0001398344-22-000313.txt : 20220107 0001398344-22-000313.hdr.sgml : 20220107 20220107153004 ACCESSION NUMBER: 0001398344-22-000313 CONFORMED SUBMISSION TYPE: N-CSRS PUBLIC DOCUMENT COUNT: 4 CONFORMED PERIOD OF REPORT: 20211031 FILED AS OF DATE: 20220107 DATE AS OF CHANGE: 20220107 EFFECTIVENESS DATE: 20220107 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Variant Alternative Income Fund CENTRAL INDEX KEY: 0001736510 IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 0430 FILING VALUES: FORM TYPE: N-CSRS SEC ACT: 1940 Act SEC FILE NUMBER: 811-23336 FILM NUMBER: 22517979 BUSINESS ADDRESS: STREET 1: C/O UMB FUND SERVICES, INC. CITY: MILWAUKEE STATE: WI ZIP: 53212 BUSINESS PHONE: 4142992200 MAIL ADDRESS: STREET 1: C/O UMB FUND SERVICES, INC. CITY: MILWAUKEE STATE: WI ZIP: 53212 N-CSRS 1 fp0071573_ncsrs.htm

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 811-23336

 

 

Variant Alternative Income Fund

 

(Exact name of registrant as specified in charter)

 

c/o UMB Fund Services, Inc.

235 West Galena Street

Milwaukee, WI 53212

 

(Address of principal executive offices) (Zip code)

 

Terrance P. Gallagher

235 West Galena Street

Milwaukee, WI 53212

 

(Name and address of agent for service)

 

registrant's telephone number, including area code: (414) 299-2270

 

 

Date of fiscal year end: April 30

 

 

Date of reporting period: October 31, 2021

 

 

Form N-CSR is to be used by management investment companies to file reports with the Commission not later than 10 days after the transmission to stockholders of any report that is required to be transmitted to stockholders under Rule 30e-1 under the Investment Company Act of 1940 (17 CFR 270.30e-1). The Commission may use the information provided on Form N-CSR in its regulatory, disclosure review, inspection, and policymaking roles.

 

A registrant is required to disclose the information specified by Form N-CSR, and the Commission will make this information public. A registrant is not required to respond to the collection of information contained in Form N-CSR unless the Form displays a currently valid Office of Management and Budget (“OMB”) control number. Please direct comments concerning the accuracy of the information collection burden estimate and any suggestions for reducing the burden to Secretary, Securities and Exchange Commission, 100 F Street, NE, Washington, DC 20549-1090. The OMB has reviewed this collection of information under the clearance requirements of 44 U.S.C. § 3507.

 

 

 

 

ITEM 1. REPORTS TO STOCKHOLDERS.

 

The Report to Shareholders is attached herewith.

 

 

 

 

VARIANT ALTERNATIVE INCOME FUND

 

 

 

 

Semi-Annual Report

 

October 31, 2021

 

(Unaudited)

 

 

 

Variant Alternative Income Fund

 

 

Table of Contents
October 31, 2021 (Unaudited)

 

 

   

Schedule of Investments

2-6

Portfolio Allocation

7

Statement of Assets and Liabilities

8

Statement of Operations

9

Statements of Changes in Shareholders’ Equity

10-11

Statement of Cash Flows

12

Financial Highlights

13

Notes to Financial Statements

14-30

Other Information

31-32

 

This report and the financial statements contained herein are provided for the general information of the shareholders of the Variant Alternative Income Fund. This report is not authorized for distribution to prospective investors in the Fund unless preceded or accompanied by an effective prospectus.

 

1

 

 

Variant Alternative Income Fund

 

 

Schedule of Investments
October 31, 2021 (Unaudited)

 

 

Investments in private investment companies — 27.3%

 

Shares/
Units

   

First
Acquisition
Date

   

Cost

   

Fair Value

   

Percent of
Net
Assets

 

Litigation Finance

                                       

EAJF Leveraged Feeder LP (a)(g)(h)

          3/30/2021     $ 6,000,000     $ 6,352,129       0.5 %

Series 4 - Virage Capital Partners LP (a)(g)(h)

          9/1/2018       1,256,910       1,881,052       0.2  

Series 6 - Virage Capital Partners LP (a)(g)(h)

          10/31/2019       16,000,000       18,755,764       1.5  

Virage Recovery Fund (Cayman) LP (a)(g)(h)

          8/6/2019       15,313,446       35,587,842       2.9  
                      38,570,356       62,576,787       5.1  

Portfolio Finance

                                       

Crestline Portfolio Financing Fund Offshore B, L.P. and Subsidiary (a)(g)(h)

          4/25/2018       661,182       862,480       0.1  

Crestline Portfolio Financing Fund II (US), L.P. (a)(g)(h)

          8/26/2021       1,030,643       1,107,660       0.1  

Crestline Praeter, L.P. - Zoom (a)(g)(h)

          12/26/2019       2,584,158       2,944,900       0.2  
                      4,275,983       4,915,040       0.4  

Real Estate Debt

                                       

Bay Point Capital Partners II, LP (a)(g)(h)

          7/2/2019       5,516,915       8,538,302       0.7  

Oak Harbor Capital NPL VII, LLC (a)(g)(h)

          3/1/2019       9,956,562       11,507,395       0.9  

Quiet Credit I LLC (a)(g)(h)

          7/15/2021       6,250,000       6,314,821       0.5  
                      21,723,477       26,360,518       2.1  

Real Estate Equity

                                       

Montreux Healthcare Fund PLC (a)(h)

    39,863       2/1/2018       55,792,884       63,141,455       5.1  

Prime Storage Fund II (Cayman), LP (a)(g)(h)

          11/20/2017       1,460,840       1,364,506       0.1  
                      57,253,724       64,505,961       5.2  

Royalties

                                       

MV Feeder, LLC (a)(g)(h)

          11/27/2020       10,295,667       10,365,747       0.8  

MV Co-Investment Feeder, LLC (a)(g)(h)

          8/3/2021       2,000,000       2,068,188       0.2  
                      12,295,667       12,433,935       1.0  

Secondaries

                                       

Armadillo Financial Fund LP (a)(g)(h)

          12/28/2018       116,039       49,215       0.0  

Marathon Structured Product Strategies Fund, LP (a)(g)(h)

          3/27/2019       745,744       749,400       0.0  

North Haven Offshore Infrastructure Partners A L.P. (a)(g)(h)

          7/18/2019       1,566,729       1,431,284       0.1  

PWP Asset Based Income ASP Fund (a)(g)(h)

          3/29/2019       916,560       1,142,673       0.1  

Thor Urban Property Fund II Liquidating Trust (a)(h)

    35,695       12/30/2019       4,829,713       1,056,272       0.1  
                      8,174,785       4,428,844       0.3  

Specialty Finance

                                       

Blue Elephant Financing Fund I, L.P. (a)(g)(h)

          3/29/2019       1,378,410       935,287       0.1  

CoVenture - Amzn Credit Opportunities Fund LP (a)(g)(h)

          3/11/2021       16,915,649       17,099,291       1.4  

CoVenture Credit Opportunities Partners Fund LP (a)(g)(h)

          2/28/2020       20,000,000       20,217,733       1.6  

CoVenture - No1 Credit Opportunities Fund LLC (A-2 Series) (a)(g)(h)

          2/5/2021       3,000,000       3,034,009       0.2  

CoVenture - No1 Credit Opportunities Fund LLC (A-3 Series) (a)(g)(h)

          7/12/2021       2,959,568       2,989,108       0.2  

CoVenture - No1 Credit Opportunities Fund LLC (a)(g)(h)

          12/12/2019       1,000,000       1,012,355       0.1  

DelGatto Diamond Fund QP, LP (a)(g)(h)

          10/3/2019       18,750,000       21,459,236       1.7  

Leaf II SPC (a) (b) (c) (d)

          11/28/2018       14,268       40,067       0.0  

OHPC LP Founders Class Interest 1.25% (a)(g)(h)

          5/27/2021       5,000,000       5,052,960       0.4  

OHP II LP (a)(g)(h)

          3/7/2019       9,000,000       9,327,396       0.8  

Silverpeak Special Situations Lending Onshore Fund LP (a)(g)(h)

          10/19/2021       2,909,240       3,059,909       0.3  

Turning Rock Fund I LP (a)(g)(h)

          11/29/2019       7,071,938       7,712,751       0.6  
                      87,999,073       91,940,102       7.4  

 

The accompanying notes are an integral part of these Financial Statements.

 

2

 

 

Variant Alternative Income Fund

 

 

Schedule of Investments
October 31, 2021 (Unaudited) (continued)

 

 

Investments in private investment companies — 27.3%

 

Shares/
Units

   

First
Acquisition
Date

   

Cost

   

Fair Value

   

Percent of
Net
Assets

 

Transportation Finance

                                       

Aero Capital Solutions Feeder Fund III, LP (a)(g)(h)

          9/13/2021     $ 14,183,381     $ 14,205,981       1.1 %

Aero Capital Solutions Fund, LP (a)(g)(h)

          1/17/2019       2,532,890       2,650,901       0.2  

Aero Capital Solutions Fund II, LP (a)(g)(h)

          9/16/2019       40,196,149       45,428,622       3.7  

American Rivers Fund, LLC (a)(g)(h)

          5/2/2019       7,134,471       7,701,656       0.7  

Hudson Transport Real Asset Fund LP (a)(g)(h)

          8/31/2018       1,360,433       1,440,463       0.1  
                      65,407,324       71,427,623       5.8  

Total investments in private investment companies

                    295,700,389       338,588,810       27.3  

 

Investments in credit facilities — 42.6%

         

Principal

                 

Litigation Finance

                               

Kerberos Capital Management and SPV I, 17.0%, due 9/11/2024 (a)(b)

    12/29/2018       38,075,872       38,075,872       3.1  

Kerberos Capital Management and SPV - (Luckett), 19.0%, due 9/11/2024 (a)(b)

    1/29/2020       8,282,200       8,282,200       0.7  

Kerberos Capital Management SPV I LLC (Pulvers), 20.0%, due 8/16/2024 (a)(b)

    11/19/2020       10,729,963       10,729,963       0.9  

Kerberos Capital Management SPV I LLC Short Term Loan, due 11/10/2021 (a)(b)

    10/27/2021       600,000       600,000       0.0  

Legal Capital Products, LLC, due 10/7/2028 (a)(b)

    10/7/2021       11,795,000       11,795,000       0.9  
              69,483,035       69,483,035       5.6  

Portfolio Finance

                               

BA Tech Master, LP, 15.0%, due 10/1/2022 (a)(b)

    10/2/2018       4,477,479       4,477,479       0.4  

Delgatto Diamond Finance Fund, L.P., due 5/26/2022 (a)(b)

    5/28/2021       20,000,000       20,000,000       1.6  

Fairway America Fund (VII and VIIQP) LP, 7.0%, due 7/1/2022 (a)(b)

    11/29/2019       5,500,000       5,500,000       0.5  

Stage Point Capital, LLC, 7.0%, due 5/31/2022 (a)(b)

    5/21/2019       7,800,000       7,800,000       0.6  

Viscogliosi Brothers, LLC, due 10/31/2023 (a)(b)

    3/2/2020       4,980,000       4,980,000       0.4  
              42,757,479       42,757,479       3.5  

Real Estate Debt

                               

Pier Asset Management (Series 5), due 11/7/2022 (a)(b)

    4/27/2021       3,773,000       3,773,000       0.3  

TAILOR RIDGE CAPITAL MANAGEMENT, LLC, due 6/30/2022 (a)(b)(c)

    3/2/2020       3,000,000       3,000,000       0.2  
              6,773,000       6,773,000       0.5  

Royalties

                               

ARC LPW I, LLC, 13.0%, due 3/31/2024 (a)(b)

    9/26/2019       35,355,458       35,355,458       2.9  

Specialty Finance

                               

5 Core Capital LLC, 13.0%, due 9/30/2022 (a)(b)

    10/28/2020       2,757,150       2,757,150       0.2  

Advantech Servicios Financieros, (a)(b)

    11/5/2020       7,330,000       7,330,000       0.6  

Aion Acquisition, LLC, 0.0%, due 12/31/2021 (a)(b)

    3/31/2021       1,638,572       1,638,572       0.1  

Aion Acquisition, LLC, 0.0%, due 3/31/2022 (a)(b)

    3/31/2021       538,513       131,550       0.0  

Aion Acquisition, LLC, 0.0%, due 12/31/2021 (a)(b)

    3/31/2021       1,582,831       1,582,831       0.1  

Art Lending, Inc. (Dart Milano S.R.L), 9.5%, due 4/7/2022 (a)(b)

    4/14/2021       12,154,496       12,154,496       1.0  

Art Lending, Inc. (Procacini S.L. - 1), 10.0%, due 2/28/2022 (a)(b)

    8/26/2020       2,512,000       2,512,000       0.2  

Art Lending, Inc. (Procacini S.L. - 2), 9.5%, due 4/7/2022 (a)(b)

    4/14/2021       5,899,920       5,899,920       0.5  

Art Money International, Co., 8.0%, due 12/9/2021 (a)(b)

    12/9/2019       435,000       435,000       0.0  

Art Money U.S., Inc., 11.0%, due 7/1/2023 (a)(b)

    6/12/2018       2,000,000       2,000,000       0.2  

AVISTA COLOMBIA S.A.S, 13.0%, due 4/29/2024 (a)(b)

    3/29/2021       4,760,000       4,760,000       0.4  

Bandon VAIF, LLC, 12.0%, due 2/9/2023 (a)(b)

    2/10/2020       7,156,611       5,208,486       0.4  

Coromandel Credit Facility, 12.0%, due 7/30/2022 (a)(b)

    1/13/2020       31,982,000       31,982,000       2.6  

EDU Growth Capital Management PTE, Ltd., 12.5%, due 11/19/2023 (a)(b)

    4/27/2021       4,400,000       4,400,000       0.4  

Equity Link, S.A.P.I. De C.V., 15.0%, due 4/29/2024 (a)(b)

    4/29/2021       1,925,000       1,925,000       0.2  

First Class Securities Pty Ltd as trustee for the Oceana Australian Fixed Income Trust - 10.25%, due 4/14/2023 (a)(b)

    4/14/2021       7,652,000       7,522,190       0.6  

First Class Securities Pty Ltd as trustee for the Oceana Australian Fixed Income Trust - 11.25%, due 1/20/2023 (a)(b)

    1/20/2021       10,000,000       9,990,276       0.8  

 

The accompanying notes are an integral part of these Financial Statements.

 

3

 

 

Variant Alternative Income Fund

 

 

Schedule of Investments
October 31, 2021 (Unaudited) (continued)

 

 

Investments in credit facilities — 42.6%

 

First
Acquisition
Date

   

Principal

   

Fair Value

   

Percent of
Net
Assets

 

Specialty Finance (Continued)

                               

First Class Securities Pty Ltd as trustee for the Oceana Australian Fixed Income Trust - 13.0%, due 11/6/2022 (a)(b)

    11/6/2020     $ 30,000,000     $ 32,774,361       2.6 %

First Class Securities Pty Ltd as trustee for the Oceana Australian Fixed Income Trust - 12.5%, due 9/7/2023 (a)(b)

    9/7/2021       10,000,000       10,075,262       0.8  

Grupo Olinx, S.A.P.I. de C.V., SOFOM, E.N.R., due 8/20/2024 (a)(b)

    8/12/2021       5,800,000       5,800,000       0.5  

Hash Maps Labs, Inc., 12.0%, due 3/21/2024 (a)(b)

    3/23/2021       2,474,447       2,474,447       0.2  

Knickerbocker Funding LLC, due 9/21/2021 (a)(b)

    9/20/2019       1,081,481       1,081,481       0.1  

Lambda School II SPV LLC, 12.0%, due 10/25/2025 (a)(b)

    10/19/2020       1,777,060       1,777,060       0.1  

Lambda School III SPV LLC, 12.0%, due 8/18/2024 (a)(b)

    6/18/2021       1,729,220       1,729,220       0.1  

LCA Crackpital, S.A.P.I. de C.V. SOFOM, E.N.R., 15.25%, due 3/12/2023 (a)(b)

    4/21/2021       3,500,086       3,500,086       0.3  

Lendable Asset Management LLC, 14.0%, due 1/13/2024 (a)(b)

    1/13/2021       5,000,000       5,000,000       0.4  

OHP II LP - Byzfunder Funding, LLC, due 4/22/2024 (a)(b)

    9/3/2021       4,087,702       4,087,702       0.3  

OHP II LP - Progress Funding, LLC, due 12/31/2021 (a)(b)

    9/17/2019       1,284,490       1,284,490       0.1  

OHP II LP - Wall St. Funding, 11.0%, due 2/18/2023 (a)(b)

    5/7/2021       7,000,000       7,000,000       0.6  

PT Awan Tunai Indonesia, 12.29%, due 9/9/2023 (a)(b)

    9/9/2020       9,750,113       9,750,113       0.8  

PT SOLUSI DIGITAL INTERASIA, 9.3%, due 11/30/2022 (a)(b)

    11/11/2020       3,800,000       3,800,000       0.3  

RAINFOREST LIFE PTE. LTD., due 8/20/2024 (a)(b)

    8/20/2021       1,937,393       1,937,393       0.2  

RKB Bridge Solutions Credit Facility, 7.0%, due 12/10/2021 (a)(b)

    12/13/2019       3,000,000       3,000,000       0.3  

Salaryo Credit Facility, 12.0%, due 12/19/2022 (a)(b)

    1/30/2020       3,777,249       3,777,249       0.3  

Star Strong Capital, 12.0%, due 11/1/2023 (a)(b)

    8/9/2019       9,746,287       9,641,287       0.8  

TCM Produce LLC, 9.0%, due 10/15/2022 (a)(b)

    5/19/2021       10,295,000       10,295,000       0.8  

Upper90 SPV Loan, 11.0%, due 12/31/2021 (a)(b)

    11/27/2019       1,124,305       1,124,305       0.1  

Vantage Borrower SPV I LLC, 16.5%, due 4/30/2024 (a)(b)

    9/11/2020       3,000,000       3,000,000       0.2  
              224,888,926       225,138,927       18.2  

Trade Finance

                               

Drip Trade Finance Series 2020-L, 7.0%, due 2/28/2022 (a)(b)

    7/30/2020       1,000,000       1,000,000       0.1  

Drip Trade Finance Series 2020-P, 7.0%, due 2/28/2022 (a)(b)

    8/28/2020       2,000,000       2,000,000       0.2  

Drip Trade Finance Series 2020-W, 7.0%, due 2/28/2022 (a)(b)

    10/30/2020       1,000,000       1,000,000       0.1  

Octagon Asset Management, LLC - (Deal: CTI #10 Beilai), 85.26%, due 1/31/2022 (a)(b)

    2/19/2021       6,214,228       6,124,928       0.5  

Octagon Asset Management, LLC - (Deal: Farla), 27.3%, due 1/31/2022 (a)(b)

    10/2/2020       11,960,777       6,290,777       0.5  

Octagon Asset Management, LLC - (Deal: Farla McBliss), 22.8%, due 1/31/2022 (a)(b)

    4/12/2021       39,587,871       39,587,871       3.2  

Octagon Asset Management, LLC - (Deal: Medcare Edma), 47.44%, due 1/31/2022 (a)(b)

    10/1/2020       26,670,861       31,495,599       2.5  

Octagon Asset Management, LLC - (Deal: Moonie), 29.4%, due 1/31/2022 (a)(b)

    12/4/2020       2,954,250       1,283,500       0.1  

Octagon Asset Management, LLC - (Deal: Tru Grit 7), 24.0%, due 1/31/2022 (a)(b)

    3/9/2021       19,369,751       21,975,063       1.8  

Octagon Asset Management, LLC - (Deal: Hanes #1), 24.0%, due 1/31/2022 (a)(b)

    9/3/2021       925,812       925,812       0.1  
              111,683,550       111,683,550       9.0  

Transportation Finance

                               

OHP II LP - Signet Martime Corporation 10.5%, due 6/30/2022 (a)(b)(c)

    3/2/2020       4,039,652       4,039,652       0.3  

Warehouse Facilities

                               

Edly WH Investors 2019-1, LLC, 12.0%, due 9/30/2023 (a)(b)

    10/9/2019       4,884,564       4,884,564       0.4  

Homelight Homes Real Estate, LLC, 12.0%, due 2/28/2022 (a)(b)(d)

    10/8/2020       24,057,968       24,057,968       1.9  

Printemps, LP, 7.0%, due 12/4/2021 (a)(b)

    12/4/2019       667,514       667,514       0.1  

Rivonia Road Accept, LLC, 8.0%, due 11/12/2022 (a)(b)

    2/5/2021       2,568,182       2,568,182       0.2  
              32,178,228       32,178,228       2.6  

Total investments in credit facilities

            527,159,328       527,409,329       42.6  

 

The accompanying notes are an integral part of these Financial Statements.

 

4

 

 

Variant Alternative Income Fund

 

 

Schedule of Investments
October 31, 2021 (Unaudited) (continued)

 

 

Investments in special purpose vehicles — 12.9%

 

Shares/
Units

   

First
Acquisition
Date

   

Cost

   

Fair Value

   

Percent of
Net
Assets

 

Litigation Finance

                                       

YS CF LawFF VII LLC (a)(b)

          4/5/2018     $ 500,000     $ 500,000       0.0 %

Real Estate Debt

                                       

Monticello Funding, LLC Series BTH-3 (a)(g)(h)

          6/29/2018       119,612       120,819       0.0  

Monticello Funding, LLC Series BTH-30 (a)(g)(h)

          6/25/2019       200,000       202,018       0.0  

Monticello Funding, LLC Series BTH-31 (a)(g)(h)

          5/29/2019       300,000       303,060       0.0  

Monticello Funding, LLC Series BTH-33 (a)(g)(h)

          8/23/2019       750,000       755,632       0.1  

Monticello Funding, LLC Series BTH-37 (a)(g)(h)

          11/18/2019       2,000,000       2,020,403       0.2  

Monticello Funding, LLC Series BTH-38 (a)(g)(h)

          3/19/2020       1,750,000       1,767,853       0.1  

Monticello Funding, LLC Series BTH-41 (a)(g)(h)

          3/9/2020       2,450,000       2,474,994       0.2  

Monticello Funding, LLC Series BTH-43 (a)(g)(h)

          3/24/2020       850,000       858,957       0.1  

Monticello Funding, LLC Series BTH-45 (a)(g)(h)

          11/6/2020       700,000       707,141       0.1  

Monticello Funding, LLC Series BTH-47 (a)(g)(h)

          12/22/2020       3,000,000       3,036,372       0.3  

Monticello Funding, LLC Series BTH-48 (a)(g)(h)

          7/23/2021       2,250,000       2,272,859       0.2  

Monticello Funding, LLC Series BTH-49 (a)(g)(h)

          8/16/2021       592,105       597,856       0.0  

Monticello Structured Products, LLC Series MSP-12 (a)(g)(h)

          12/12/2019       0       11,351       0.0  
                      14,961,717       15,129,315       1.3  

Real Estate Equity

                                       

CX Alexandria Depositor, LLC (a)(g)(h)

          10/22/2021       8,350,000       8,544,452       0.7  

CX EOS Orlando Depositor, LLC (a)(g)(h)

          8/10/2021       5,920,000       5,994,144       0.5  

CX Heritage Depositor, LLC (a)(g)(h)

          9/15/2021       4,500,000       4,659,534       0.4  

CX Highland Depositor, LLC (a)(g)(h)

          9/20/2021       7,370,000       7,619,167       0.6  

CX Multifamily Portfolio Depositor, LLC (a)(g)(h)

          5/25/2021       2,950,000       2,992,263       0.2  

CX Riverstone Depositor, LLC (a)(g)(h)

          9/15/2021       4,000,000       4,141,808       0.3  

CX Texas Industrial Depositor, LLC (a)(g)(h)

          8/6/2021       4,500,000       4,672,849       0.4  

Windsor Hill Bridge, LLC (a)(g)(h)

          7/29/2021       3,300,000       3,469,069       0.3  
                      40,890,000       42,093,286       3.4  

Royalties

                                       

Round Hill Music Carlin Coinvest, LP (e)(g)(h)

          10/1/2017       929,104       1,170,548       0.1  

Specialty Finance

                                       

CoVenture - Clearbanc Special Assets Fund LP (a)(g)(h)

          3/12/2019       1,500,000       1,513,356       0.1  

PSC US BADGER LLC (a)(g)(h)

          10/20/2021       11,424,000       11,461,157       0.9  

Segregated Investment Vehicle I, SP (a segregated portfolio of Lendable SPC), 12.18%, due 6/30/2022 (a)(g)(h)

          7/31/2020       86,571,335       87,461,442       7.1  

Upper90 ClearFund I, L.P. (a)(g)(h)

          3/28/2019       223,842       387,976       0.0  
                      99,719,177       100,823,931       8.1  

Transportation Finance

                                       

YS Vessel Deconstruction I (a)(b)

          8/26/2018       500,000       200,000       0.0  

Total investments in special purpose vehicles

                    157,499,998       159,917,080       12.9  

 

The accompanying notes are an integral part of these Financial Statements.

 

5

 

 

Variant Alternative Income Fund

 

 

Schedule of Investments
October 31, 2021 (Unaudited) (continued)

 

 

Investments in direct equities — 0.1%

 

Shares/
Units

   

First
Acquisition
Date

   

Cost

   

Fair Value

   

Percent of
Net
Assets

 

Royalties

                                       

ARC LPW I, LLC Warrants, due 3/31/2024 (a)(b)

    3,063       10/3/2019     $ 0     $ 79,490       0.0 %

Octagon Asset Management, LLC - (Deal: Tru Grit 7) - Warrants (a)(b)

          5/18/2021       0       292,500       0.0  
                      0       371,990       0.0  

Specialty Finance

                                       

Aion Financial - Equity (a)(b)

          3/31/2021       22       349,125       0.0  

Art Lending, Inc. (Dart Milano Profit Share), due 4/7/2022 (a)(b)

          6/2/2021       0       18,152       0.0  

Art Lending, Inc. (Procacini S.L. - 1 Profit Share), due 2/28/2022 (a)(b)

          8/26/2020       0       182,279       0.0  

Art Lending, Inc. (Procacini S.L. - 2 Profit Share), due 4/7/2022 (a)(b)

          4/14/2021       0       424,903       0.1  

Coromandel SPV LLC - Warrants (a)(b)

          9/8/2021       0       107,553       0.0  

RAINFOREST LIFE PTE. LTD. - Warrants (a)(b)

    8,878       8/20/2021       0       16,676       0.0  

Vantage Borrower SPV I LLC Warrants, due 4/30/2024 (a)(b)

    29,207       1/27/2021       0       31,862       0.0  
                      22       1,130,550       0.1  

Total investments in direct equities

                    22       1,502,540       0.1  

 

 

Shares

 

Investments in money market instruments — 14.6%

                               
    180,753,061  

Federated Treasury Obligations Fund, Institutional Shares, 0.01% (a)(f)

            180,753,061       180,753,061       14.6  
       

Total investments in money market instruments

            180,753,061       180,753,061       14.6  
                                         
       

Total Investments (cost $1,161,112,798)

                  $ 1,208,170,820       97.5  
       

Other assets less liabilities

                    31,110,076       2.5  
       

Net Assets

                  $ 1,239,280,896       100.0  

 

(a)

Security serves as collateral for the Fund’s revolving credit facility, when in use during the year. See Note 11.

 

(b)

Value was determined using significant unobservable inputs.

 

(c)

Variable rate security.

 

(d)

Variable maturity dates maturing through 12/5/2021.

 

(e)

100% of this special purpose vehicle is invested in one music catalog.

 

(f)

Rate listed is the 7-day effective yield at 10/31/21.

 

(g)

Private investment company or special purpose vehicle does not issue shares or units.

 

(h)

Investment valued using net asset value per share (or its equivalent) as a practical expedient. See Note 13 for respective investment strategies, unfunded commitments and redemptive restrictions.

 

FUTURES CONTRACTS Expiration
Date

  Number of
Contracts
Long
(Short)
   

Notional
Value

   

Value at
October 31,
2021
     

Unrealized
Appreciation
(Depreciation)

 

Foreign Exchange Futures

                             

CME Australian Dollar

December 2021

  (846)   $ (62,530,070 )   $ (63,674,190 )   $ (1,144,120 )

TOTAL FUTURES CONTRACTS

      $ (62,530,070 )   $ (63,674,190 )   $ (1,144,120 )

 

The accompanying notes are an integral part of these Financial Statements.

 

6

 

 

Variant Alternative Income Fund

 

 

Portfolio Allocation (Unaudited)
October 31, 2021

 

 

Investment Type as a percentage of Total Net Assets As Follows

 

Security Type/Sector

 

Percent of
Total
Net Assets

 

Credit Facilities

    42.6 %

Private Investment Companies

    27.3 %

Special Purpose Vehicles

    12.9 %

Direct Equities

    0.1 %

Short-Term Investments

    14.6 %

Total Investments

    97.5 %

Other assets less liabilities

    2.5 %

Total Net Assets

    100.0 %

 

The accompanying notes are an integral part of these Financial Statements.

 

7

 

 

Variant Alternative Income Fund

 

 

Statement of Assets and Liabilities
October 31, 2021 (Unaudited)

 

 

Assets

       

Investments, at fair value (cost $1,161,112,798)

  $ 1,208,170,820  

Cash

    1,319,827  

Cash deposited with broker for futures contracts

    6,430,032  

Receivable for Fund shares sold

    2,243,458  

Receivable for investments sold

    48,598  

Interest receivable

    24,937,695  

Prepaid expenses

    693,953  

Total Assets

    1,243,844,383  
         

Liabilities

       

Foreign currency due to broker, at value (proceeds $606)

    595  

Unrealized depreciation on open futures contracts

    1,144,120  

Due to Investment Manager

    975,410  

Audit fees payable

    176,905  

Accounting and administration fees payable

    153,953  

SEC fees payable

    104,471  

Custody fees payable

    25,248  

Interest received not yet earned

    1,832,168  

Other Liabilities

    150,617  

Total Liabilities

    4,563,487  
         

Net Assets

  $ 1,239,280,896  
         

Components of Net Assets:

       

Paid-in Capital (par value of $0.01 with an unlimited amount of shares authorized)

  $ 1,176,642,588  

Total distributable earnings

    62,638,308  

Net Assets

  $ 1,239,280,896  
         

Institutional Class Shares:

       

Net assets applicable to shares outstanding

  $ 1,239,280,896  

Shares of beneficial interest issued and outstanding

    44,394,882  

Net asset value per share

  $ 27.91  

 

The accompanying notes are an integral part of these Financial Statements.

 

8

 

 

Variant Alternative Income Fund

 

 

Statement of Operations
For the Six Months Ended October 31, 2021 (Unaudited)

 

 

Investment Income

       

Interest (net of withholding taxes, $32,803)

  $ 36,861,098  

Distributions from private investment funds and special purpose vehicles

    6,335,775  

Total Investment Income

    43,196,873  
         

Expenses

       

Investment management fees

    5,007,042  

Accounting and administration fees

    436,545  

Legal fees

    63,531  

Audit fees

    181,758  

Transfer Agent fees

    117,415  

Blue sky fees

    4,942  

Custody fees

    52,153  

Trustee fees

    23,431  

Insurance fees

    33,887  

Chief Compliance Officer fees

    2,207  

12b-1 fees

    3,262  

Other expenses

    319,796  

Total expenses

    6,245,969  
         

Net Expenses, before revolving credit facility fees

    6,245,969  

Revolving credit facility fees

    50,326  
         

Net Expenses

    6,296,295  
         

Net Investment Income

    36,900,578  
         

Realized and Unrealized Gain (Loss)

       

Net realized gain (loss) on:

       

Investments

    492,833  

Futures contracts

    2,410,627  

Net realized gain

    2,903,460  

Net change in unrealized appreciation (depreciation) on:

       

Investments

    26,574,020  

Foreign currency translations

    (31,482 )

Futures contracts

    (1,339,365 )

Net change in unrealized appreciation (depreciation)

    25,203,173  

Net realized and unrealized gain (loss)

    28,106,633  
         

Net Increase in Net Assets resulting from Operations

  $ 65,007,211  

 

The accompanying notes are an integral part of these Financial Statements.

 

9

 

 

Variant Alternative Income Fund

 

 

Statements of Changes in Shareholders’ Equity

 

 

   

For the
Six Months Ended
October 31, 2021
(Unaudited)

   

For the
Year Ended
April 30, 2021

 

Increase (decrease) in Net Assets from:

               

Operations:

               

Net investment income

  $ 36,900,578     $ 35,806,727  

Net realized gain (loss)

    2,903,460       (2,638,628 )

Net change in unrealized appreciation (depreciation)

    25,203,173       17,198,882  

Net increase in net assets resulting from operations

    65,007,211       50,366,981  
                 

Distributions to Shareholders:

               

Distributions:

               

Institutional Class

    (20,672,342 )     (21,822,499 )

Investor Class

    (29,665 )     (86,089 )

From return of capital:

               

Institutional Class

    (11,377,697 )     (13,246,095 )

Investor Class

    (16,327 )     (59,549 )

Total distributions to shareholders

    (32,096,031 )     (35,214,232 )
                 

Capital Share Transactions:

               

Institutional Class Shares

               

Net proceeds from shares sold:

    366,622,215       500,962,754  

Exchange from Investor Class

    4,086,999        

Reinvestment of distributions:

    6,080,758       6,201,223  

Cost of shares repurchased:

    (16,858,603 )     (53,720,257 )

Net increase in net assets from Institutional Class Shares capital transactions

    359,931,369       453,443,720  
                 

Investor Class Shares1

               

Net proceeds from shares sold:

    1,582,939       1,023,041  

Exchange to Institutional Class

    (4,086,999 )      

Reinvestment of distributions:

    5,367       19,289  

Cost of shares repurchased:

    (291,152 )     (892,038 )

Net increase in net assets from Investor Class Shares capital transactions

    (2,789,845 )     150,292  
                 

Net increase in net assets resulting from capital transactions

    357,141,524       453,594,012  
                 

Total increase in net assets

    390,052,704       468,746,761  
                 

Net Assets:

               

Beginning of period

    849,228,192       380,481,431  

End of period

  $ 1,239,280,896     $ 849,228,192  

 

1

On September 17, 2021, Investor Class Shares were converted into Institutional Class Shares, and Investor Class Shares as a class of Shares of the Fund was terminated.

 

The accompanying notes are an integral part of these Financial Statements.

 

10

 

 

Variant Alternative Income Fund

 

 

Statements of Changes in Shareholders’ Equity
(Continued)

 

 

   

For the
Six Months Ended
October 31, 2021
(Unaudited)

   

For the
Year Ended
April 30, 2021

 

Share Transactions:

               

Institutional Class Shares

               

Issued

    54,010,565       18,800,786  

Exchange from Investor Class

    145,429        

Reinvested

    220,787       234,266  

Repurchased

    (41,233,964 )     (2,002,794 )

Change in Institutional Class Shares

    13,142,817       17,032,258  

Investor Class Shares1

               

Issued

    57,269       38,221  

Exchange to Institutional Class

    (145,429 )      

Reinvested

    196       731  

Repurchased

    (155,974 )     (33,184 )

Change in Investor Class Shares

    (243,938 )     5,768  

 

1

On September 17, 2021, Investor Class Shares were converted into Institutional Class Shares, and Investor Class Shares as a class of Shares of the Fund was terminated.

 

The accompanying notes are an integral part of these Financial Statements.

 

11

 

 

Variant Alternative Income Fund

 

 

Statement of Cash Flows
For the Six Months Ended October 31, 2021 (Unaudited)

 

 

Cash flows from operating activities:

       

Net Increase in net assets resulting from Operations

  $ 65,007,211  

Adjustments to reconcile Net Increase in net assets resulting from

       

Operations to net cash used in operating activities:

       

Net realized gain (loss) on:

       

Investments

    (492,833 )

Futures contracts

    (2,410,627 )

Net change in unrealized appreciation (depreciation) on:

       

Investments

    (26,574,020 )

Futures contracts

    1,339,365  

Purchases of long-term investments

    (398,555,205 )

Proceeds from long-term investments sold

    156,116,920  

Purchase of short-term investments, net

    (108,848,890 )

Changes in operating assets and liabilities:

       

Interest receivable

    (12,669,335 )

Investments sold

    3,102,639  

Other assets

    (570,466 )

Due to Investment Manager

    335,793  

Audit fees payable

    19,905  

Legal fees payable

    (74,138 )

Accounting and administration fees payable

    99,047  

Custody fees payable

    16,211  

Chief Compliance Officer fees payable

    (83 )

Interest received not yet earned

    (216,802 )

Other liabilities

    131,914  

Net cash used in operating activities

    (324,243,394 )
         

Cash flows from financing activities:

       

Proceeds from shares sold, net of receivable for fund shares sold

    370,794,662  

Payments for shares repurchased

    (17,149,755 )

Distributions to shareholders, net of reinvestments

    (26,009,906 )

Net cash provided by financing activities

    327,635,001  
         

Net Increase in Cash and Restricted Cash

    3,391,607  
         

Cash and Restricted Cash:

       

Beginning of period

    4,358,252  

End of period (a)

  $ 7,749,859  

 

(a)

Cash and restricted cash include cash and cash deposited with broker for written options contracts and futures, as outlined further on the Statement of Assets and Liabilities.

 

Supplemental disclosure of cash flow information:

 

Non-cash financing activities not included consist of reinvestment of dividends and distributions of $6,086,125.

 

The accompanying notes are an integral part of these Financial Statements.

 

12

 

 

Variant Alternative Income Fund

 

 

Financial Highlights
Institutional Class

 

 

Per share operating performance.

For a capital share outstanding throughout each year/period.

   

For the
Six Months
Ended
October 31, 2021
(Unaudited)

   

For the
Year Ended
April 30, 2021

   

For the
Year Ended
April 30, 2020

   

For the
Period Ended
April 30, 2019 1

 

Net asset value, beginning of year/period

  $ 26.96     $ 26.32     $ 25.79     $ 25.00  

Income from Investment Operations:

                               

Net investment income 2

    0.98       1.66       1.33       0.97  

Net realized and unrealized gain (loss)

    0.80       0.59       0.79       0.69  

Total from investment operations

    1.78       2.25       2.12       1.66  
                                 

Less Distributions:

                               

From net investment income

    (0.53 )     (0.99 )     (1.59 )     (0.87 )

From return of capital

    (0.30 )     (0.62 )            

From net realized gains

                       

Total distributions

    (0.83 )     (1.61 )     (1.59 )     (0.87 )
                                 

Net asset value, end of year/period

  $ 27.91     $ 26.96     $ 26.32     $ 25.79  
                                 

Total return 3

    6.53 %4     8.81 %     8.38 %     6.29 %4
                                 

Ratios and Supplemental Data:

                               

Net assets, end of period (in thousands)

  $ 1,239,281     $ 846,571     $ 378,040     $ 62,603  
                                 

Ratio of expenses to average net assets:

                               

(including interest and revolving credit facility expense)

                               

Before fees waived/recovered 6

    1.19 %5     1.21 %     1.53 %     3.05 %5

After fees waived/recovered 6

    1.19 %5     1.28 %     1.50 %     1.60 %5

Ratio of expenses to average net assets:

                               

(excluding interest and revolving credit facility expense)

                               

Before fees waived/recovered 6

    1.18 %5     1.20 %     1.48 %     2.90 %5

After fees waived/recovered 6

    1.18 %5     1.27 %     1.45 %     1.45 %5

Ratio of net investment income to average net assets:

                               

(including interest and revolving credit facility expense)

                               

Before fees waived/recovered 6

    7.00 %5     6.28 %     4.96 %     5.13 %5

After fees waived/recovered 6

    7.00 %5     6.21 %     4.99 %     6.58 %5

Ratio of net investment income to average net assets:

                               

(excluding interest and revolving credit facility expense)

                               

Before fees waived/recovered 6

    7.01 %5     6.29 %     5.01 %     5.28 %5

After fees waived/recovered 6

    7.01 %5     6.22 %     5.04 %     6.73 %5
                                 

Portfolio turnover rate

    17 %4     52 %     21 %     21 %4
                                 

Senior Securities

                               

Total borrowings (000’s omitted)

                       

Asset coverage per $1,000 unit of senior indebtness 7

                       

 

1

For the period October 1, 2018 (commencement of operations) to April 30, 2019. See Note 12 “Reorganization Information” in the Notes to the Financial Statements.

2

Based on average shares outstanding for the period.

3

Total returns would have been lower had expenses not been waived by the Investment Manager. Returns shown do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares.

4

Not annualized.

5

Annualized.

6

The expenses and net investment loss ratios include income or expenses of the private investment companies and special purpose vehicles valued at practical expedient in which the Fund invests.

7

Calculated by subtracting the Fund’s total liabilities (not including borrowings) from the Fund’s total assets and dividing this by the total number of senior indebtedness units, where one unit equals $1,000 of senior indebtedness.

 

The accompanying notes are an integral part of these Financial Statements.

 

13

 

 

Variant Alternative Income Fund

 

 

Notes to Financial Statements
October 31, 2021 (Unaudited)

 

 

1. Organization

 

The Variant Alternative Income Fund (the “Fund”) is a closed-end management investment company registered under the Investment Company Act of 1940, as amended (the “Investment Company Act”), and reorganized as a Delaware statutory trust at the close of business on September 28, 2018. Variant Investments, LLC serves as the investment adviser (the “Investment Manager”) of the Fund. The Fund operates as an interval fund pursuant to Rule 23c-3 under the Investment Company Act, and has adopted a fundamental policy to conduct quarterly repurchase offers at net asset value (“NAV”). The Fund commenced operations on October 1, 2018 with Institutional class shares. Investor class shares were offered at a later date and commenced operations on October 31, 2018. The Board of Trustees (“Board”) of the Fund approved the closure of the Fund’s Investor Class Shares to new investors effective August 27, 2021. On September 17, 2021, all Investor Class Shares of the Fund were converted into Institutional Class Shares, and Investor Class Shares as a class of Shares of the Fund was terminated.

 

The Fund’s investment objective is to seek to provide a high level of current income by investing, directly or indirectly, a majority of its net assets (plus any borrowings for investment purposes) in alternative income generating investments. The Fund may allocate its assets through direct investments, and investments in a wide range of investment vehicles.

 

2. Accounting Policies

 

Basis of Preparation and Use of Estimates

 

The Fund is an investment company and follows the accounting and reporting guidance under Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 946, Financial Services – Investment Companies. The accompanying financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”). The preparation of the financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, as well as reported amounts of increases and decreases in net assets from operations during the reporting period. Actual results could differ from these estimates.

 

Investment Transactions and Related Investment Income

 

Investment transactions are accounted for on a trade-date basis. Realized gains and losses on investment transactions are determined using cost calculated on a specific identification basis. Dividends are recorded on the ex-dividend date and interest is recognized on an accrual basis. Distributions from private investments that represent returns of capital in excess of cumulative profits and losses are credited to investment cost rather than investment income.

 

Distributions to Shareholders

 

Distributions are paid at least quarterly on the Shares in amounts representing substantially all of the Fund’s net investment income, if any, earned each year. The Fund determines annually whether to distribute any net realized long-term capital gains in excess of net realized short-term capital losses (including capital loss carryover); however, it may distribute any excess annually to its shareholders. Distributions to shareholders are recorded on the ex-dividend date.

 

The exact amount of distributable income for each fiscal year can only be determined at the end of the Fund’s tax year. Under Section 19 of the Investment Company Act, the Fund is required to indicate the sources of certain distributions to shareholders. The estimated distribution composition may vary from quarter to quarter because it may be materially impacted by future income, expenses and realized gains and losses on securities and fluctuations in the value of the currencies in which Fund assets are denominated.

 

Valuation of Investments

 

The Fund calculates its NAV as of the close of business on each business day and at such other times as the Board may determine, including in connection with repurchases of Shares, in accordance with the procedures described below or as may be determined from time to time in accordance with policies established by the Board.

 

14

 

 

Variant Alternative Income Fund

 

 

Notes to Financial Statements
October 31, 2021 (Unaudited) (continued)

 

 

2. Accounting Policies (continued)

 

The Board has approved valuation procedures for the Fund (the “Valuation Procedures”). The Valuation Procedures provide that the Fund will value its investments at fair value. The Board has delegated the day to day responsibility for determining these fair values in accordance with the policies it has approved to the Investment Manager. The Investment Manager’s Valuation Committee (the “Valuation Committee”) will oversee the valuation of the Fund’s investments on behalf of the Fund. The Board reviews and ratifies the execution of this process and the resultant fair value prices at least quarterly.

 

Short-term securities, including bonds, notes, debentures and other debt securities, such as certificates of deposit, commercial paper, bankers’ acceptances and obligations of domestic and foreign banks, with maturities of 60 days or less, for which reliable market quotations are readily available shall each be valued at current market quotations as provided by an independent pricing service or principal market maker. Money market funds will be valued at NAV.

 

For equity, equity related securities, and options that are freely tradable and listed on a securities exchange or over-the- counter market, the Fund fair values those securities at their last sale price on that exchange or over-the-counter market on the valuation date. If the security is listed on more than one exchange, the Fund will use the price from the exchange that it considers to be the principal exchange on which the security is traded. Securities listed on the NASDAQ will be valued at the NASDAQ Official Closing Price, which may not necessarily represent the last sale price. If there has been no sale on such exchange or over-the-counter market on such day, the security will be valued at the mean between the last bid price and last ask price on such day.

 

Any direct equities held by the Fund in private investment or operating companies are valued using (a) readily available market quotations or (b) market value for securities with similar characteristics or (c) fair value methodologies approved by the Board in a manner that seeks to reflect the market value of the security on the valuation date based on considerations determined by the Valuation Committee.

 

Fixed income securities (other than the short-term securities as described above) shall be valued by (a) using readily available market quotations based upon the last updated sale price or a market value from an approved pricing service generated by a pricing matrix based upon yield data for securities with similar characteristics or (b) by obtaining a direct written broker- dealer quotation from a dealer who has made a market in the security. If no price is obtained for a security in accordance with the foregoing, because either an external price is not readily available or such external price is believed by the Investment Manager not to reflect the market value, the Valuation Committee will make a determination in good faith of the fair value of the security in accordance with the Valuation Procedures. The credit facilities the Fund invests in generally does not have a readily available external price. Under these circumstances, the Valuation Committee determined in good faith that cost is the best fair value for such securities. In general, fair value represents a good faith approximation of the current value of an asset and will be used when there is no public market or possibly no market at all for the asset. The fair values of one or more assets may not be the prices at which those assets are ultimately sold and the differences may be significant.

 

Prior to investing in any private investment companies or special purpose vehicles (“Underlying Fund(s)”), the Investment Manager will conduct an initial due diligence review of the valuation methodologies utilized by the Underlying Fund, which generally shall be based upon readily observable market values when available, and otherwise utilize principles of fair value that are reasonably consistent with those used by the Fund for valuing its own investments. Subsequent to investment in an Underlying Fund, the Investment Manager will monitor the valuation methodologies used by each Underlying Fund. The Fund values its interests in Underlying Funds using the NAV provided by the managers of the Underlying Funds and/or their agents. These valuations involve significant judgment by the managers of the Underlying Funds and may differ from their actual realizable value. Under certain circumstances, the Valuation Committee may modify the managers’ valuations based on updated information received since the last valuation date. The Valuation Committee may also modify valuations if the valuations are deemed to not fully reflect the fair value of the investment. Valuations will be provided to the Fund based on interim unaudited financial records of the Underlying Funds, and, therefore, will be estimates and may fluctuate as a result. The Board, the Investment Manager and the Valuation Committee may have limited ability to assess the accuracy of these valuations.

 

In circumstances in which market quotations are not readily available or are deemed unreliable, or in the case of the valuation of private, direct investments, such investments may be valued as determined in good faith using methodologies approved by the Board. In these circumstances, the Fund determines fair value in a manner that seeks to reflect the market value of the security on the valuation date based on consideration by the Valuation Committee of any information or factors deemed appropriate. The Valuation Committee may engage third party valuation consultants on an as-needed basis to assist in determining fair value.

 

15

 

 

Variant Alternative Income Fund

 

 

Notes to Financial Statements
October 31, 2021 (Unaudited) (continued)

 

 

2. Accounting Policies (continued)

 

Fair valuation involves subjective judgments, and there is no single standard for determining the fair value of an investment. The fair value determined for an investment may differ materially from the value that could be realized upon the sale of the investment. Fair values used to determine the Fund’s NAV may differ from quoted or published prices, or from prices that are used by others, for the same investment. Thus, fair valuation may have an unintended dilutive or accretive effect on the value of shareholders’ investments in the Fund. Information that becomes known to the Fund or its agents after the NAV has been calculated on a particular day will not be used to retroactively adjust the price of a security or the NAV determined earlier. Prospective investors should be aware that situations involving uncertainties as to the value of investments could have an adverse effect on the Fund’s NAV if the judgments of the Board or the Valuation Committee regarding appropriate valuations should prove incorrect.

 

Written Options

 

The Fund may write call and put options. Writing put options tends to increase the Fund’s exposure to the underlying instrument. Writing call options tends to decrease the Fund’s exposure to the underlying instrument. When the Fund writes a call or put option, an amount equal to the premium received is recorded as a liability and subsequently marked-to-market to reflect the current value of the option written. These liabilities are reflected as written options outstanding in the Schedule of Investments. Payments received or made, if any, from writing options with premiums to be determined on a future date are reflected as such in the Schedule of Investments. Premiums received from writing options that expire are treated as realized gains. Premiums received from writing options that are exercised or closed are added to the proceeds or offset against amounts paid on the underlying future, security or currency transaction to determine the realized gain or loss. The Fund, as a writer of an option, has no control over whether the underlying future, security or currency may be sold (call) or purchased (put) and, as a result, bears the market risk of an unfavorable change in the price of the security underlying the written option. The risk exists that the Fund may not be able to enter into a closing transaction because of an illiquid market.

 

Futures

 

The Fund may enter into futures contracts in U.S. domestic markets or on exchanges located outside the United States. Foreign markets may offer advantages such as trading opportunities or arbitrage possibilities not available in the United States. Foreign markets, however, may have greater risk potential than domestic markets. For example, some foreign exchanges are principal markets so that no common clearing facility exists and an investor may look only to the broker for performance of the contract. In addition, any profits that might be realized in trading could be eliminated by adverse changes in the exchange rate, or a loss could be incurred as a result of those changes. Transactions on foreign exchanges may include both commodities which are traded on domestic exchanges and those which are not. Unlike trading on domestic commodity exchanges, trading on foreign commodity exchanges is not regulated by the Commodity Futures Trading Commission.

 

Engaging in these transactions involves risk of loss, which could adversely affect the value of the Fund’s net assets. No assurance can be given that a liquid market will exist for any particular futures contract at any particular time. Many futures exchanges and boards of trade limit the amount of fluctuation permitted in futures contract prices during a single trading day. Once the daily limit has been reached in a particular contract, no trades may be made that day at a price beyond that limit or trading may be suspended for specified periods during the trading day. Futures contract prices could move to the limit for several consecutive trading days with little or no trading, thereby preventing prompt liquidation of futures positions and potentially subjecting the Fund to substantial losses.

 

Federal Income Taxes

 

The Fund intends to continue to qualify as a “regulated investment company” under Subchapter M of the Internal Revenue Code of 1986, as amended. The Fund utilizes a tax-year end of October 31 and the Fund’s income and federal excise tax returns and all financial records supporting the 2020 and 2021 returns are subject to examination by the federal and Delaware revenue authorities. If so qualified, the Fund will not be subject to federal income tax to the extent it distributes substantially all of its net investment income and capital gains to shareholders. Therefore, no federal income tax provision is required. Management of the Fund is required to determine whether a tax position taken by the Fund is more likely than not to be sustained upon examination by the applicable taxing authority, based on the technical merits of the position. Based on its analysis, there were no tax positions identified by management of the Fund which did not meet the “more likely than not” standard as of October 31, 2021.

 

16

 

 

Variant Alternative Income Fund

 

 

Notes to Financial Statements
October 31, 2021 (Unaudited) (continued)

 

 

3. Principal Risks

 

Indemnifications

 

In the normal course of business, the Fund enters into contracts that provide general indemnifications. The Fund’s maximum exposure under these agreements is dependent on future claims that may be made against the Fund, and therefore cannot be established; however, the risk of loss from such claims is considered remote.

 

Borrowing, Use of Leverage

 

The Fund may leverage its investments by “borrowing,” use of swap agreements, options or other derivative instruments, use of short sales or issuing preferred stock or preferred debt. The use of leverage increases both risk and profit potential. The Fund expects that under normal business conditions it will utilize a combination of the leverage methods described above. The Fund is subject to the Investment Company Act requirement that an investment company limit its borrowings to no more than 50% of its total assets for preferred stock or preferred debt and 33 1/3% of its total assets for debt securities, including amounts borrowed, measured at the time the investment company incurs the indebtedness. Although leverage may increase profits, it exposes the Fund to credit risk, greater market risks and higher current expenses. The effect of leverage with respect to any investment in a market that moves adversely to such investment could result in a loss to the investment portfolio of the Fund that would be substantially greater than if the investment were not leveraged. Also, access to leverage and financing could be impaired by many factors, including market forces or regulatory changes, and there can be no assurance that the Fund will be able to secure or maintain adequate leverage or financing. The ability of the Fund to transact business with any one or number of counterparties, the lack of any independent evaluation of such counterparties’ financial capabilities and the absence of a regulated market to facilitate settlement may increase the potential for losses by the Fund.

 

Margin borrowings and transactions involving forwards, swaps, futures, options and other derivative instruments could result in certain additional risks to the Fund. In such transactions, counterparties and lenders will likely require the Fund to post collateral to support its obligations. Should the securities and other assets pledged as collateral decline in value or should brokers increase their maintenance margin requirements (i.e., reduce the percentage of a position that can be financed), the Fund could be subject to a “margin call,” pursuant to which it must either deposit additional funds with the broker or suffer mandatory liquidation of the pledged assets to compensate for the decline in value. In the event of a precipitous drop in the value of pledged securities, the Fund might not be able to liquidate assets quickly enough to pay off the margin debt or provide additional collateral and may suffer mandatory liquidation of positions in a declining market at relatively low prices, thereby incurring substantial losses.

 

Limited Liquidity

 

Shares in the Fund provide limited liquidity since Shareholders will not be able to redeem Shares on a daily basis. A Shareholder may not be able to tender its Shares in the Fund promptly after it has made a decision to do so. There is no assurance that you will be able to tender your Shares when or in the amount that you desire. In addition, with very limited exceptions, Shares are not transferable, and liquidity will be provided only through repurchase offers made quarterly by the Fund. Shares in the Fund are therefore suitable only for investors who can bear the risks associated with the limited liquidity of Shares and should be viewed as a long-term investment.

 

Non-Diversified Status

 

The Fund is a “non-diversified” management investment company. Thus, there are no percentage limitations imposed by the Investment Company Act on the Fund’s assets that may be invested, directly or indirectly, in the securities of any one issuer. Consequently, if one or more securities are allocated a relatively large percentage of the Fund’s assets, losses suffered by such securities could result in a higher reduction in the Fund’s capital than if such capital had been more proportionately allocated among a larger number of securities. The Fund may also be more susceptible to any single economic or regulatory occurrence than a diversified investment company.

 

Private Markets Risk

 

The securities in which the Fund, directly or indirectly, may invest include privately issued securities of both public and private companies. Private securities have additional risk considerations than investments in comparable public investments. Whenever the Fund invests in companies that do not publicly report financial and other material information, it assumes a greater degree of investment risk and reliance upon the Investment Manager’s ability to obtain and evaluate applicable information concerning such companies’ creditworthiness and other investment considerations. Certain private securities may be illiquid. Because there is often no readily available trading market for private securities, the Fund may not be able

 

17

 

 

Variant Alternative Income Fund

 

 

Notes to Financial Statements
October 31, 2021 (Unaudited) (continued)

 

 

3. Principal Risks (continued)

 

to readily dispose of such investments at prices that approximate those at which the Fund could sell them if they were more widely traded. Private securities that are debt securities generally are of below-investment grade quality, frequently are unrated and present many of the same risks as investing in below-investment grade public debt securities. Investing in private debt instruments is a highly specialized investment practice that depends more heavily on independent credit analysis than investments in other types of obligations.

 

Repurchase Offers

 

The Fund is a closed-end investment company structured as an “interval fund” and, as such, has adopted a fundamental policy to make quarterly repurchase offers, at per-class NAV, of not less than 5% of the Fund’s outstanding Shares on the repurchase request deadline. The Fund will offer to purchase only a small portion of its Shares each quarter, and there is no guarantee that Shareholders will be able to sell all of the Shares that they desire to sell in any particular repurchase offer. Under current regulations, such offers must be for not less than 5% nor more than 25% of the Fund’s Shares outstanding on the repurchase request deadline. If a repurchase offer is oversubscribed, the Fund may repurchase only a pro rata portion of the Shares tendered by each Shareholder. The potential for proration may cause some investors to tender more Shares for repurchase than they wish to have repurchased.

 

Coronavirus (COVID-19)

 

In early 2020, an outbreak of a novel strain of coronavirus (COVID-19) emerged globally. This coronavirus has resulted in closing international borders, enhanced health screenings, healthcare service preparation and delivery, quarantines, cancellations, disruptions to supply chains and customer activity, as well as general public concern and uncertainty. The impact of this outbreak has negatively affected the worldwide economy, as well as the economies of individual countries, the financial health of individual companies and the market in general in significant and unforeseen ways. Although vaccines for COVID-19 are becoming more widely available, it is unknown how long circumstances related to the pandemic will persist, whether they will reoccur in the future, whether efforts to support the economy and financial markets will be successful, and what additional implications may follow from the pandemic. The impact of these events and other epidemics or pandemics in the future could adversely affect Fund performance.

 

4. Fair Value of Investments

 

(a) Fair value - Definition

 

The Fund uses a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The objective of a fair value measurement is to determine the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (an exit price). Accordingly, the fair value hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). The three levels of the fair value hierarchy are as follows:

 

 

Level 1 – Valuations based on unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities.

 

 

Level 2 – Valuations based on inputs, other than quoted prices included in Level 1, that are observable either directly or indirectly.

 

 

Level 3 – Valuations based on inputs that are both significant and unobservable to the overall fair value measurement.

 

Investments in private investment companies measured based upon NAV as a practical expedient to determine fair value are not required to be categorized in the fair value hierarchy.

 

The availability of valuation techniques and observable inputs can vary from investment to investment and are affected by a wide variety of factors, including type of investment, whether the investment is new and not yet established in the marketplace, the liquidity of markets, and other characteristics particular to the transaction. To the extent that valuation is based on models or inputs that are less observable or unobservable in the market, determining fair value requires more

 

18

 

 

Variant Alternative Income Fund

 

 

Notes to Financial Statements
October 31, 2021 (Unaudited) (continued)

 

 

4. Fair Value of Investments (continued)

 

judgment. Because of the inherent uncertainly of valuation, estimated values may be materially higher or lower than the values that would have been used had a ready market for the investments existed. Accordingly, the degree of judgment exercised by the Investment Manager in determining fair value is greatest for investments categorized in Level 3.

 

In some circumstances, the inputs used to measure fair value might be categorized within different levels of the fair value hierarchy. In those instances, the fair value measurement is categorized in its entirety in the fair value hierarchy based on the lowest level input that is significant to the fair value measurement.

 

(b) Fair Value – Valuation Techniques and Inputs

 

When determining fair value, the Fund uses valuation techniques that maximize the use of observable inputs and minimize the use of unobservable inputs.

 

Investments in Private Investment Companies

 

The Fund values private investment companies using the NAV’s provided by the underlying private investment companies as a practical expedient. The Fund applies the practical expedient to private investment companies on an investment-by-investment basis, and consistently with the Fund’s entire position in a particular investment, unless it is probable that the Fund will sell a portion of an investment at an amount different from the NAV of the investment. Each of these investments has certain restrictions with respect to rights of withdrawal by the Fund as specified in the respective agreements. Generally, the Fund is required to provide notice of its intent to withdraw after the investment has been maintained for a certain period of time. The management agreements of the private investment companies provide for compensation to the managers in the form of fees ranging from 0% to 2% annually of net assets and performance incentive allocations or fees ranging from 0% to 20% on net profits earned.

 

At October 31, 2021, the Fund had private investment companies of $35,587,842 that did not qualify for the practical expedient because it is probable that the Fund could sell these investments for amounts that differ from the NAV’s provided by the underlying private investment companies. Private investment companies not qualifying for practical expedient were valued by the Fund through application of adjustments to the stated NAV’s reported by the underlying private investment companies. These adjustments are based on other relevant information available that the Fund feels has not been reflected in the most recent fair value. As a result, premiums ranging between 0.5% -1.0% have been applied to the stated NAV’s. Investments in private investment companies that do not qualify for the practical expedient are categorized in Level 3 of the fair value hierarchy.

 

Investments in Special Purpose Vehicles

 

Special purpose vehicles (“SPV”) consist of an investment by the Fund in an entity that invests directly or indirectly in a note secured by expected value of contingency fees received from future case settlements, real estate, specialty finance investments, and royalties. The debt offerings are short-term in nature and carry a fixed interest rate. During the six months ended October 31, 2021, the Investment Manager determined there were minimal credit impairments. Investments in SPV are generally measured based on NAV as a practical expedient, while others are categorized in Level 3 of the fair value hierarchy.

 

Investments in Credit Facilities

 

The Fund has invested in credit facilities that are either secured by the borrower’s assets or are unsecured in nature. The credit facilities have been made directly or through participation with private investment or operating companies. The investments in credit facilities will generally be held at cost subject to certain revisions, such as (i) a material change in interest rates for similar notes or (ii) if the Investment Manager becomes aware of a fundamental change that has not been reflected in the cost. The Fund has determined to value its investments in credit facilities generally at cost although some are above or below cost as of October 31, 2021. Investments in credit facilities are categorized in Level 3 of the fair value hierarchy.

 

Investments in Direct Equities

 

As a part of some of the credit facilities, the Fund receives direct equity in the private investments or operating companies of the borrower via common stock shares, warrants, or profit sharing instruments. The Fund has determined to value its investments in direct equities through a discounted cash flow or market approach method as of October 31, 2021. Investments in direct equities are categorized in Level 3 of the fair value hierarchy.

 

19

 

 

Variant Alternative Income Fund

 

 

Notes to Financial Statements
October 31, 2021 (Unaudited) (continued)

 

 

4. Fair Value of Investments (continued)

 

(c) Fair Value - Hierarchy

 

The Fund’s assets recorded at fair value have been categorized based on a fair value hierarchy as described in the Fund’s significant accounting policies. The following table presents information about the Fund’s assets and liabilities measured at fair value as of October 31, 2021. Assets valued using NAV as a practical expedient, an indicator of fair value, are listed in a separate column to permit reconciliation to totals in the Statement of Assets and Liabilities:

 

Assets

 

Level 1

   

Level 2

   

Level 3

   

Investments
Valued at Net
Asset Value

   

Total

 

Investments

                                       

Private Investment Companies

  $     $     $ 35,587,842     $ 303,000,968     $ 338,588,810  

Credit Facilities

                527,409,329             527,409,329  

Special Purpose Vehicles

                700,000       159,217,080       159,917,080  

Direct Equities

                1,502,540             1,502,540  

Short-Term Investments

    180,753,061                         180,753,061  

Total Assets

  $ 180,753,061     $     $ 565,199,711     $ 462,218,048     $ 1,208,170,820  
                                         

Liabilities

                                       

Other Financial Instruments1

                               

Futures Contracts

  $ 1,144,120     $     $     $     $ 1,144,120  

Total Liabilities

  $ 1,144,120     $     $     $     $ 1,144,120  

 

1

Other financial instruments are derivative instruments such as futures contracts, forward contracts and swap contracts. Futures contracts, forward contracts and swap contracts are valued at the unrealized appreciation (depreciation) on the instrument.

 

(d) Fair Value - Changes in Level 3 Measurements

 

The following table presents the changes in assets and transfers in and out which are classified in Level 3 of the fair value hierarchy for the six months ended October 31, 2021:

 

 

 

Private
Investment
Companies

   

Credit Facilities

   

Special Purpose
Vehicles

   

Direct Equities

 

April 30, 2021

  $ 42,805     $ 409,848,148     $ 700,000     $ 1,485,207  

Realized gains (losses)

                       

Unrealized gains (losses)

    17,167,769       (2,302,493 )           17,333  

Transfers Into Level 3

    18,420,073                    

Transfers Out of Level 3

    (42,805 )                  

Purchases

          238,784,973             22  

Sales

          (118,921,299 )           (22 )

October 31, 2021

  $ 35,587,842     $ 527,409,329     $ 700,000     $ 1,502,540  

 

20

 

 

Variant Alternative Income Fund

 

 

Notes to Financial Statements
October 31, 2021 (Unaudited) (continued)

 

 

4. Fair Value of Investments (continued)

 

(e) Fair Value - Significant Unobservable Inputs

 

The following table summarizes the valuation techniques and significant unobservable inputs used for the Fund’s investments that are categorized in Level 3 of the fair value hierarchy as of October 31, 2021.

 

Investments

 

Fair Value

   

Valuation Technique

   

Unobservable Inputs

   

Range of
Inputs

 

Private Investment Companies

  $ 35,587,842       Market Approach      

Allocation %

Market Valuation

     

2.94% - 3.18% 

$451,075,575 - $615,386,042
 

Credit Facilities

    527,409,329      

Cost 

Discounted Cash Flow
     

Recent transaction price

Interest rate Discount rate

     

N/A 

7.00% - 24.00% 10.00%
 

Special Purpose Vehicles

    700,000       Cost       Recent transaction price       N/A  

Direct Equities

    1,502,540      

Discounted Cash Flow

Market Approach

     

Discount Rate

Ownership % Probability Weighting 3rd Party Market Valuation

     

15.00% - 30.00% 

0.40% - 7.50% 75.00% $600,000 – $80,000,000
 

 

5. Derivative and Hedging Disclosure

 

U.S. GAAP requires enhanced disclosures about the Fund’s derivative and hedging activities, including how such activities are accounted for and their effects on the Fund’s financial position, performance and cash flows. The Fund invested in futures and options contracts for the six months ended October 31, 2021.

 

The effects of these derivative instruments on the Fund’s financial position and financial performance as reflected in the Statement of Assets and Liabilities and Statement of Operations are presented in the tables below. The fair values of derivative instruments as of October 31, 2021, by risk category are as follows:

 

           

Asset Derivatives

   

Liability Derivatives

 

Statement of Assets and Liabilities

 

Derivatives not
designated as hedging
instruments

   

Value

   

Value

 

Unrealized appreciation/depreciation on open futures contracts

    Equity Contracts     $     $ 1,144,120  

 

The effects of derivative instruments on the Statement of Operations for the six months ended October 31, 2021, are as follows:

 

Amount of Realized Gain or (Loss) on Derivatives Recognized in Income

Derivatives not designated as hedging instruments

 

Futures Contracts

   

Purchased
Options Contracts

   

Written
Options Contracts

 

Equity contracts

  $ 2,410,627     $     $  

Total

  $ 2,410,627     $     $  

 

21

 

 

Variant Alternative Income Fund

 

 

Notes to Financial Statements
October 31, 2021 (Unaudited) (continued)

 

 

5. Derivative and Hedging Disclosure (continued)

 

Change in Unrealized Appreciation (Depreciation) on Derivatives Recognized in Income

Derivatives not designated as
hedging instruments

 

Futures
Contracts

   

Purchased
Options Contracts

   

Written
Options Contracts

   

Total

 

Equity contracts

  $ (1,339,365 )   $     $     $ (1,339,365 )

Total

  $ (1,339,365 )   $     $     $ (1,339,365 )

 

The number of contracts is included on the Schedule of Investments. The quarterly average volumes of derivative instruments as of October 31, 2021, are as follows:

 

Derivative

Quarterly Average

  Amount

Options Contracts - Purchased

Average Notional Value

  $

Options Contracts - Written

Average Notional Value

  $

Futures

Average Notional Value

  $ (42,351,249 )

 

6. Capital Stock

 

The Fund is authorized as a Delaware statutory trust to issue an unlimited number of Shares in one or more classes, with a par value of $0.001. The Fund currently offers one class of Shares: Institutional Class Shares. The Fund may offer additional classes of Shares in the future. The minimum initial investment in Institutional Class Shares by any investor is $1 million. However, the Fund, in its sole discretion, may accept investments below this minimum. Shares may be purchased by principals and employees of the Investment Manager or its affiliates and their immediate family members without being subject to the minimum investment requirement.

 

Institutional Class Shares are not subject to any initial sales charge. Shares will generally be offered for purchase on each business day, except that Shares may be offered more or less frequently as determined by the Board in its sole discretion. The Board may also suspend or terminate offerings of Shares at any time.

 

A substantial portion of the Fund’s investments are illiquid. For this reason, the Fund is structured as a closed-end interval fund which means that the Shareholders will not have the right to redeem their Shares on a daily basis. In addition, the Fund does not expect any trading market to develop for the Shares. As a result, if investors decide to invest in the Fund, they will have very limited opportunity to sell their Shares. For each repurchase offer the Board will set an amount between 5% and 25% of the Fund’s Shares based on relevant factors, including the liquidity of the Fund’s positions and the Shareholders’ desire for liquidity. A Shareholder whose Shares (or a portion thereof) are repurchased by the Fund will not be entitled to a return of any sales charge that was charged in connection with the Shareholder’s purchase of the Shares.

 

Pursuant to Rule 23c-3 under the Investment Company Act, on a quarterly basis, the Fund offers shareholders the option of redeeming Shares at NAV. The Board determines the quarterly repurchase offer amount (“Repurchase Offer Amount”), which can be no less than 5% and no more than 25% of all Shares of all classes outstanding on the repurchase request deadline. If shareholders tender more than the Repurchase Offer Amount, the Fund may, but is not required to, repurchase an additional amount of Shares not to exceed 2% of all outstanding Shares of the Fund on the repurchase request deadline. If the Fund determines not to repurchase more than the Repurchase Offer Amount, or if shareholders tender Shares in an amount exceeding the Repurchase Offer Amount plus 2% of all outstanding Shares on the repurchase request deadline, the

 

22

 

 

Variant Alternative Income Fund

 

 

Notes to Financial Statements
October 31, 2021 (Unaudited) (continued)

 

 

6. Capital Stock (continued)

 

Fund shall repurchase the Shares tendered on a pro rata basis. There is no guarantee that a shareholder will be able to sell all of the Shares tendered in a quarterly repurchase offer. Limited liquidity will be provided to shareholders only through the Fund’s quarterly repurchases.

 

   

Repurchase Offer

   

Repurchase Offer

 

Commencement Date

    May 25, 2021       August 25, 2021  

Repurchase Request Deadline

    June 15, 2021       September 15, 2021  

Repurchase Pricing Date

    June 15, 2021       September 15, 2021  
                 

Net Asset Value as of Repurchase Offer Date

               

Institutional Class

  $ 27.63     $ 28.08  

Investor Class

  $ 27.62     $ 28.08  
                 

Amount Repurchased

               

Institutional Class

  $ 6,795,102     $ 10,063,501  

Investor Class

  $ 288,821     $ 2,331  
                 

Percentage of Outstanding Shares Repurchased

               

Institutional Class

    0.72 %     0.87 %

Investor Class

    8.82 %     100.0 %

 

7. Investment Management and Other Agreements

 

The Fund has entered into an investment management agreement (the “Investment Management Agreement”) with the Investment Manager. Pursuant to the Investment Management Agreement, the Fund pays the Investment Manager a monthly Investment Management Fee equal to 0.95% on an annualized basis, calculated daily and payable monthly in arrears, of the Fund’s “Managed Assets.” “Managed Assets” means the total assets of the Fund (including any assets attributable to any leverage that may be outstanding) minus the sum of accrued liabilities (other than debt representing financial leverage and the aggregate liquidation preference of any outstanding preferred shares) as of each month-end, subject to certain adjustments.

 

The Investment Manager has entered into an expense limitation and reimbursement agreement (the “Expense Limitation and Reimbursement Agreement”) with the Fund, whereby the Investment Manager has agreed to waive fees that it would otherwise have been paid, and/or to assume expenses of the Fund (a “Waiver”), if required to ensure the Total Annual Expenses (excluding any taxes, leverage interest, brokerage commissions, dividend and interest expenses on short sales, acquired fund fees and expenses (as determined in accordance with SEC Form N-2), expenses incurred in connection with any merger or reorganization, and extraordinary expenses, such as litigation expenses) do not exceed 1.45% of the average daily net assets of Institutional Class Shares (the “Expense Limit”).

 

For a period not to exceed three years from the date on which a Waiver is made, the Investment Manager may recoup amounts waived or assumed, provided it is able to effect such recoupment and remain in compliance with the Expense Limitation. The Expense Limitation and Reimbursement Agreement is in effect until October 31, 2021 and will automatically renew for consecutive one-year terms thereafter. This agreement may be terminated at any time by the Fund’s Board of Trustees upon thirty (30) days’ written notice to the Investment Manager. This agreement may be terminated by the Investment Manager as of the end of its then-current term upon thirty (30) days’ written notice to the Fund.

 

Foreside Fund Services, LLC (the “Distributor”) is the distributor (also known as principal underwriter) of the Shares of the Fund and acts as the agent of the Fund in connection with the continuous offering of Shares of the Fund.

 

23

 

 

Variant Alternative Income Fund

 

 

Notes to Financial Statements
October 31, 2021 (Unaudited) (continued)

 

 

7. Investment Management and Other Agreements (continued)

 

The Fund has retained an administrator, UMB Fund Services, Inc. (the “Administrator”) to provide administrative services, and to assist with operational needs. In consideration for these services, the Fund pays the Administrator a minimum monthly administration fee (the “Administration Fee”). The Administration Fee is paid to the Administrator out of the assets of the Fund and therefore decreases the net profits or increases the net losses of the Fund. The Administrator is also reimbursed by the Fund for out-of-pocket expenses relating to services provided to the Fund and receives a fee for transfer agency services. The Administration Fee and the other terms of the Administration Agreement may change from time to time as may be agreed to by the Fund management and the Administrator.

 

A trustee and an officer of the Fund are employees of the Administrator. The Fund does not compensate the trustee or officer affiliated with the Administrator. For the six months ended October 31, 2021, the Fund’s allocated fees incurred for trustees and advisory board member are reported on the Statement of Operations.

 

UMB Bank, n.a. (the “Custodian”), an affiliate of the Administrator, serves as the primary custodian of the assets of the Fund, and may maintain custody of such assets with U.S. and non-U.S. sub custodians (which may be banks and trust companies), securities depositories and clearing agencies in accordance with the requirements of Section 17(f) of the Investment Company Act and the rules thereunder. Assets of the Fund are not held by the Investment Manager or commingled with the assets of other accounts other than to the extent that securities are held in the name of the Custodian or U.S. or non-U.S. sub custodians in a securities depository, clearing agency or omnibus customer account of such custodian. In consideration for these services, the Fund pays the Custodian a minimum monthly custodian fee.

 

8. Related Party Transactions

 

At October 31, 2021, the Investment Manager and its affiliates owned $34,732,009 (or 2.80% of net assets) of the Fund.

 

9. Federal Income Taxes

 

At October 31, 2021, gross unrealized appreciation and depreciation on investments and short securities, based on cost for federal income tax purposes were as follows:

 

Cost of investments

  $ 1,132,513,329  

Gross unrealized appreciation

  $ 96,995,465  

Gross unrealized depreciation

  $ (21,337,974 )

Net unrealized appreciation on investments

  $ 75,657,491  

 

The difference between cost amounts for financial statement and federal income tax purposes is due primarily to timing differences in recognizing certain gains and losses in security transactions.

 

As of October 31, 2021, the Fund’s most recent tax year end, the components of distributable earnings on a tax basis were as follows:

 

Undistributed ordinary income

  $  

Undistributed long-term capital gains

     

Accumulated capital and other losses

     

Unrealized appreciation on investments

    75,657,491  

Total distributable earnings

  $ 75,657,491  

 

24

 

 

Variant Alternative Income Fund

 

 

Notes to Financial Statements
October 31, 2021 (Unaudited) (continued)

 

 

9. Federal Income Taxes (continued)

 

The tax character of distributions paid during the tax years ended October 31, 2021 and October 31, 2020 were as follows:

 

   

2021

   

2020

 

Distribution paid from:

               

Ordinary income

  $ 51,746,661     $ 10,043,592  

Net long-term capital gains

    1,833,663       621,856  

Return of capital

    11,394,024       12,564,056  

Total distributions paid

  $ 64,974,348     $ 23,229,504  

 

10. Investment Transactions

 

For the six months ended October 31, 2021, purchases and sales of investments, excluding short-term investments, were $398,555,205 and $153,267,644, respectively.

 

11. Credit Facility

 

The Fund maintains a credit facility (the “Revolving Credit Facility” or “Facility”) with a maximum borrowing amount of up to $100,000,000. When in use, the Facility is secured by certain underlying investments of the Fund. The Facility bears an initial interest rate of 3.5% plus the then applicable 30-day average Secured Overnight Financing Rate (“SOFR”), which has a floor rate of 0.5%. Interest and fees incurred for the six months ended October 31, 2021 are disclosed in the accompanying Statement of Operations. For the six months ended October 31, 2021, the Fund did not utilize the Facility. The Facility matures on August 20, 2024. At October 31, 2021, the principal balance outstanding was $0.

 

 

25

 

 

Variant Alternative Income Fund

 

 

Notes to Financial Statements
October 31, 2021 (Unaudited) (continued)

 

 

12. Reorganization Information

 

Simultaneous with the commencement of the Fund’s operations (“Commencement of Operations”), the Variant Alternative Income Fund, L.P. (the “Predecessor Fund”), reorganized with and transferred substantially all its portfolio securities into the Fund. The Predecessor Fund maintained an investment objective, strategies and investment policies, guidelines and restrictions that were, in all material respects, equivalent to those of the Fund. The Fund and the Predecessor Fund shared the same investment adviser and portfolio managers. Below is a breakout of assets, liabilities, and total net assets transferred as of the date of reorganization at the end of business September 28, 2018.

 

Assets:

       

Investments at Cost

  $ 21,099,144  

Investments at Value

    21,406,197  

Cash

    3,424,801  

Interest Accrued

    387,807  

Miscellaneous Assets

    11,931  

Total Assets

    25,230,736  

Liabilities:

       

Management Fees Payable

    47,756  

Other Payable

    96,516  

Total Liabilities

    144,272  

Net Assets:

  $ 25,086,464  

 

1,003,458.564 shares were issued with an initial NAV of $25.00.

 

13. Commitments

 

Senior credit facilities may be structured to be fully funded at the time of investment or include unfunded loan commitments, which are contractual obligations for future funding. As of October 31, 2021, the Fund had unfunded loan commitments to senior credit facilities of $262,260,410.

 

The following table represents investment strategies, unfunded commitments and redemptive restrictions of investments that are measured at NAV per share (or its equivalent) as a practical expedient as of October 31, 2021:

 

Security Description

Investment
Category

Fair
Value
    Unfunded
Commitments
Redemption
Frequency
Redemption Notice Period

Aero Capital Solutions Feeder Fund III, LP

Private LPs (2)

$ 14,205,981   $ 8,095,828

None

N/A

Aero Capital Solutions Fund II, LP

Private LPs (2)

  45,428,622    

None

N/A

Aero Capital Solutions Fund, LP

Private LPs (2)

  2,650,901     656,479

None

N/A

American Rivers Fund, LLC

Private LPs (2)

  7,701,656     15,046,438

Annually (December)

Subject to a 3 year lock up period from initial funding. Redemptions are permitted in December every year paid out 25% per quarter.

Armadillo Financial Fund LP

Private LPs (1)

  49,215    

None

N/A

Bay Point Capital Partner II, LP

Private LPs (4)

  8,538,302    

Quarterly

Beginning 12 months from the origination date of each the contribution, 25% withdrawals are permitted on the last day of any calendar quarter provided that a 30 days written notice is submitted.

 

26

 

 

Variant Alternative Income Fund

 

 

Notes to Financial Statements
October 31, 2021 (Unaudited) (continued)

 

 

13. Commitments (continued)

 

Security Description

Investment
Category

 

Fair
Value
    Unfunded
Commitments
Redemption
Frequency
Redemption Notice Period

Blue Elephant Financing Fund I, L.P.

Private LPs (7)

  $ 935,287   $

None

N/A

CoVenture - Amzn Credit Opportunities Fund LP

Private LPs (7)

    17,099,291     3,084,351

Quarterly

At least a 90 day written notice to the general partner prior to each calendar quarter-end.

CoVenture - Clearbanc Special Assets Fund LP

SPVs (7)

    1,513,356    

Quarterly

Subject to a 12 month lock up with 90 days written notice to the general partner.

CoVenture - No1 Credit Opportunities Fund LLC

Private LPs (7)

    1,012,355    

Quarterly

After 36 months of funding, or additional funding date, limited partners may withdraw any portion of their capital account with 90 days’ notice as of the end of any calendar quarter.

CoVenture - No1 Credit Opportunities Fund LLC (A-2 Series)

Private LPs (7)

    3,034,009    

Quarterly

After 36 months of funding, or additional funding date, limited partners may withdraw any portion of their capital account with 90 days’ notice as of the end of any calendar quarter.

CoVenture - No1 Credit Opportunities Fund LLC (A-3 Series)

Private LPs (7)

    2,989,108     4,540,431

Quarterly

After 36 months of funding, or additional funding date, limited partners may withdraw any portion of their capital account with 90 days’ notice as of the end of any calendar quarter.

CoVenture Credit Opportunities Partners Fund LP

Private LPs (7)

   

20,217,733

   

Quarterly

Withdrawals are permitted quarterly, subject to a 1-year “soft” lockup period, with capital proceeds returned as and when they are realized. Withdrawal notification is 90 days

Crestline Portfolio Financing Fund II (US), L.P.

Private LPs (3)

    1,107,660     3,954,867

None

N/A

Crestline Portfolio Financing Fund Offshore B, L.P. and Subsidiary

Private LPs (3)

    862,480     711,070

None

N/A

Crestline Praeter, L.P. - Zoom

Private LPs (3)

    2,944,900     1,415,842

None

N/A

CX Alexandria Depositor, LLC

SPVs (5)

    8,544,452    

None

N/A

CX EOS Orlando Depositor, LLC

SPVs (5)

    5,994,144    

None

N/A

CX Heritage Depositor, LLC

SPVs (5)

    4,659,534    

None

N/A

CX Highland Depositor, LLC

SPVs (5)

    7,619,167    

None

N/A

CX Multifamily Portfolio Depositor, LLC

SPVs (5)

    2,992,263    

None

N/A

CX Riverstone Depositor, LLC

SPVs (5)

    4,141,808    

None

N/A

CX Texas Industrial Depositor, LLC

SPVs (5)

    4,672,849    

None

N/A

 

27

 

 

Variant Alternative Income Fund

 

 

Notes to Financial Statements
October 31, 2021 (Unaudited) (continued)

 

 

13. Commitments (continued)

 

Security Description

Investment
Category

 

Fair
Value
    Unfunded
Commitments
Redemption
Frequency
Redemption Notice Period

DelGatto Diamond Fund QP, LP

Private LPs (7)

  $ 21,459,236   $

Monthly

Upon fully called committed capital, redemptions are permitted at the end of each calendar month with at least a 90 day notice. Any redemption made within 1 year of subscription is subject to a 5% early redemption penalty

EAJF Leveraged Feeder LP

Private LPs (3)

    6,352,129     24,000,000

Quarterly

After 36 months of lock up, each limited partner may provide a written notice 60 days prior to each calendar quarter-end to withdraw any portion of it’s capital account balance

Hudson Transport Real Asset Fund LP

Private LPs (2)

    1,440,463    

Quarterly

Subject to a 2 year lock up period. Subsequently, can submit a withdrawal of interest form effective as of the last day of any calendar quarter upon not less than 90 days prior written notice. Request must be greater than $100k.

Leaf II SPC

Private LPs (7)

    40,067    

None

N/A

Marathon Structured Product Strategies Fund, LP

Private LPs (1)

    749,400     15,000

None

N/A

Monticello Funding, LLC Series BTH 3

SPVs (4)

    120,819     500,000

None

N/A

Monticello Funding, LLC Series BTH 30

SPVs (4)

    202,018     500,000

None

N/A

Monticello Funding, LLC Series BTH 31

SPVs (4)

    303,060     35,556

None

N/A

Monticello Funding, LLC Series BTH 33

SPVs (4)

    755,632    

None

N/A

Monticello Funding, LLC Series BTH 37

SPVs (4)

    2,020,403    

None

N/A

Monticello Funding, LLC Series BTH 38

SPVs (4)

    1,767,853     194,444

None

N/A

Monticello Funding, LLC Series BTH 41

SPVs (4)

    2,474,994    

None

N/A

Monticello Funding, LLC Series BTH 43

SPVs (4)

    858,957    

None

N/A

Monticello Funding, LLC Series BTH 45

SPVs (4)

    707,141     300,000

None

N/A

Monticello Funding, LLC Series BTH 47

SPVs (4)

    3,036,372    

None

N/A

Monticello Funding, LLC Series BTH 48

SPVs (4)

    2,272,859    

None

N/A

Monticello Funding, LLC Series BTH 49

SPVs (4)

    597,856    

None

N/A

 

28

 

 

Variant Alternative Income Fund

 

 

Notes to Financial Statements
October 31, 2021 (Unaudited) (continued)

 

 

13. Commitments (continued)

 

Security Description

Investment
Category

 

Fair
Value

   

Unfunded
Commitments

   

Redemption
Frequency

   

Redemption Notice Period

 

Monticello Structured Products, LLC Series MSP-12

SPVs (4)

  $ 11,351     $  

None

N/A

Montreux Healthcare Fund PLC

Private LPs (5)

    63,141,455        

Quarterly

180 Business Days’ prior written notice is required for a quarterly Valuation Day.

MV Co-Investment Feeder, LLC

Private LPs (9)

    2,068,188        

None

N/A

MV Feeder, LLC

Private LPs (9)

    10,365,747       426,235  

None

N/A

North Haven Offshore Infrastructure Partners A LP

Private LPs (1)

    1,431,284       544,827  

None

N/A

Oak Harbor Capital NPL VII, LLC

Private LPs (4)

    11,507,395        

None

N/A

OHP II LP Class B

Private LPs (7)

    9,327,396        

None

N/A

OHPC LP Founders Class Interest 1.25%

Private LPs (7)

    5,052,960        

Quarterly

Withdraw all or any portion of its capital account attributable to a particular capital contribution as of the last day of each calendar quarter that is on or after the expiration of the lock-up period. The lock-up-period is the first anniversary of such capital contribution

Prime Storage Fund II (Cayman), LP

Private LPs (5)

    1,364,506       60,508  

None

N/A

PSC US BADGER LLC

SPVs (7)

    11,461,157       14,076,000  

None

N/A

PWP Asset Based Income ASP Fund

Private LPs (1)

    1,142,673        

None

N/A

Quiet Credit I LLC

Private LPs (4)

    6,314,821        

None

N/A

Round Hill Music Carlin Coinvest, LP

SPVs (9)

    1,170,548        

None

N/A

Segregated Investment Vehicle I, SP (a segregated portfolio of Lendable SPC)

SPVs (7)

    87,461,442       3,328,664  

None

N/A

Series 4 -Virage Capital Partners LP

Private LPs (3)

    1,881,052        

None

N/A

Series 6 - Virage Capital Partners LP

Private LPs (3)

    18,755,764        

None

N/A

Silverpeak Special Situations Lending Onshore Fund LP

Private LPs (7)

    3,059,909       6,975,000  

None

N/A

Thor Urban Property Fund II, Inc.

Private LPs (7)

    1,056,272        

None

N/A

Turning Rock Fund I LP

Private LPs (7)

    7,712,751       2,175,909  

None

N/A

Upper90 ClearFund I, SPV L.P.

SPVs (7)

    387,976        

None

N/A

Windsor Hill Bridge, LLC

SPVs (5)

    3,469,069        

None

N/A

Total

    $ 462,218,048     $ 90,637,449                  

 

1

Private partnerships that are secondaries positions. These investments are purchased in the secondary market of a limited partner’s interest in a private credit fund from the primary owner.

 

2

Private partnerships in transportation finance. These partnerships provide financing of transportation assets (aircraft, ships, railcars, trucking, or shipping containers) through equity and/or debt investments.

 

3

Private partnerships and special purpose vehicles in litigation finance. These strategies consists of loans to law firms backed by the expected value of contingency fees received from future case settlements.

 

29

 

 

Variant Alternative Income Fund

 

 

Notes to Financial Statements
October 31, 2021 (Unaudited) (continued)

 

 

13. Commitments (continued)

 

4

Real estate debt private partnerships. These are extensions of new debt backed by real estate assets or the purchase of existing loans backed by residential or commercial real estate assets.

 

5

Real estate equity partnerships that consists of equity investments backed by commercial real estate.

 

6

Private partnerships that are in portfolio finance, a special scenario where a loan to the borrower is collateralized by all of the assets in a private investment vehicle.

 

7

Private partnerships that are in specialty finance investments. Such partnerships invests in institutional loan to a non-bank, private lender, which uses the capital to make loans in their particular vertical.

 

8

A warehouse facility is an institutional loan to a pool of assets where the underlying collateral is expected to only stay in the pool for a short period of time.

 

9

Private partnerships and special purpose vehicles that invests in and/or purchases royalties. These royalties are the financial claim to the revenue generated from an asset such as the usage of copyrighted music, licensing payments on intellectual property, or oil and gas production.

 

10

Private partnership that invests in insurance receivables. The investment is backed by the recovery of conditional payments advanced by Medicare Advantage Organizations.

 

14. Subsequent Events

 

In preparing these financial statements, management has evaluated subsequent events through the date of issuance of the financial statements included herein. There have been no subsequent events or transactions that occurred during this period that materially impacted the amounts or disclosures in the Fund’s financial statements except for the following:

 

The Fund commenced a repurchase offer on November 24, 2021 as follows:

 

   

Repurchase Offer

 

Commencement Date

    November 24, 2021  

Repurchase Request Deadline

    December 15, 2021  

Repurchase Pricing Date

    December 15, 2021  
         

Net Asset Value as of Repurchase Offer Date

       

Institutional Class

    $28.26  
         

Amount Repurchased

       

Institutional Class

    $32,688,613  
         

Percentage of Outstanding Shares Repurchased

       

Institutional Class

    2.35%  

 

30

 

 

Variant Alternative Income Fund

 

 

Other Information
October 31, 2021 (Unaudited)

 

 

Proxy Voting

 

The Fund is required to file Form N-PX, with its complete proxy voting record for the twelve months ended June 30, no later than August 31. The Fund’s Form N-PX filing and a description of the Fund’s proxy voting policies and procedures are available without charge, upon request, by calling the Fund at 1-877-770-7717 or visiting the Securities and Exchange Commission’s (the “SEC”) website at www.sec.gov.

 

Availability of Quarterly Portfolio Schedules

 

The Fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-PORT. The Fund’s Form N-PORT reports are available on the SEC’s website at www.sec.gov or by calling the Fund at 1-877-770-7717.

 

Approval of Investment Management Agreement

 

At a meeting of the Board held on June 2, 2021 and June 3, 2021 (the “Meeting”), by a unanimous vote, the Board, including a majority of trustees who are not “interested persons” within the meaning of Section 2(a)(19) of the Investment Company Act (the “Independent Trustees”) voting separately, approved the Investment Management Agreement between the Investment Manager and the Fund.

 

In advance of the Meeting, the Independent Trustees requested and received materials from the Investment Manager to assist them in considering the approval of the Investment Management Agreement. The Independent Trustees reviewed reports from third parties and management about the below factors. The Board did not consider any single factor as controlling in determining whether to approve the Investment Management Agreement nor are the items described herein all-encompassing of the matters considered by the Board. Pursuant to relief granted by the SEC in light of the COVID-19 pandemic (the “Order”) and a determination by the Board that reliance on the Order was appropriate due to circumstances related to the current or potential effects of COVID-19, the Meeting was held by videoconference.

 

The Board engaged in a detailed discussion of the materials with management of the Investment Manager. The Independent Trustees then met separately with independent counsel to the Independent Trustees for a full review of the materials. Following this session, the full Board reconvened and after further discussion determined that the information presented provided a sufficient basis upon which to approve the Investment Management Agreement.

 

Nature, Extent and Quality of Services

 

The Board reviewed and considered the nature and extent of the investment advisory services provided by the Investment Manager to the Fund under the Investment Management Agreement, including the selection of Fund investments. The Board also reviewed and considered the nature and extent of the non-advisory and administrative services provided by the Investment Manager to the Fund, including, among other things, providing office facilities, equipment, and personnel. The Board reviewed and considered the qualifications of the portfolio managers and other key personnel of the Investment Manager who provide the investment advisory and administrative services to the Fund. The Board determined that the Investment Manager’s portfolio managers and key personnel are well-qualified by education and/or training and experience to perform the services for the Fund in an efficient and professional manner. The Board also took into account the Investment Manager’s compliance policies and procedures, including the procedures used to determine the value of the Fund’s investments. The Board concluded that the overall quality of the advisory and administrative services provided to the Fund was satisfactory.

 

Performance

 

The Board considered the investment performance of the Investment Manager with respect to the Fund. The Board considered the performance of the Fund, noting that the Fund had strong year to-date performance against two key indices and strong performance against its peers for the quarter-ended and year-ended March 31, 2021. Although the Board considered the Investment Manager’s view that there was no representative benchmark index or directly comparable peers to the Fund given the unique private assets held by the Fund, the Board considered the overall performance of the Fund and concluded that the performance of the Fund was satisfactory.

 

31

 

 

Variant Alternative Income Fund

 

 

Other Information
October 31, 2021 (Unaudited) (continued)

 

 

Fees and Expenses Relative to Comparable Funds Managed by Other Investment Managers

 

The Board reviewed the advisory fee rate and total expense ratio of the Fund. The Board compared the advisory fee and total expense ratio for the Fund with various comparative data, including reports on the expenses of other comparable funds. The Board noted that the Fund’s advisory fees were comparable to the fees payable by other comparable funds. In addition, the Board noted that the Investment Manager has contractually agreed to limit total annual operating expenses until assets support the expenses of the Fund. The Board concluded that the advisory fees paid by the Fund and total expense ratio were reasonable and satisfactory in light of the services provided.

 

Breakpoints and Economies of Scale

 

The Board reviewed the structure of the Fund’s investment management under the Investment Management Agreement. The Board considered the Fund’s advisory fees and concluded that the fees were reasonable and satisfactory in light of the services provided. The Board also determined that, given the Fund’s increasing current size, the Fund is beginning to achieve economies of scale.

 

Profitability of Investment Manager

 

The Board considered and reviewed information concerning the costs incurred and profits realized by the Investment Manager from its relationship with the Fund. The Board also reviewed the Investment Manager’s financial condition. The Board noted that the financial condition of the Investment Manager appeared stable. The Board determined that the advisory fees and the compensation to the Investment Manager was reasonable and the financial condition was adequate.

 

Ancillary Benefits and Other Factors

 

The Board also discussed other benefits to be received by the Investment Manager from its management of the Fund including, without limitation, the ability to market its advisory services for similar products in the future. The Board noted that the Investment Manager does not have affiliations with the Fund’s transfer agent, fund accountant, custodian, or distributor and, therefore, they do not derive any benefits from the relationships these parties may have with the Fund. The Board concluded that the advisory fees were reasonable in light of the fall-out benefits.

 

General Conclusion

 

Based on its consideration of all factors that it deemed material, and assisted by the advice of its counsel, the Board concluded it would be in the best interest of the Fund and its shareholders to approve the continuance of the Investment Management Agreement.

 

32

 

 

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ITEM 2. CODE OF ETHICS.

 

Not applicable to semi-annual reports.

 

ITEM 3. AUDIT COMMITTEE FINANCIAL EXPERT.

 

Not applicable to semi-annual reports.

 

ITEM 4. PRINCIPAL ACCOUNTANT FEES AND SERVICES.

 

Not applicable to semi-annual reports.

 

ITEM 5. AUDIT COMMITTEE OF LISTED REGISTRANTS.

 

Not applicable.

 

ITEM 6. SCHEDULE OF INVESTMENTS.

 

Schedule of Investments in securities of unaffiliated issuers as of the close of the reporting period is included as part of the report to shareholders filed under Item 1 of this form.

 

ITEM 7. DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES.

 

Not applicable to semi-annual reports.

 

 

 

ITEM 8. PORTFOLIO MANAGERS OF CLOSED-END MANAGEMENT INVESTMENT COMPANIES.

 

Not applicable to semi-annual reports.

 

ITEM 9. PURCHASES OF EQUITY SECURITIES BY CLOSED-END MANAGEMENT INVESTMENT COMPANY AND AFFILIATED PURCHASERS.

 

Not applicable.

 

ITEM 10. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.

 

There have been no material changes to the procedures by which the shareholders may recommend nominees to the registrant's board of trustees, where those changes were implemented after the registrant last provided disclosure in response to the requirements of Item 407(c)(2)(iv) of Regulation S-K (17CFR 229.407), or this Item.

 

ITEM 11. CONTROLS AND PROCEDURES.

 

(a) The registrant's principal executive and principal financial officers, or persons performing similar functions, have concluded that the registrant's disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940, as amended (the "1940 Act") (17 CFR 270.30a-3(c))) are effective, as of a date within 90 days of the filing date of the report that includes the disclosure required by this paragraph, based on their evaluation of these controls and procedures required by Rule 30a-3(b) under the 1940 Act (17 CFR 270.30a-3(b)) and Rules 13a-15(b) or 15d-15(b) under the Securities Exchange Act of 1934, as amended (17 CFR 240.13a-15(b) or 240.15d-15(b)).

 

(b) There were no changes in the registrant's internal control over financial reporting (as defined in Rule 30a-3(d) under the 1940 Act (17 CFR 270.30a-3(d)) that occurred during the registrant's second fiscal quarter of the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting.

 

 

 

ITEM 12. DISCLOSURE OF SECURITIES LENDING ACTIVITIES FOR CLOSED-END MANAGEMENT COMPANIES.

 

Not applicable.

 

ITEM 13. EXHIBITS.

 

(a)(1) Not applicable to semi-annual reports.

 

(a)(2) Certifications pursuant to Rule 30a-2(a) under the 1940 Act and Section 302 of the Sarbanes-Oxley Act of 2002 are attached hereto.

 

(a)(3) Not applicable.

 

(a)(4) Not applicable.

 

(b) Certifications pursuant to Rule 30a-2(a) under the 1940 Act and Section 906 of the Sarbanes-Oxley Act of 2002 are attached hereto.

 

 

 

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) Variant Alternative Income Fund  
     
By (Signature and Title)* /s/ Robert W. Elsasser  
  Robert W. Elsasser, President  
  (Principal Executive Officer)  
     
Date January 6, 2022  
     

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/ Robert W. Elsasser  
  Robert W. Elsasser, President  
  (Principal Executive Officer)  
     
Date January 6, 2022  
     
By (Signature and Title)* /s/ Curt Fintel  
  Curt Fintel, Treasurer  
  (Principal Financial Officer)  
     
Date January 5, 2022  

 

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

 

EX-99.CERT 2 fp0071573_ex99cert.htm

CERTIFICATION PURSUANT TO RULE 30A-2(A) UNDER THE 1940 ACT AND SECTION 302 OF

THE SARBANES-OXLEY ACT

I, Robert W. Elsasser, certify that:

 

1. I have reviewed this report on Form N-CSR of Variant Alternative Income Fund;

 

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

 

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations, changes in net assets, and cash flows (if the financial statements are required to include a statement of cash flows) of the registrant as of, and for, the periods presented in this report;

 

4. The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) and internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) for the registrant and have:

 

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

 

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

 

(c) Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of a date within 90 days prior to the filing date of this report based on such evaluation; and

 

(d) Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the second fiscal quarter of the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and

 

5. The registrant's other certifying officer(s) and I have disclosed to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):

 

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize, and report financial information; and

 

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

 

Date: January 6, 2022   /s/ Robert W. Elsasser  
       Robert W. Elsasser, President  
      (Principal Executive Officer)  

 

 

CERTIFICATION PURSUANT TO RULE 30A-2(A) UNDER THE 1940 ACT AND SECTION 302 OF

THE SARBANES-OXLEY ACT

I, Curt Fintel, certify that:

 

1. I have reviewed this report on Form N-CSR of Variant Alternative Income Fund;

 

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

 

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations, changes in net assets, and cash flows (if the financial statements are required to include a statement of cash flows) of the registrant as of, and for, the periods presented in this report;

 

4. The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) and internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) for the registrant and have:

 

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

 

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

 

(c) Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of a date within 90 days prior to the filing date of this report based on such evaluation; and

 

(d) Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the second fiscal quarter of the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and

 

5. The registrant's other certifying officer(s) and I have disclosed to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):

 

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize, and report financial information; and

 

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

 

Date: January 5, 2022   /s/ Curt Fintel  
      Curt Fintel, Treasurer  
      (Principal Financial Officer)  

 

EX-99.906 CERT 3 fp0071573_ex99906cert.htm

EX-99.906CERT

 

CERTIFICATIONS PURSUANT TO SECTION 906 OF THE SARBANES-

OXLEY ACT OF 2002

 

I, Robert W. Elsasser, President of Variant Alternative Income Fund, certify that to my knowledge:

 

1.The Form N-CSR of the registrant for the period ended October 31, 2021 (the "Report") fully complies with the requirements of Section 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 registrant.

 

/s/ Robert W. Elsasser  
Robert W. Elsasser  
President and Principal Executive Officer  
January 6, 2022  

 

 

 

I, Curt Fintel, Treasurer of Variant Alternative Income Fund, certify that to my knowledge:

 

1.The Form N-CSR of the registrant for the period ended October 31, 2021 (the "Report") fully complies with the requirements of Section 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 registrant.

 

/s/ Curt Fintel  
Curt Fintel  
Treasurer and Principal Financial Officer  
January 5, 2022  

 

These certifications are being furnished to the Commission solely pursuant to Rule 30a-2(b) under the Investment Company Act of 1940, as amended, and 18 U.S.C. (S) 1350 and are not being filed as part of the Form N-CSR with the Commission.

 

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