciation
|
(12,143)
|
|||||
Net Unrealized Appreciation
|
13,344
|
|||||
Undistributed Net Investment Income
|
881
|
|||||
Accumulated Net Realized Gain on Investments
|
6,680
|
|||||
Distributable Earnings
|
$ |
20,905
|
||||
1.
|
Proxy Voting Policies and Voting Record
|
2.
|
Quarterly Portfolio Holdings
|
3.
|
Tax Information
|
4.
|
Schedule of Shareholder Expenses
|
Investor Class Shares
|
Beginning
Account Value
October 14, 2014
|
Ending
Account Value
March 31, 2015
|
Expenses Paid
During Period*
|
Actual
Hypothetical (5% annual return before expenses)
|
|||
$1,000.00
|
$1,014.90
|
$1.96
|
|
$1,000.00
|
$1,021.21
|
$1.97
|
For Shareholder Service Inquiries:
|
For Investment Advisor Inquiries:
|
|
|
Nottingham Shareholder Services, LLC
|
Aspiration Fund Adviser, LLC
|
116 South Franklin Street
|
4640 Admiralty Way
|
Post Office Drawer 4365
|
Marina Del Rey, CA 90292
|
Rocky Mount, North Carolina 27803
|
|
|
|
Telephone:
|
Telephone:
|
|
|
800-773-3863
|
800-683-8529
|
|
|
World Wide Web @:
|
World Wide Web @:
|
|
|
ncfunds.com
|
aspiration.com
|
Item 8. | PORTFOLIO MANAGERS OF CLOSED-END MANAGEMENT INVESTMENT COMPANIES. |
Item 9. | PURCHASES OF EQUITY SECURITIES BY CLOSED-END MANAGEMENT INVESTMENT COMPANY AND AFFILIATED PURCHASERS. |
(a) | The Principal Executive Officer and the Principal Financial Officer have concluded that the registrant's disclosure controls and procedures are effective based on their evaluation of the disclosure controls and procedures as of a date within 90 days of the filing of this report. |
(b) | There were no changes in the registrant's internal control over financial reporting that occurred during the registrant's second fiscal quarter of the period covered by this report that have materially affected, or are reasonably likely to materially affect, the registrant's internal control over financial reporting. |
(a)(1) | Not applicable. |
(a)(2) | Certifications required by Item 12.(a)(2) of Form N-CSR are filed herewith as Exhibit 12.(a)(2). |
(a)(3) | Not applicable. |
(b) | Certifications required by Item 12.(b) of Form N-CSR are filed herewith as Exhibit 12.(b). |
By: (Signature and Title)
|
/s/Andrei Cherny
|
Date: June 4, 2015
|
Andrei Cherny
President and Principal Executive Officer
Aspiration Flagship Fund
|
By: (Signature and Title)
|
/s/Andrei Cherny
|
Date: June 4, 2015
|
Andrei Cherny
President and Principal Executive Officer
Aspiration Flagship Fund
|
By: (Signature and Title)
|
/s/ Ashley E. Harris
|
Date: June 3, 2015
|
Ashley E. Harris
Treasurer and Principal Financial Officer
Aspiration Flagship Fund
|
Date: June 4, 2015
|
/s/Andrei Cherny
|
Andrei Cherny
President and Principal Executive Officer
Aspiration Flagship Fund
|
Date: June 3, 2015
|
/s/Ashley E. Harris
|
Ashley E. Harris
Treasurer and Principal Financial Officer
Aspiration Flagship Fund
|
(1) | The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and |
(2) | The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Fund. |
Date: June 4, 2015
|
By:
|
/s/Andrei Cherny
|
Andrei Cherny
President and Principal Executive Officer
Aspiration Flagship Fund
|
(1) | The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and |
(2) | The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Fund. |
Date: June 3, 2015
|
By:
|
/s/Ashley E. Harris
|
Ashley E. Harris
Treasurer and Principal Financial Officer
Aspiration Flagship Fund
|