N-CSRS 1 lp1-085.htm SEMI-ANNUAL REPORT lp1-085.htm - Generated by SEC Publisher for SEC Filing

 

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

811-03940

 

 

 

BNY Mellon Strategic Funds, Inc.

 

 

(Exact name of Registrant as specified in charter)

 

 

 

 

 

 

c/o BNY Mellon Investment Adviser, Inc.

240 Greenwich Street

New York, New York  10286

 

 

(Address of principal executive offices)        (Zip code)

 

 

 

 

 

Bennett A. MacDougall, Esq.

240 Greenwich Street

New York, New York  10286

 

 

(Name and address of agent for service)

 

 

Registrant's telephone number, including area code: 

(212) 922-6400

 

 

Date of fiscal year end:

 

11/30

 

Date of reporting period:

05/31/2019

 

             

 

 

The following N-CSR relates only to the Registrant's series listed below and does not relate to any series of the Registrant with a different fiscal year end and, therefore, different N-CSR reporting requirements.  A separate N-CSR will be filed for any series with a different fiscal year end, as appropriate.

 

BNY Mellon Global Stock Fund

BNY Mellon International Stock Fund

BNY Mellon Select Managers Small Cap Value Fund

BNY Mellon U.S. Equity Fund

 

 


 

FORM N-CSR

Item 1.          Reports to Stockholders.

 


 

BNY Mellon Global Stock Fund

 

SEMIANNUAL REPORT

May 31, 2019

 

 

 

Save time. Save paper. View your next shareholder report online as soon as it’s available. Log into www.bnymellonim.com/us and sign up for eCommunications. It’s simple and only takes a few minutes.

 

The views expressed in this report reflect those of the portfolio manager(s) only through the end of the period covered and do not necessarily represent the views of BNY Mellon Investment Adviser, Inc. or any other person in the BNY Mellon Investment Adviser, Inc. organization. Any such views are subject to change at any time based upon market or other conditions and BNY Mellon Investment Adviser, Inc. disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a fund in the BNY Mellon Family of Funds are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any fund in the BNY Mellon Family of Funds.

 

Not FDIC-Insured • Not Bank-Guaranteed • May Lose Value

 

Contents

THE FUND

FOR MORE INFORMATION

 

Back Cover

 

       
 


BNY Mellon Global Stock Fund

 

The Fund

A LETTER FROM THE PRESIDENT OF BNY MELLON INVESTMENT ADVISER, INC.

Dear Shareholder:

We are pleased to present this semiannual report for, BNY Mellon Global Stock Fund (formerly, Global Stock Fund), covering the six-month period from December 1, 2018 through May 31, 2019. For information about how the fund performed during the reporting period, as well as general market perspectives, we provide a Discussion of Fund Performance on the pages that follow.

U.S. equity markets experienced a sharp sell-off in December 2018, triggered in part by heightened concerns over rising interest rates, trade tensions and slowing global growth. The slump largely erased prior gains on U.S. indices, while losses deepened in international markets. In December, it appeared that the U.S. Federal Reserve (the “Fed”) would maintain its hawkish stance on monetary policy. However, comments made by the Fed in January indicated that it would slow the pace of interest-rate increases, and this helped stimulate a rebound across equity markets that continued through much of the reporting period. However, in May, escalating trade tensions once again disrupted equity market progress, causing stock prices to pull back.

At the end of 2018, equity volatility and global growth concerns triggered a flight to quality in many areas of the bond market, raising Treasury prices and flattening the yield curve. After encouraging comments by the Fed in January, fixed-income markets rallied. Bond prices benefited from falling rates through the end of the period.

We remain positive on the near-term economic outlook for the U.S. but will monitor relevant data for any signs of a change. As always, we encourage you to discuss the risks and opportunities in today’s investment environment with your financial advisor.

Thank you for your continued confidence and support.

Sincerely,

Renee LaRoche-Morris
President
BNY Mellon Investment Adviser, Inc.
June 17, 2019

2

 

DISCUSSION OF FUND PERFORMANCE (Unaudited)

For the period from December 1, 2018 through May 31, 2019, as provided by Charlie Macquaker, Roy Leckie, and Jane Henderson, the three members of the Investment Executive at Walter Scott & Partners Limited (WS), Sub-Investment Adviser

Market and Fund Performance Overview

For the six-month period ended May 31, 2019, BNY Mellon Global Stock Fund’s (formerly, Global Stock Fund) Class A shares achieved a total return of 4.25%, Class C shares returned 3.86%, Class I shares returned 4.36%, and Class Y shares returned 4.43%.1 For the same period, the fund’s benchmark, the MSCI World Index (the “Index”), achieved a total return of 1.40%.2

Global equities advanced despite volatility during the reporting period, bolstered by supportive central bank policy. Effective stock selection, particularly in the U.S. and Europe ex-UK markets, and within the health care and consumer staples sectors, contributed to the fund outperforming the Index.

The Fund’s Investment Approach

The fund seeks long-term total return. To pursue its goal, the fund normally invests at least 80% of its net assets, plus any borrowings for investment purposes, in stocks. The fund’s investments will be focused on companies located in developed markets. The fund ordinarily invests in at least three countries and is not geographically limited in its investment selection but, at times, may invest a substantial portion of its assets in a single country. The fund may invest in the securities of companies of any market capitalization. Walter Scott seeks investment opportunities in companies with fundamental strengths that indicate the potential for sustainable growth. Walter Scott focuses on individual stock selection, building the fund’s portfolio from the bottom up through extensive fundamental research. The investment process begins with the screening of reported company financials. Companies that meet certain broad absolute and trend criteria are candidates for more detailed financial analysis. The fund’s Investment Team collectively reviews and selects those stocks that meet Walter Scott’s criteria and where the expected growth rate is combined with a reasonable valuation for the underlying equity. Geographic and sector allocations are the result of, not part of, the investment process, because the Investment Team’s sole focus is on the analysis of and investment in individual companies.

Markets Pivot on Central Bank and Trade Activity

Markets experienced periodic volatility over the six months but gained ground over the reporting period as a whole. In December, many equity markets felt pressure from slowing global growth, escalating trade issues between the United States and China, Brexit difficulties, and additional geopolitical issues elsewhere in Europe and the emerging markets. Renewed articulation of hawkish narratives by U.S. Federal Reserve (“Fed”) officials alarmed investors and stoked volatility. In December, equities reached new lows for the year, as economic and political news continued to unnerve investors. Investors also feared the European Central Bank (ECB) would proceed with its plan to conclude stimulus measures in January, despite moderating growth rates.

3

 

DISCUSSION OF FUND PERFORMANCE (Unaudited) (continued)

January marked a turnaround in markets. Talk of a potential trade deal between the U.S. and China helped fuel investor optimism, as equity prices recovered. The ECB announced it would provide additional stimulus to support the eurozone economy. China also announced plans to stoke its slowing economic growth rate, bolstering prospects for businesses in Japan, its largest trading partner. At its first meeting of the year, the Fed emphasized its focus on data as a primary driver for rate-hike decisions, and its ability to suspend additional rate increases when the data is not supportive. These sentiments reassured investors of central bankers’ commitments to support flagging growth. In addition, the continued delay of a Brexit resolution has given businesses located in the United Kingdom (UK) time to change their locations and business models in order to mitigate the negative effects of a hard Brexit. The market rebound continued throughout the first several months of 2019. However, renewed trade disputes in May caused equity markets to pull back again.

Stock Selection Buoyed Fund Results

The fund’s positive results compared to the Index stemmed from the success of our security selection. Stock picks within the health care and consumer staples sectors, as well as among companies within the U.S. and Europe ex-UK markets, were particularly additive. Underweight exposure to the financials sector and an overweight to information technology also helped relative results. Luxury goods company LVMH Moët Hennessy Louis Vuitton benefited from strong consumer demand, stemming in part from a growing Chinese middle class. Its stock price rose throughout much of the period, and it was a top contributor to relative results. Information technology company Mastercard was also among the top overall contributors to portfolio performance. The payment processing company enjoyed high demand for its services, leading to favorable earnings results. Hong Kong-based financial company AIA Group also contributed to overall results for the period. Increased demand for its life insurance products in Asian markets has led to revenue growth, bolstering the company’s stock price.

Conversely, stock selection within the energy sector detracted from relative returns, as did underweight exposure to real estate and communication services companies. Top individual detractors included energy companies EOG Resources and Schlumberger, and clothing retailer Inditex. U.S.-based energy companies EOG Resources and Schlumberger were buffeted by shifts in oil prices during the period. Concerns regarding future demand for oil also continue to weigh on the industry as a whole. Despite arguably best-in-class results, clothing retailer Inditex came under pressure as the market continued to worry about online competition. It remains a core holding.

Maintaining a Company-by-Company Approach

Although we do not manage the fund’s investments in response to macroeconomic trends, it is worth noting that we believe the ongoing rivalry between the U.S. and China, playing out against the backdrop of uncertain economic times, will likely lead to continued periods of volatility in the markets. As we transition to a slower growth environment, it is hard to see central banks shifting away from an accommodative monetary policy. We are mindful of earnings compression resulting from weaker demand and rising costs at a time of already elevated equity market valuations.

In that context, our focus remains very much unchanged. We must continue to identify and invest in market-leading, financially robust companies with the strategic strengths and vision

4

 

to generate meaningful returns over the long term. Our distinctly long-term lens allows us to focus on the underlying strengths and opportunities of a business. Not only does that approach mean we waste very little time trying to second-guess short-term market moves, but it ensures we are invested in companies that have the attributes we believe are needed to succeed, regardless of the external environment in which they operate. We will continue to look for opportunities that benefit investors, capturing gains when the market rallies and adding to fundamentally strong companies when the market pulls back.

June 17, 2019

1 Total return includes reinvestment of dividends and any capital gains paid and does not take into consideration the maximum initial sales charge in the case of Class A shares, or the applicable contingent deferred sales charge imposed on redemptions in the case of Class C shares. Had these charges been reflected, returns would have been lower. Past performance is no guarantee of future results. Share price, yield, and investment return fluctuate such that upon redemption, fund shares may be worth more or less than their original cost.

2 Source: Lipper Inc. — The MSCI World Index is a free float-adjusted market capitalization-weighted index that is designed to measure the equity market performance of developed markets. It reflects reinvestment of net dividends and, where applicable, capital gain distributions. Investors cannot invest directly in any index.

Equities are subject generally to market, market sector, market liquidity, issuer, and investment style risks, among other factors, to varying degrees, all of which are more fully described in the fund’s prospectus.

Investing internationally involves special risks, including changes in currency exchange rates, political, economic, and social instability, a lack of comprehensive company information, differing auditing and legal standards, and less market liquidity. These risks generally are greater with emerging market countries than with more economically and politically established foreign countries.

5

 

UNDERSTANDING YOUR FUND’S EXPENSES (Unaudited)

As a mutual fund investor, you pay ongoing expenses, such as management fees and other expenses. Using the information below, you can estimate how these expenses affect your investment and compare them with the expenses of other funds. You also may pay one-time transaction expenses, including sales charges (loads) and redemption fees, which are not shown in this section and would have resulted in higher total expenses. For more information, see your fund’s prospectus or talk to your financial adviser.

Review your fund’s expenses

The table below shows the expenses you would have paid on a $1,000 investment in BNY Mellon Global Stock Fund from December 1, 2018 to May 31, 2019. It also shows how much a $1,000 investment would be worth at the close of the period, assuming actual returns and expenses.

                 

Expenses and Value of a $1,000 Investment

assuming actual returns for the six months ended May 31, 2019

 

Class A

Class C

Class I

Class Y

Expenses paid per $1,000

 

$6.11

 

$9.91

 

$5.04

 

$4.54

Ending value (after expenses)

 

$1,042.50

 

$1,038.60

 

$1,043.60

 

$1,044.30

COMPARING YOUR FUND’S EXPENSES
WITH THOSE OF OTHER FUNDS
(Unaudited)

Using the SEC’s method to compare expenses

The Securities and Exchange Commission (“SEC”) has established guidelines to help investors assess fund expenses. Per these guidelines, the table below shows your fund’s expenses based on a $1,000 investment, assuming a hypothetical 5% annualized return. You can use this information to compare the ongoing expenses (but not transaction expenses or total cost) of investing in the fund with those of other funds. All mutual fund shareholder reports will provide this information to help you make this comparison. Please note that you cannot use this information to estimate your actual ending account balance and expenses paid during the period.

                 

Expenses and Value of a $1,000 Investment

assuming a hypothetical 5% annualized return for the six months ended May 31, 2019

 

Class A

Class C

Class I

Class Y

Expenses paid per $1,000

 

$6.04

 

$9.80

 

$4.99

 

$4.48

Ending value (after expenses)

 

$1,018.95

 

$1,015.21

 

$1,020.00

 

$1,020.49

 Expenses are equal to the fund’s annualized expense ratio of 1.20% for Class A, 1.95% for Class C, .99% for Class I and .89% for Class Y, multiplied by the average account value over the period, multiplied by 182/365 (to reflect the one-half year period).

6

 

STATEMENT OF INVESTMENTS
May 31, 2019 (Unaudited)

               
 

Description

     

Shares

 

Value ($)

 

Common Stocks - 96.9%

         

Australia - 1.9%

         

CSL

     

169,700

 

24,137,513

 

Canada - 2.2%

         

Alimentation Couche Tard, Cl. B

     

449,300

 

27,574,308

 

China - 2.0%

         

CNOOC

     

15,260,000

 

24,808,672

 

Denmark - 1.8%

         

Novo Nordisk, Cl. B

     

491,500

 

23,165,809

 

Finland - 1.0%

         

Kone, Cl. B

     

235,400

 

12,818,212

 

France - 4.4%

         

L'Oreal

     

102,400

 

27,481,229

 

LVMH Moet Hennessy Louis Vuitton

     

76,800

 

29,098,577

 
       

56,579,806

 

Hong Kong - 5.2%

         

AIA Group

     

3,621,800

 

33,930,419

 

CLP Holdings

     

1,301,000

 

14,708,268

 

Hong Kong & China Gas

     

8,092,466

 

17,861,838

 
       

66,500,525

 

Japan - 6.9%

         

FANUC

     

96,300

 

16,233,598

 

Keyence

     

63,214

 

35,458,550

 

Shin-Etsu Chemical

     

276,900

 

22,939,232

 

SMC

     

41,500

 

13,542,274

 
       

88,173,654

 

Spain - 1.7%

         

Industria de Diseno Textil

     

801,500

 

21,519,602

 

Switzerland - 8.0%

         

Alcon

     

53,480

a

3,110,253

 

Nestle

     

295,000

 

29,298,646

 

Novartis

     

267,400

 

22,965,102

 

Roche Holding

     

92,300

 

24,221,482

 

SGS

     

8,700

 

21,980,225

 
       

101,575,708

 

Taiwan - 2.1%

         

Taiwan Semiconductor Manufacturing, ADR

     

692,000

a

26,538,200

 

United Kingdom - 8.3%

         

Compass Group

     

1,127,884

 

25,520,634

 

Experian

     

986,500

 

29,816,929

 

Linde

     

140,000

 

25,277,000

 

7

 

STATEMENT OF INVESTMENTS (Unaudited) (continued)

               
 

Description

     

Shares

 

Value ($)

 

Common Stocks - 96.9% (continued)

         

United Kingdom - 8.3% (continued)

         

Reckitt Benckiser Group

     

306,700

 

24,634,783

 
       

105,249,346

 

United States - 51.4%

         

Adobe

     

114,700

a

31,072,230

 

Alphabet, Cl. C

     

26,297

a

29,022,158

 

Amphenol, Cl. A

     

277,500

 

24,142,500

 

Automatic Data Processing

     

174,900

 

28,004,988

 

Booking Holdings

     

14,410

a

23,866,130

 

Cerner

     

419,400

 

29,345,418

 

Cisco Systems

     

523,700

 

27,248,111

 

Cognizant Technology Solutions, Cl. A

     

371,700

 

23,019,381

 

Colgate-Palmolive

     

358,100

 

24,930,922

 

Edwards Lifesciences

     

149,800

a

25,570,860

 

EOG Resources

     

292,500

 

23,949,900

 

Fastenal

     

930,000

 

28,448,700

 

Gilead Sciences

     

262,000

 

16,309,500

 

Intuitive Surgical

     

50,200

a

23,335,470

 

IPG Photonics

     

92,700

a

11,603,259

 

Johnson & Johnson

     

186,200

 

24,420,130

 

Mastercard, Cl. A

     

142,900

 

35,937,921

 

Microsoft

     

258,000

 

31,909,440

 

NIKE, Cl. B

     

294,000

 

22,679,160

 

Oracle

     

485,300

 

24,556,180

 

Schlumberger

     

351,600

 

12,197,004

 

Starbucks

     

391,116

 

29,748,283

 

Stryker

     

147,800

 

27,082,872

 

The TJX Companies

     

499,700

 

25,129,913

 

Walt Disney

     

221,500

 

29,246,860

 

Waters

     

106,900

a

21,455,899

 
       

654,233,189

 

Total Common Stocks (cost $696,063,059)

     

1,232,874,544

 

8

 

               
 

Description

 

1-Day
Yield (%)

 

Shares

 

Value ($)

 

Investment Companies - 2.7%

         

Registered Investment Companies - 2.7%

         

Dreyfus Institutional Preferred Government Plus Money Market Fund
(cost $34,501,277)

 

2.40

 

34,501,277

b

34,501,277

 

Total Investments (cost $730,564,336)

 

99.6%

 

1,267,375,821

 

Cash and Receivables (Net)

 

.4%

 

5,156,942

 

Net Assets

 

100.0%

 

1,272,532,763

 

ADR—American Depository Receipt

a Non-income producing security.

b Investment in affiliated issuer. The investment objective of this investment company is publicly available and can be found within the investment company’s prospectus.

   

Portfolio Summary (Unaudited)

Value (%)

Pharmaceuticals Biotechnology & Life Sciences

12.3

Software & Services

11.5

Health Care Equipment & Services

8.5

Capital Goods

7.5

Commercial & Professional Services

6.3

Household & Personal Products

6.0

Technology Hardware & Equipment

5.8

Retailing

5.5

Energy

4.8

Media & Entertainment

4.6

Consumer Services

4.3

Consumer Durables & Apparel

4.1

Materials

3.8

Investment Companies

2.7

Insurance

2.7

Utilities

2.6

Food, Beverage & Tobacco

2.3

Food & Staples Retailing

2.2

Semiconductors & Semiconductor Equipment

2.1

 

99.6

 Based on net assets.

See notes to financial statements.

9

 

STATEMENT OF INVESTMENTS IN AFFILIATED ISSUERS (Unaudited)

             

Investment Companies

Value
11/30/18 ($)

Purchases($)

Sales($)

Value
5/31/19($)

Net
Assets(%)

Dividends/
Distributions($)

Registered Investment Companies;

     

Dreyfus Institutional Preferred Government Plus Money Market Fund

23,177,506

134,225,337

122,901,566

34,501,277

2.7

349,297

See notes to financial statements.

10

 

STATEMENT OF ASSETS AND LIABILITIES
May 31, 2019 (Unaudited)

             

 

 

 

 

 

 

 

 

 

 

Cost

 

Value

 

Assets ($):

 

 

 

 

Investments in securities—See Statement of Investments

 

 

 

Unaffiliated issuers

696,063,059

 

1,232,874,544

 

Affiliated issuers

 

34,501,277

 

34,501,277

 

Tax reclaim receivable

 

2,654,751

 

Dividends and interest receivable

 

2,033,886

 

Receivable for shares of Common Stock subscribed

 

1,831,528

 

Prepaid expenses

 

 

 

 

60,049

 

 

 

 

 

 

1,273,956,035

 

Liabilities ($):

 

 

 

 

Due to BNY Mellon Investment Adviser, Inc. and affiliates—Note 3(c)

 

986,980

 

Payable for shares of Common Stock redeemed

 

124,461

 

Unrealized depreciation on foreign currency transactions

 

37,745

 

Directors fees and expenses payable

 

22,696

 

Accrued expenses

 

 

 

 

251,390

 

 

 

 

 

 

1,423,272

 

Net Assets ($)

 

 

1,272,532,763

 

Composition of Net Assets ($):

 

 

 

 

Paid-in capital

 

 

 

 

696,953,819

 

Total distributable earnings (loss)

 

 

 

 

575,578,944

 

Net Assets ($)

 

 

1,272,532,763

 

           

Net Asset Value Per Share

Class A

Class C

Class I

Class Y

 

Net Assets ($)

31,035,746

11,666,807

874,879,319

354,950,891

 

Shares Outstanding

1,510,215

586,017

41,952,072

17,044,427

 

Net Asset Value Per Share ($)

20.55

19.91

20.85

20.83

 

 

 

 

 

 

 

See notes to financial statements.

 

 

 

 

 

11

 

STATEMENT OF OPERATIONS
Six Months Ended May 31, 2019 (Unaudited)

             

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Investment Income ($):

 

 

 

 

Income:

 

 

 

 

Cash dividends (net of $935,836 foreign taxes withheld at source):

 

Unaffiliated issuers

 

 

11,960,837

 

Affiliated issuers

 

 

349,297

 

Total Income

 

 

12,310,134

 

Expenses:

 

 

 

 

Management fee—Note 3(a)

 

 

5,346,278

 

Shareholder servicing costs—Note 3(c)

 

 

485,849

 

Directors’ fees and expenses—Note 3(d)

 

 

68,424

 

Registration fees

 

 

53,936

 

Distribution fees—Note 3(b)

 

 

43,003

 

Custodian fees—Note 3(c)

 

 

32,086

 

Professional fees

 

 

30,842

 

Loan commitment fees—Note 2

 

 

12,691

 

Prospectus and shareholders’ reports

 

 

9,743

 

Interest expense—Note 2

 

 

3,184

 

Miscellaneous

 

 

24,937

 

Total Expenses

 

 

6,110,973

 

Investment Income—Net

 

 

6,199,161

 

Realized and Unrealized Gain (Loss) on Investments—Note 4 ($):

 

 

Net realized gain (loss) on investments and foreign currency transactions

32,621,657

 

Net realized gain (loss) on forward foreign currency exchange contracts

47,792

 

Net Realized Gain (Loss)

 

 

32,669,449

 

Net unrealized appreciation (depreciation) on investments
and foreign currency transactions

 

 

11,744,174

 

Net Realized and Unrealized Gain (Loss) on Investments

 

 

44,413,623

 

Net Increase in Net Assets Resulting from Operations

 

50,612,784

 

 

 

 

 

 

 

 

See notes to financial statements.

         

12

 

STATEMENT OF CHANGES IN NET ASSETS

                   

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Six Months Ended
May 31, 2019 (Unaudited)

 

Year Ended
November 30, 2018

 

Operations ($):

 

 

 

 

 

 

 

 

Investment income—net

 

 

6,199,161

 

 

 

9,896,253

 

Net realized gain (loss) on investments

 

32,669,449

 

 

 

66,337,018

 

Net unrealized appreciation (depreciation)
on investments

 

11,744,174

 

 

 

(1,553,679)

 

Net Increase (Decrease) in Net Assets
Resulting from Operations

50,612,784

 

 

 

74,679,592

 

Distributions ($):

 

Distributions to shareholders:

 

 

 

 

 

 

 

 

Class A

 

 

(1,799,691)

 

 

 

(1,955,958)

 

Class C

 

 

(640,910)

 

 

 

(813,025)

 

Class I

 

 

(51,481,375)

 

 

 

(67,086,813)

 

Class Y

 

 

(22,311,843)

 

 

 

(26,820,605)

 

Total Distributions

 

 

(76,233,819)

 

 

 

(96,676,401)

 

Capital Stock Transactions ($):

 

Net proceeds from shares sold:

 

 

 

 

 

 

 

 

Class A

 

 

6,023,057

 

 

 

6,806,536

 

Class C

 

 

1,280,151

 

 

 

1,267,328

 

Class I

 

 

108,033,933

 

 

 

96,404,757

 

Class Y

 

 

21,647,921

 

 

 

22,873,279

 

Distributions reinvested:

 

 

 

 

 

 

 

 

Class A

 

 

1,638,465

 

 

 

1,751,194

 

Class C

 

 

556,100

 

 

 

677,592

 

Class I

 

 

50,175,551

 

 

 

65,070,306

 

Class Y

 

 

12,366,588

 

 

 

14,346,019

 

Cost of shares redeemed:

 

 

 

 

 

 

 

 

Class A

 

 

(5,310,065)

 

 

 

(4,167,162)

 

Class C

 

 

(982,104)

 

 

 

(3,825,259)

 

Class I

 

 

(124,256,982)

 

 

 

(189,562,441)

 

Class Y

 

 

(30,738,036)

 

 

 

(27,820,801)

 

Increase (Decrease) in Net Assets
from Capital Stock Transactions

40,434,579

 

 

 

(16,178,652)

 

Total Increase (Decrease) in Net Assets

14,813,544

 

 

 

(38,175,461)

 

Net Assets ($):

 

Beginning of Period

 

 

1,257,719,219

 

 

 

1,295,894,680

 

End of Period

 

 

1,272,532,763

 

 

 

1,257,719,219

 

13

 

STATEMENT OF CHANGES IN NET ASSETS (continued)

                   

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Six Months Ended
May 31, 2019 (Unaudited)

 

Year Ended
November 30, 2018

 

Capital Share Transactions (Shares):

 

Class Aa, b

 

 

 

 

 

 

 

 

Shares sold

 

 

291,592

 

 

 

323,340

 

Shares issued for distributions reinvested

 

 

88,902

 

 

 

87,081

 

Shares redeemed

 

 

(263,181)

 

 

 

(200,912)

 

Net Increase (Decrease) in Shares Outstanding

117,313

 

 

 

209,509

 

Class Cb

 

 

 

 

 

 

 

 

Shares sold

 

 

65,995

 

 

 

62,387

 

Shares issued for distributions reinvested

 

 

31,050

 

 

 

34,553

 

Shares redeemed

 

 

(50,375)

 

 

 

(186,150)

 

Net Increase (Decrease) in Shares Outstanding

46,670

 

 

 

(89,210)

 

Class Ia

 

 

 

 

 

 

 

 

Shares sold

 

 

5,238,543

 

 

 

4,533,874

 

Shares issued for distributions reinvested

 

 

2,684,620

 

 

 

3,194,419

 

Shares redeemed

 

 

(6,091,125)

 

 

 

(8,908,304)

 

Net Increase (Decrease) in Shares Outstanding

1,832,038

 

 

 

(1,180,011)

 

Class Ya

 

 

 

 

 

 

 

 

Shares sold

 

 

1,063,512

 

 

 

1,059,610

 

Shares issued for distributions reinvested

 

 

662,733

 

 

 

705,311

 

Shares redeemed

 

 

(1,450,025)

 

 

 

(1,305,570)

 

Net Increase (Decrease) in Shares Outstanding

276,220

 

 

 

459,351

 

 

 

 

 

 

 

 

 

 

 

During the period ended May 31, 2019, 68,417 Class Y shares representing $1,433,266 were exchanged for 68,302 Class I shares and during the period ended November 30, 2018, 2,769 Class A shares representing $55,424 were exchanged for 2,734 Class I shares, 8,179 Class Y shares representing $174,775 were exchanged for 8,279 Class A shares, 159,334 Class Y shares representing $3,358,669 were exchanged for 159,097 Class I shares.

 

During the period ended November 30, 2018, 304 Class C shares representing $6,331 were automatically exchanged for 295 Class A shares.

 


See notes to financial statements.

               

14

 

FINANCIAL HIGHLIGHTS

The following tables describe the performance for each share class for the fiscal periods indicated. All information (except portfolio turnover rate) reflects financial results for a single fund share. Total return shows how much your investment in the fund would have increased (or decreased) during each period, assuming you had reinvested all dividends and distributions. These figures have been derived from the fund’s financial statements.

             

Six Months Ended

 
 

May 31, 2019

Year Ended November 30,

Class A Shares

(Unaudited)

2018

2017

2016

2015

2014

Per Share Data ($):

           

Net asset value, beginning of period

21.08

21.53

17.51

18.66

18.89

18.02

Investment Operations:

           

Investment income—neta

.08

.11

.11

.11

.13

.14

Net realized and unrealized
gain (loss) on investments

.67

1.02

4.06

.42

(.14)

.83

Total from Investment Operations

.75

1.13

4.17

.53

(.01)

.97

Distributions:

           

Dividends from
investment income—net

(.12)

(.15)

(.09)

(.19)

(.13)

(.10)

Dividends from net realized
gain on investments

(1.16)

(1.43)

(.06)

(1.49)

(.09)

-

Total Distributions

(1.28)

(1.58)

(.15)

(1.68)

(.22)

(.10)

Net asset value, end of period

20.55

21.08

21.53

17.51

18.66

18.89

Total Return (%)b

4.25c

5.61

24.04

3.19

(.13)

5.49

Ratios/Supplemental Data (%):

           

Ratio of total expenses
to average net assets

1.20d

1.20

1.22

1.22

1.23

1.23

Ratio of net expenses
to average net assets

1.20d

1.20

1.22

1.22

1.23

1.23

Ratio of net investment income
to average net assets

.75d

.52

.60

.63

.71

.76

Portfolio Turnover Rate

3.67c

8.15

6.50

11.79

10.82

7.05

Net Assets, end of period ($ x 1,000)

31,036

29,369

25,477

34,844

43,698

55,682

a Based on average shares outstanding.

b Exclusive of sales charge.

c Not annualized.

d Annualized.

See notes to financial statements.

15

 

FINANCIAL HIGHLIGHTS (continued)

             

Six Months Ended

 
 

May 31, 2019

Year Ended November 30,

Class C Shares

(Unaudited)

2018

2017

2016

2015

2014

Per Share Data ($):

           

Net asset value, beginning of period

20.41

20.89

17.03

18.18

18.42

17.61

Investment Operations:

           

Investment income (loss)—neta

.00b

(.05)

(.02)

(.02)

(.01)

(.01)

Net realized and unrealized
gain (loss) on investments

.66

1.00

3.94

.40

(.14)

.82

Total from Investment Operations

.66

.95

3.92

.38

(.15)

.81

Distributions:

           

Dividends from
investment income—net

-

-

-

(.04)

-

-

Dividends from net realized
gain on investments

(1.16)

(1.43)

(.06)

(1.49)

(.09)

-

Total Distributions

(1.16)

(1.43)

(.06)

(1.53)

(.09)

-

Net asset value, end of period

19.91

20.41

20.89

17.03

18.18

18.42

Total Return (%)c

3.86d

4.85

23.11

2.36

(.83)

4.60

Ratios/Supplemental Data (%):

           

Ratio of total expenses
to average net assets

1.95e

1.97

1.99

1.99

1.99

2.00

Ratio of net expenses
to average net assets

1.95e

1.97

1.99

1.99

1.99

2.00

Ratio of net investment income
(loss) to average net assets

.02e

(.22)

(.10)

(.13)

(.07)

(.05)

Portfolio Turnover Rate

3.67d

8.15

6.50

11.79

10.82

7.05

Net Assets, end of period ($ x 1,000)

11,667

11,008

13,132

13,258

16,303

21,221

a Based on average shares outstanding.

b Amount represents less than .01%.

c Exclusive of sales charge.

d Not annualized.

e Annualized.

See notes to financial statements.

16

 

             

Six Months Ended

 
 

May 31, 2019

Year Ended November 30,

Class I Shares

(Unaudited)

2018

2017

2016

2015

2014

Per Share Data ($):

           

Net asset value, beginning of period

21.41

21.83

17.76

18.92

19.18

18.28

Investment Operations:

           

Investment income—neta

.10

.17

.18

.16

.20

.20

Net realized and unrealized
gain (loss) on investments

.67

1.04

4.10

.43

(.16)

.85

Total from Investment Operations

.77

1.21

4.28

.59

.04

1.05

Distributions:

           

Dividends from
investment income—net

(.17)

(.20)

(.15)

(.26)

(.21)

(.15)

Dividends from net realized
gain on investments

(1.16)

(1.43)

(.06)

(1.49)

(.09)

-

Total Distributions

(1.33)

(1.63)

(.21)

(1.75)

(.30)

(.15)

Net asset value, end of period

20.85

21.41

21.83

17.76

18.92

19.18

Total Return (%)

4.36b

5.89

24.40

3.50

.20

5.80

Ratios/Supplemental Data (%):

           

Ratio of total expenses
to average net assets

.99c

.94

.98

.91

.91

.91

Ratio of net expenses
to average net assets

.99c

.94

.98

.91

.91

.91

Ratio of net investment income
to average net assets

.97c

.78

.92

.93

1.05

1.06

Portfolio Turnover Rate

3.67b

8.15

6.50

11.79

10.82

7.05

Net Assets, end of period ($ x 1,000)

874,879

858,817

901,556

915,049

809,432

1,470,169

a Based on average shares outstanding.

b Not annualized.

c Annualized.

See notes to financial statements.

17

 

FINANCIAL HIGHLIGHTS (continued)

             

Six Months Ended

 
 

May 31, 2019

Year Ended November 30,

Class Y Shares

(Unaudited)

2018

2017

2016

2015

2014

Per Share Data ($):

           

Net asset value, beginning of period

21.38

21.81

17.74

18.90

19.16

18.27

Investment Operations:

           

Investment income—neta

.11

.18

.19

.17

.19

.14

Net realized and unrealized
gain (loss) on investments

.68

1.04

4.10

.42

(.15)

.90

Total from Investment Operations

.79

1.22

4.29

.59

.04

1.04

Distributions:

           

Dividends from
investment income—net

(.18)

(.22)

(.16)

(.26)

(.21)

(.15)

Dividends from net realized
gain on investments

(1.16)

(1.43)

(.06)

(1.49)

(.09)

-

Total Distributions

(1.34)

(1.65)

(.22)

(1.75)

(.30)

(.15)

Net asset value, end of period

20.83

21.38

21.81

17.74

18.90

19.16

Total Return (%)

4.43b

5.98

24.47

3.51

.21

5.75

Ratios/Supplemental Data (%):

           

Ratio of total expenses
to average net assets

.89c

.89

.90

.89

.90

.90

Ratio of net expenses
to average net assets

.89c

.89

.90

.89

.90

.90

Ratio of net investment income
to average net assets

1.08c

.85

.99

.95

1.03

.74

Portfolio Turnover Rate

3.67b

8.15

6.50

11.79

10.82

7.05

Net Assets, end of period ($ x 1,000)

354,951

358,526

355,729

304,547

341,823

469,801

a Based on average shares outstanding.

b Not annualized.

c Annualized.

See notes to financial statements.

18

 

NOTES TO FINANCIAL STATEMENTS (Unaudited)

NOTE 1—Significant Accounting Policies:

BNY Mellon Global Stock Fund (the “fund”) is a separate diversified series of BNY Mellon Strategic Funds, Inc. (the “Company”), which is registered under the Investment Company Act of 1940, as amended (the “Act”), as an open-end management investment company and operates as a series company currently offering six series, including the fund. The fund’s investment objective is to seek long-term total return. BNY Mellon Investment Adviser, Inc. (the “Adviser”), a wholly-owned subsidiary of The Bank of New York Mellon Corporation (“BNY Mellon”), serves as the fund’s investment adviser. Walter Scott & Partners Limited the (“Sub-Adviser”), a wholly-owned subsidiary of BNY Mellon and an affiliate of the Adviser, serves as the fund’s sub-investment adviser.

Effective June 3, 2019, the fund changed its name from Global Stock Fund to BNY Mellon Global Stock Fund and the Company changed its name from Strategic Funds, Inc. to BNY Mellon Strategic Funds, Inc. In addition, The Dreyfus Corporation, the fund’s investment adviser and administrator, changed its name to “BNY Mellon Investment Adviser, Inc.”, MBSC Securities Corporation, the fund’s distributor, changed its name to “BNY Mellon Securities Corporation” and Dreyfus Transfer, Inc., the fund’s transfer agent, changed its name to “BNY Mellon Transfer, Inc.”

BNY Mellon Securities Corporation (the “Distributor”), a wholly-owned subsidiary of the Adviser, is the distributor of the fund’s shares. The fund is authorized to issue 600 million shares of $.001 par value Common Stock. The fund currently has authorized five classes of shares: Class A (100 million shares authorized), Class C (100 million shares authorized), Class I (200 million shares authorized), Class T (100 million shares authorized) and Class Y (100 million shares authorized). Class A and Class T shares generally are subject to a sales charge imposed at the time of purchase. Class C shares are subject to a contingent deferred sales charge (“CDSC”) imposed on Class C shares redeemed within one year of purchase. Class C shares automatically convert to Class A shares ten years after the date of purchase, without the imposition of a sales charge. Class I and Class Y shares are sold at net asset value per share generally to institutional investors. As of the date of this report, the fund did not offer Class T shares for purchase. Other differences between the classes include the services offered to and the expenses borne by each class, the allocation of certain transfer agency costs and certain voting rights. Income, expenses (other than expenses attributable to a specific class), and realized and

19

 

NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

unrealized gains or losses on investments are allocated to each class of shares based on its relative net assets.

The Company accounts separately for the assets, liabilities and operations of each series. Expenses directly attributable to each series are charged to that series’ operations; expenses which are applicable to all series are allocated among them on a pro rata basis.

The Financial Accounting Standards Board (“FASB”) Accounting Standards Codification is the exclusive reference of authoritative U.S. generally accepted accounting principles (“GAAP”) recognized by the FASB to be applied by nongovernmental entities. Rules and interpretive releases of the Securities and Exchange Commission (“SEC”) under authority of federal laws are also sources of authoritative GAAP for SEC registrants. The fund’s financial statements are prepared in accordance with GAAP, which may require the use of management estimates and assumptions. Actual results could differ from those estimates.

The Company enters into contracts that contain a variety of indemnifications. The fund’s maximum exposure under these arrangements is unknown. The fund does not anticipate recognizing any loss related to these arrangements.

(a) Portfolio valuation: The fair value of a financial instrument is the amount 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 (i.e., the exit price). GAAP establishes a fair value hierarchy that prioritizes the inputs of valuation techniques used to measure fair value. This 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).

Additionally, GAAP provides guidance on determining whether the volume and activity in a market has decreased significantly and whether such a decrease in activity results in transactions that are not orderly. GAAP requires enhanced disclosures around valuation inputs and techniques used during annual and interim periods.

Various inputs are used in determining the value of the fund’s investments relating to fair value measurements. These inputs are summarized in the three broad levels listed below:

Level 1—unadjusted quoted prices in active markets for identical investments.

20

 

Level 2—other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.).

Level 3—significant unobservable inputs (including the fund’s own assumptions in determining the fair value of investments).

The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. Valuation techniques used to value the fund’s investments are as follows:

Investments in securities are valued at the last sales price on the securities exchange or national securities market on which such securities are primarily traded. Securities listed on the National Market System for which market quotations are available are valued at the official closing price or, if there is no official closing price that day, at the last sales price. For open short positions, asked prices are used for valuation purposes. Bid price is used when no asked price is available. Registered investment companies that are not traded on an exchange are valued at their net asset value. All of the preceding securities are generally categorized within Level 1 of the fair value hierarchy.

Securities not listed on an exchange or the national securities market, or securities for which there were no transactions, are valued at the average of the most recent bid and asked prices. These securities are generally categorized within Level 2 of the fair value hierarchy.

Fair valuing of securities may be determined with the assistance of a pricing service using calculations based on indices of domestic securities and other appropriate indicators, such as prices of relevant ADRs and futures. Utilizing these techniques may result in transfers between Level 1 and Level 2 of the fair value hierarchy.

When market quotations or official closing prices are not readily available, or are determined not to accurately reflect fair value, such as when the value of a security has been significantly affected by events after the close of the exchange or market on which the security is principally traded (for example, a foreign exchange or market), but before the fund calculates its net asset value, the fund may value these investments at fair value as determined in accordance with the procedures approved by the Company’s Board of Directors (the “Board”). Certain factors may be considered when fair valuing investments such as: fundamental analytical data, the nature and duration of restrictions on disposition, an evaluation of the forces that

21

 

NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

influence the market in which the securities are purchased and sold, and public trading in similar securities of the issuer or comparable issuers. These securities are either categorized within Level 2 or 3 of the fair value hierarchy depending on the relevant inputs used.

For restricted securities where observable inputs are limited, assumptions about market activity and risk are used and such securities are generally categorized within Level 3 of the fair value hierarchy.

Investments denominated in foreign currencies are translated to U.S. dollars at the prevailing rates of exchange.

The following is a summary of the inputs used as of May 31, 2019 in valuing the fund’s investments:

         
 

Level 1- Unadjusted Quoted Prices

Level 2 - Other Significant Observable Inputs

Level 3- Significant Unobservable Inputs

Total

Assets ($)

Investments in Securities:

Equity Securities - Domestic Common Stocks

733,622,697

499,251,847

-

1,232,874,544

Investment Company

34,501,277

-

-

34,501,277

 Securities classified within Level 2 at period end as the values were determined pursuant to the fund’s fair valuation procedures.

At May 31, 2019, there were no transfers between levels of the fair value hierarchy. It is the fund’s policy to recognize transfers between levels at the end of the reporting period.

(b) Foreign currency transactions: The fund does not isolate that portion of the results of operations resulting from changes in foreign exchange rates on investments from the fluctuations arising from changes in the market prices of securities held. Such fluctuations are included with the net realized and unrealized gain or loss on investments.

Net realized foreign exchange gains or losses arise from sales of foreign currencies, currency gains or losses realized on securities transactions between trade and settlement date, and the difference between the amounts of dividends, interest and foreign withholding taxes recorded on the fund’s books and the U.S. dollar equivalent of the amounts actually received or paid. Net unrealized foreign exchange gains and losses arise from changes in the value of assets and liabilities other than investments resulting from changes in exchange rates. Foreign currency gains and losses on foreign currency transactions are also included with net realized and unrealized gain or loss on investments.

22

 

(c) Securities transactions and investment income: Securities transactions are recorded on a trade date basis. Realized gains and losses from securities transactions are recorded on the identified cost basis. Dividend income is recognized on the ex-dividend date and interest income, including, where applicable, accretion of discount and amortization of premium on investments, is recognized on the accrual basis.

(d) Affiliated issuers: Investments in other investment companies advised by the Adviser are considered “affiliated” under the Act.

(e) Risk: Investing in foreign markets may involve special risks and considerations not typically associated with investing in the U.S. These risks include revaluation of currencies, high rates of inflation, repatriation restrictions on income and capital, and adverse political and economic developments. Moreover, securities issued in these markets may be less liquid, subject to government ownership controls and delayed settlements, and their prices may be more volatile than those of comparable securities in the U.S.

(f) Dividends and distributions to shareholders: Dividends and distributions are recorded on the ex-dividend date. Dividends from investment income-net and dividends from net realized capital gains, if any, are normally declared and paid annually, but the fund may make distributions on a more frequent basis to comply with the distribution requirements of the Internal Revenue Code of 1986, as amended (the “Code”). To the extent that net realized capital gains can be offset by capital loss carryovers, it is the policy of the fund not to distribute such gains. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from GAAP.

(g) Federal income taxes: It is the policy of the fund to continue to qualify as a regulated investment company, if such qualification is in the best interests of its shareholders, by complying with the applicable provisions of the Code, and to make distributions of taxable income and net realized capital gain sufficient to relieve it from substantially all federal income and excise taxes.

As of and during the period ended May 31, 2019, the fund did not have any liabilities for any uncertain tax positions. The fund recognizes interest and penalties, if any, related to uncertain tax positions as income tax expense in the Statement of Operations. During the period ended May 31, 2019, the fund did not incur any interest or penalties.

23

 

NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

Each tax year in the three-year period ended November 30, 2018 remains subject to examination by the Internal Revenue Service and state taxing authorities.

The tax character of distributions paid to shareholders during the fiscal year ended November 30, 2018 was as follows: ordinary income $17,666,299 and long-term capital gains $79,010,102. The tax character of current year distributions will be determined at the end of the current fiscal year.

(h) New Accounting Pronouncements: In August 2018, the FASB issued Accounting Standards Update 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework—Changes to the Disclosure Requirements for Fair Value Measurement (“ASU 2018-13”). The update provides guidance that eliminates, adds and modifies certain disclosure requirements for fair value measurements. ASU 2018-13 will be effective for fiscal years beginning after December 15, 2019. Management is currently assessing the potential impact of these changes to future financial statements.

NOTE 2—Bank Lines of Credit:

The fund participates with other long-term open-end funds managed by the Adviser in a $1.030 billion unsecured credit facility led by Citibank, N.A. (the “Citibank Credit Facility”) and a $300 million unsecured credit facility provided by The Bank of New York Mellon (the “BNYM Credit Facility”), a subsidiary of BNY Mellon and an affiliate of Dreyfus, each to be utilized primarily for temporary or emergency purposes, including the financing of redemptions (each, a “Facility”). The Citibank Credit Facility is available in two tranches: (i) Tranche A is in an amount equal to $830 million and is available to all long-term open-ended funds, including the fund, and (ii) Tranche B is in amount equal to $200 million and is available only to BNY Mellon Floating Rate Income Fund, a series of BNY Mellon Investment Funds IV, Inc. In connection therewith, the fund has agreed to pay its pro rata portion of commitment fees for Tranche A of the Citibank Credit Facility and the BNYM Credit Facility. Interest is charged to the fund based on rates determined pursuant to the terms of the respective Facility at the time of borrowing.

The average amount of borrowings outstanding under the Facilities during the period ended May 31, 2019 was approximately $188,500 with a related weighted average annualized interest rate of 3.39%.

24

 

NOTE 3—Management Fee, Sub-Investment Advisory Fee and Other Transactions with Affiliates:

(a) Pursuant to a management agreement with the Adviser, the management fee is computed at the annual rate of .85% of the value of the fund’s average daily net assets and is payable monthly.

Pursuant to a sub-investment advisory agreement between the Adviser and the Sub-Adviser, the Adviser pays the Sub-Adviser a monthly fee at an annual rate of .41% of the value of the fund’s average daily net assets.

During the period ended May 31, 2019, the Distributor retained $1,633 from commissions earned on sales of the fund’s Class A shares and $90 from CDSC fees on redemptions of the fund’s Class C shares.

(b) Under the Distribution Plan adopted pursuant to Rule 12b-1 under the Act, Class C shares pay the Distributor for distributing its shares at an annual rate of .75% of the value of its average daily net assets. During the period ended May 31, 2019, Class C shares were charged $43,002 pursuant to the Distribution Plan.

(c) Under the Shareholder Services Plan, Class A and Class C shares pay the Distributor at an annual rate of .25% of the value of their average daily net assets for the provision of certain services. The services provided may include personal services relating to shareholder accounts, such as answering shareholder inquiries regarding the fund and providing reports and other information, and services related to the maintenance of shareholder accounts. The Distributor may make payments to Service Agents (securities dealers, financial institutions or other industry professionals) with respect to these services. The Distributor determines the amounts to be paid to Service Agents. During the period ended May 31, 2019, Class A and Class C shares were charged $37,190 and $14,334, respectively, pursuant to the Shareholder Services Plan.

The fund has an arrangement with the transfer agent whereby the fund may receive earnings credits when positive cash balances are maintained, which are used to offset transfer agency fees. The fund had an arrangement with the custodian to receive earnings credits when positive cash balances were maintained, which were used to offset custody fees. Effective February 1, 2019, the arrangement with the custodian changed whereby the fund will no longer receive earnings credits to offset its custody fees and will receive interest income or overdraft fees going forward. For financial reporting purposes, the fund includes net earnings credits, if any, as an expense offset in the Statement of Operations.

25

 

NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

The fund compensates BNY Mellon Transfer, Inc., a wholly-owned subsidiary of the Adviser, under a transfer agency agreement for providing transfer agency and cash management services for the fund. The majority of transfer agency fees are comprised of amounts paid on a per account basis, while cash management fees are related to fund subscriptions and redemptions. During the period ended May 31, 2019, the fund was charged $4,243 for transfer agency services. These fees are included in Shareholder servicing costs in the Statement of Operations.

The fund compensates The Bank of New York Mellon under a custody agreement for providing custodial services for the fund. These fees are determined based on net assets, geographic region and transaction activity. During the period ended May 31, 2019, the fund was charged $32,086 pursuant to the custody agreement.

During the period ended May 31, 2019, the fund was charged $5,044 for services performed by the Chief Compliance Officer and his staff. These fees are included in Miscellaneous in the Statement of Operations.

The components of “Due to BNY Mellon Investment Adviser, Inc. and affiliates” in the Statement of Assets and Liabilities consist of: management fees $940,106, Distribution Plan fees $7,683, Shareholder Services Plan fees $9,325, custodian fees $23,960, Chief Compliance Officer fees $4,090 and transfer agency fees $1,816.

(d) Each Board member also serves as a Board member of other funds in the BNY Mellon Family of Funds complex. Annual retainer fees and attendance fees are allocated to each fund based on net assets.

NOTE 4—Securities Transactions:

The aggregate amount of purchases and sales of investment securities, excluding short-term securities and foreign currency exchange contracts (“forward contracts”), during the period ended May 31, 2019, amounted to $45,100,534 and $88,791,266, respectively.

Derivatives: A derivative is a financial instrument whose performance is derived from the performance of another asset. The fund enters into International Swaps and Derivatives Association, Inc. Master Agreements or similar agreements (collectively, “Master Agreements”) with its over-the-counter (“OTC”) derivative contract counterparties in order to, among other things, reduce its credit risk to counterparties. Master Agreements include provisions for general obligations, representations, collateral and events of default or termination. Under a Master Agreement, the fund may offset with the counterparty certain derivative financial instruments’

26

 

payables and/or receivables with collateral held and/or posted and create one single net payment in the event of default or termination.

Each type of derivative instrument that was held by the fund during the period ended May 31, 2019 is discussed below.

Forward Foreign Currency Exchange Contracts: The fund enters into forward contracts in order to hedge its exposure to changes in foreign currency exchange rates on its foreign portfolio holdings, to settle foreign currency transactions or as a part of its investment strategy. When executing forward contracts, the fund is obligated to buy or sell a foreign currency at a specified rate on a certain date in the future. With respect to sales of forward contracts, the fund incurs a loss if the value of the contract increases between the date the forward contract is opened and the date the forward contract is closed. The fund realizes a gain if the value of the contract decreases between those dates. With respect to purchases of forward contracts, the fund incurs a loss if the value of the contract decreases between the date the forward contract is opened and the date the forward contract is closed. The fund realizes a gain if the value of the contract increases between those dates. Any realized or unrealized gains or losses which occurred during the period are reflected in the Statement of Operations. The fund is exposed to foreign currency risk as a result of changes in value of underlying financial instruments. The fund is also exposed to credit risk associated with counterparty nonperformance on these forward contracts, which is generally limited to the unrealized gain on each open contract. This risk may be mitigated by Master Agreements, if any, between the fund and the counterparty and the posting of collateral, if any, by the counterparty to the fund to cover the fund’s exposure to the counterparty. At May 31, 2019, there were no forward contracts outstanding.

The following summarizes the average market value of derivatives outstanding during the period ended May 31, 2019:

     

 

 

Average Market Value ($)

Forward contracts

 

94,452

 

 

 

At May 31, 2019, accumulated net unrealized appreciation on investments was $536,811,485, consisting of $562,169,416 gross unrealized appreciation and $25,357,931 gross unrealized depreciation.

At May 31, 2019, the cost of investments for federal income tax purposes was substantially the same as the cost for financial reporting purposes (see the Statement of Investments).

27

 

NOTES

28

 

NOTES

29

 

For More Information

BNY Mellon Global Stock Fund

240 Greenwich Street
New York, NY 10286

Adviser

BNY Mellon Investment Adviser, Inc.
240 Greenwich Street
New York, NY 10286

Sub-Adviser

Walter Scott & Partners Limited
(Walter Scott)
One Charlotte Square
Edinburgh, Scotland, UK

Custodian

The Bank of New York Mellon
240 Greenwich Street
New York, NY 10286

Transfer Agent &
Dividend Disbursing Agent

BNY Mellon Transfer, Inc.
240 Greenwich Street
New York, NY 10286

Distributor

BNY Mellon Securities Corporation
240 Greenwich Street
New York, NY 10286

   

Ticker Symbols:

Class A: DGLAX          Class C: DGLCX          Class I: DGLRX          Class Y: DGLYX

Telephone Call your financial representative or 1-800-373-9387

Mail The BNY Mellon Family of Funds, 144 Glenn Curtiss Boulevard, Uniondale, NY 11556-0144

E-mail Send your request to info@bnymellon.com

Internet Information can be viewed online or downloaded at www.bnymellonim.com/us

The fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission (“SEC”) for the first and third quarters of each fiscal year on Form N-PORT. The fund’s Forms N-PORT are available on the SEC’s website at www.sec.gov.

A description of the policies and procedures that the fund uses to determine how to vote proxies relating to portfolio securities and information regarding how the fund voted these proxies for the most recent 12-month period ended June 30 is available at www.bnymellonim.com/us and on the SEC’s website at www.sec.gov and without charge, upon request, by calling 1-800-373-9387.

   

© 2019 BNY Mellon Securities Corporation
6159SA0519

 


 

BNY Mellon International Stock Fund

 

SEMIANNUAL REPORT

May 31, 2019

 

 

 

Save time. Save paper. View your next shareholder report online as soon as it’s available. Log into www.bnymellonim.com/us and sign up for eCommunications. It’s simple and only takes a few minutes.

 

The views expressed in this report reflect those of the portfolio manager(s) only through the end of the period covered and do not necessarily represent the views of BNY Mellon Investment Adviser, Inc. or any other person in the BNY Mellon Investment Adviser, Inc. organization. Any such views are subject to change at any time based upon market or other conditions and BNY Mellon Investment Adviser, Inc. disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a fund in the BNY Mellon Family of Funds are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any fund in the BNY Mellon Family of Funds.

 

Not FDIC-Insured • Not Bank-Guaranteed • May Lose Value

 

Contents

THE FUND

FOR MORE INFORMATION

 

Back Cover

 

       
 


BNY Mellon International Stock Fund

 

The Fund

A LETTER FROM THE PRESIDENT OF BNY MELLON INVESTMENT ADVISER, INC.

Dear Shareholder:

We are pleased to present this semiannual report for BNY Mellon International Stock Fund (formerly, International Stock Fund), covering the six-month period from December 1, 2018 through May 31, 2019. For information about how the fund performed during the reporting period, as well as general market perspectives, we provide a Discussion of Fund Performance on the pages that follow.

U.S. equity markets experienced a sharp sell-off in December 2018, triggered in part by heightened concerns over rising interest rates, trade tensions and slowing global growth. The slump largely erased prior gains on U.S. indices, while losses deepened in international markets. In December, it appeared that the U.S. Federal Reserve (the “Fed”) would maintain its hawkish stance on monetary policy. However, comments made by the Fed in January indicated that it would slow the pace of interest-rate increases; this helped stimulate a rebound across equity markets that continued through much of the reporting period. However, in May, escalating trade tensions once again disrupted equity market progress, causing stock prices to pull back.

At the end of 2018, equity volatility and global growth concerns triggered a flight to quality in many areas of the bond market, raising Treasury prices and flattening the yield curve. After encouraging comments by the Fed in January, fixed-income markets rallied. Bond prices benefited from falling rates through the end of the period.

We remain positive on the near-term economic outlook for the U.S. but will monitor relevant data for any signs of a change. As always, we encourage you to discuss the risks and opportunities in today’s investment environment with your financial advisor.

Thank you for your continued confidence and support.

Sincerely,

Renee LaRoche-Morris
President
BNY Mellon Investment Adviser, Inc.
June 17, 2019

2

 

DISCUSSION OF FUND PERFORMANCE (Unaudited)

For the period from December 1, 2018 through May 31, 2019, as provided by Charlie Macquaker, Roy Leckie, and Jane Henderson, the three members of the Investment Executive at Walter Scott & Partners Limited (WS), Sub-Investment Adviser

Market and Fund Performance Overview

For the six-month period ended May 31, 2019, BNY Mellon International Stock Fund’s (formerly, International Stock Fund) Class A shares achieved a total return of 6.40%, Class C shares returned 6.05%, Class I shares returned 6.58%, and Class Y shares returned 6.62%.1 In comparison, the fund’s benchmark index, the MSCI EAFE Index (the “Index”), achieved a return of 2.41% for the same period.2

International equities weathered periodic volatility but advanced during the reporting period, bolstered by supportive central bank policy. The fund outperformed the Index, largely due to effective stock selection within the health care, financials, and consumer staples sectors, as well as within the eurozone and Japan.

The Fund’s Investment Approach

The fund seeks long-term total returns. To pursue its goal, the fund normally invests at least 80% of its net assets, plus any borrowings for investment purposes, in stocks. The fund normally invests primarily in foreign companies located in developed markets. The fund ordinarily invests in at least three countries and is not geographically limited in its investment selection but, at times, may invest a substantial portion of its assets in a single country. The fund may invest in the securities of companies of any market capitalization. Walter Scott seeks investment opportunities in companies with fundamental strengths that indicate the potential for sustainable growth. Walter Scott focuses on individual stock selection, building the fund’s portfolio from the bottom up through extensive fundamental research. The investment process begins with the screening of reported company financials. Companies that meet certain broad absolute and trend criteria are candidates for more detailed financial analysis. The fund’s Investment Team collectively reviews and selects those stocks that meet Walter Scott’s criteria and where the expected growth rate is combined with a reasonable valuation for the underlying equity. Geographic and sector allocations are results of, not part of, the investment process, because the Investment Team’s sole focus is on the analysis of and investment in individual companies.

Markets Pivot on Central Bank and Trade Activity

Markets experienced periodic volatility over the six months but gained ground over the reporting period as a whole. In December, many equity markets felt pressure from slowing global growth, escalating trade issues between the United States and China, Brexit difficulties, and additional geopolitical issues elsewhere in Europe and the emerging markets. Renewed articulation of hawkish narratives by U.S. Federal Reserve (“Fed”) officials alarmed investors and stoked volatility. In December, equities reached new lows for the year, as economic and political news continued to unnerve investors. Investors also feared the European Central Bank (ECB) would proceed with its plan to conclude stimulus measures in January, despite moderating growth rates.

3

 

DISCUSSION OF FUND PERFORMANCE (Unaudited) (continued)

January marked a turnaround in markets. Talk of a potential trade deal between the U.S. and China helped fuel investor optimism, as equity prices recovered. The ECB announced it would provide additional stimulus to support the eurozone economy. China also announced plans to stoke its slowing economic growth rate, bolstering prospects for businesses in Japan, its largest trading partner. At its first meeting of the year, the Fed emphasized its focus on data as a primary driver for rate-hike decisions, and its ability to suspend additional rate increases when the data is not supportive. These sentiments reassured investors of central bankers’ commitments to support flagging growth. In addition, the continued delay of a Brexit resolution has given businesses located in the United Kingdom (UK) time to change their locations and business models in order to mitigate the negative effects of a hard Brexit. The market rebound continued throughout the first several months of 2019. However, renewed trade disputes in May caused equity markets to pull back again.

Stock Selection Buoyed Fund Results

The fund’s positive results, compared to the Index, stemmed from the success of our security selection. Stock picks within the health care, financials, and consumer staples sectors benefited results, as did selections among companies located in the Europe ex-UK and Japan regions. Germany-based shoe and apparel company adidas was among the top overall contributors to outperformance. The company’s stock price rose on robust growth during the first part of 2019. Luxury goods company LVMH Moët Hennessy Louis Vuitton also benefited from strong consumer demand, stemming in part from a growing Chinese middle class. Its stock price rose throughout much of the period and it was also a top contributor to relative results. Hong Kong-based financial company AIA Group also contributed to overall results for the period. Increased demand for its life insurance products in Asian markets has led to revenue growth, bolstering the company’s stock price.

Conversely, selections within the materials and energy sectors were not beneficial. The top individual detractors included Murata Manufacturing, a Japan-based electronic components manufacturer whose stock price was impacted by a dip in product demand. Clothing retailer Industria de Diseño Textil also came under pressure during the period. Despite arguably best-in-class results, Industria de Diseño Textil suffered as the market continued to worry about online competition. It remains a core holding. Newly merged Franco-Italian eyewear company EssilorLuxottica was also a leading detractor. We exited the position due to growing concerns over the challenges of integrating the two organizations.

Maintaining a Company-by-Company Approach

Although we do not manage the fund’s investments in response to macroeconomic trends, it is worth noting that we believe the ongoing rivalry between the U.S. and China, playing out against the backdrop of uncertain economic times, will likely lead to continued periods of volatility in the markets. As we transition to a slower growth environment, it is hard to see central banks shifting away from an accommodative monetary policy. We are mindful of earnings compression resulting from weaker demand and rising costs.

In that context, our focus remains very much unchanged. We must continue to identify and invest in market-leading, financially robust companies with the strategic strengths and vision to generate meaningful returns over the long term. Our distinctly long-term lens allows us to focus on the underlying strengths and opportunities of a business. Not only does that approach mean we waste very little time trying to second-guess short-term market moves,

4

 

but it ensures we are invested in companies that have the attributes we believe are needed to succeed, regardless of the external environment in which they operate. We will continue to look for opportunities to benefit investors, capturing gains when the market rallies, and adding to fundamentally strong companies when the market pulls back.

June 17, 2019

1 Total return includes reinvestment of dividends and any capital gains paid and does not take into consideration the maximum initial sales charge in the case of Class A shares, or the applicable contingent deferred sales charge imposed on redemptions in the case of Class C shares. Had these charges been reflected, returns would have been lower. Past performance is no guarantee of future results. Share price and investment return fluctuate such that upon redemption, fund shares may be worth more or less than their original cost.

2 Source: Lipper Inc. — The MSCI EAFE Index (Europe, Australasia, Far East) is a free float-adjusted market capitalization-weighted index that is designed to measure the equity market performance of developed markets, excluding the U.S. and Canada. It reflects reinvestment of net dividends and, where applicable, capital gain distributions. Investors cannot invest directly in any index.

Please note: the position in any security highlighted with italicized typeface was sold during the reporting period.

Equities are subject generally to market, market sector, market liquidity, issuer, and investment style risks, among other factors, to varying degrees, all of which are more fully described in the fund’s prospectus.

Investing internationally involves special risks, including changes in currency exchange rates, political, economic, and social instability, a lack of comprehensive company information, differing auditing and legal standards, and less market liquidity.

5

 

UNDERSTANDING YOUR FUND’S EXPENSES (Unaudited)

As a mutual fund investor, you pay ongoing expenses, such as management fees and other expenses. Using the information below, you can estimate how these expenses affect your investment and compare them with the expenses of other funds. You also may pay one-time transaction expenses, including sales charges (loads) and redemption fees, which are not shown in this section and would have resulted in higher total expenses. For more information, see your fund’s prospectus or talk to your financial adviser.

Review your fund’s expenses

The table below shows the expenses you would have paid on a $1,000 investment in BNY Mellon International Stock Fund from December 1, 2018 to May 31, 2019. It also shows how much a $1,000 investment would be worth at the close of the period, assuming actual returns and expenses.

                     

Expenses and Value of a $1,000 Investment

   

assuming actual returns for the six months ended May 31, 2019

                 
   

Class A

 

Class C

 

Class I

 

Class Y

Expenses paid per $1,000

 

$6.33

 

$10.17

 

$4.69

 

$4.58

Ending value (after expenses)

 

$1,064.00

 

$1,060.50

 

$1,065.80

 

$1,066.20

COMPARING YOUR FUND’S EXPENSES
WITH THOSE OF OTHER FUNDS
(Unaudited)

Using the SEC’s method to compare expenses

The Securities and Exchange Commission (“SEC”) has established guidelines to help investors assess fund expenses. Per these guidelines, the table below shows your fund’s expenses based on a $1,000 investment, assuming a hypothetical 5% annualized return. You can use this information to compare the ongoing expenses (but not transaction expenses or total cost) of investing in the fund with those of other funds. All mutual fund shareholder reports will provide this information to help you make this comparison. Please note that you cannot use this information to estimate your actual ending account balance and expenses paid during the period.

                 

Expenses and Value of a $1,000 Investment

assuming a hypothetical 5% annualized return for the six months ended May 31, 2019

                 
   

Class A

 

Class C

 

Class I

 

Class Y

Expenses paid per $1,000

 

$6.19

 

$9.95

 

$4.58

 

$4.48

Ending value (after expenses)

 

$1,018.80

 

$1,015.06

 

$1,020.39

 

$1,020.49

 Expenses are equal to the fund’s annualized expense ratio of 1.23% for Class A, 1.98% for Class C, .91% for Class I and .89% for Class Y, multiplied by the average account value over the period, multiplied by 182/365 (to reflect the one-half year period).

6

 

STATEMENT OF INVESTMENTS
May 31, 2019 (Unaudited)

               
 

Description

     

Shares

 

Value ($)

 

Common Stocks - 96.9%

         

Australia - 3.3%

         

Cochlear

     

431,100

 

59,808,933

 

CSL

     

533,400

 

75,868,882

 
       

135,677,815

 

Canada - 2.4%

         

Alimentation Couche Tard, Cl. B

     

1,629,700

 

100,017,472

 

China - 2.1%

         

CNOOC

     

54,274,000

 

88,234,986

 

Denmark - 6.2%

         

Coloplast, Cl. B

     

815,800

 

86,947,705

 

Novo Nordisk, Cl. B

     

1,920,600

 

90,523,404

 

Novozymes, Cl. B

     

1,719,212

 

80,659,766

 
       

258,130,875

 

Finland - 2.3%

         

Kone, Cl. B

     

1,783,900

 

97,138,523

 

France - 9.9%

         

Air Liquide

     

809,200

 

100,626,214

 

Dassault Systemes

     

315,677

 

46,783,881

 

L'Oreal

     

321,700

 

86,335,071

 

LVMH Moet Hennessy Louis Vuitton

     

244,781

 

92,744,516

 

Total

     

1,660,000

 

85,867,440

 
       

412,357,122

 

Germany - 5.5%

         

adidas

     

408,200

 

116,825,826

 

SAP

     

902,200

 

111,487,388

 
       

228,313,214

 

Hong Kong - 8.0%

         

AIA Group

     

13,613,400

 

127,535,580

 

CLP Holdings

     

7,186,500

 

81,245,939

 

Hang Lung Properties

     

25,615,000

 

53,797,112

 

Hong Kong & China Gas

     

32,140,153

 

70,940,333

 
       

333,518,964

 

Japan - 22.9%

         

Daikin Industries

     

669,100

 

81,063,427

 

Daito Trust Construction

     

636,500

 

82,827,691

 

FANUC

     

482,500

 

81,336,563

 

Kao

     

1,221,000

 

94,934,774

 

Keyence

     

213,640

 

119,836,816

 

Makita

     

1,662,200

 

58,220,188

 

MISUMI Group

     

1,837,800

 

42,946,926

 

Murata Manufacturing

     

1,667,500

 

72,027,076

 

Shimano

     

479,200

 

73,384,126

 

7

 

STATEMENT OF INVESTMENTS (Unaudited) (continued)

               
 

Description

     

Shares

 

Value ($)

 

Common Stocks - 96.9% (continued)

         

Japan - 22.9% (continued)

         

Shin-Etsu Chemical

     

1,011,600

 

83,803,999

 

SMC

     

314,100

 

102,497,062

 

Sysmex

     

828,600

 

57,293,609

 
       

950,172,257

 

Netherlands - 2.0%

         

ASML Holding

     

448,700

 

84,550,371

 

Portugal - 1.0%

         

Galp Energia

     

2,644,000

 

39,702,045

 

Spain - 2.0%

         

Industria de Diseno Textil

     

3,054,100

 

82,000,022

 

Switzerland - 12.9%

         

Alcon

     

199,300

a

11,590,751

 

Givaudan

     

35,300

 

93,323,743

 

Kuehne + Nagel International

     

667,600

 

88,565,739

 

Nestle

     

879,000

 

87,300,033

 

Novartis

     

1,120,000

 

96,188,910

 

Roche Holding

     

353,450

 

92,752,795

 

SGS

     

26,500

 

66,951,260

 
       

536,673,231

 

Taiwan - 2.2%

         

Taiwan Semiconductor Manufacturing, ADR

     

2,400,400

a,b

92,055,340

 

United Kingdom - 14.2%

         

Compass Group

     

4,300,000

 

97,296,109

 

Diageo

     

2,022,000

 

84,997,709

 

Experian

     

3,928,700

 

118,744,824

 

Intertek Group

     

568,500

 

38,122,163

 

Reckitt Benckiser Group

     

1,042,700

 

83,751,837

 

Smith & Nephew

     

4,500,000

 

94,488,214

 

Whitbread

     

1,266,000

 

74,164,235

 
       

591,565,091

 

Total Common Stocks (cost $2,934,128,296)

     

4,030,107,328

 

8

 

               
 

Description

 

1-Day
Yield (%)

 

Shares

 

Value ($)

 

Investment Companies - 3.0%

         

Registered Investment Companies - 3.0%

         

Dreyfus Institutional Preferred Government Plus Money Market Fund
(cost $124,533,830)

 

2.40

 

124,533,830

c

124,533,830

 

Total Investments (cost $3,058,662,126)

 

99.9%

 

4,154,641,158

 

Cash and Receivables (Net)

 

.1%

 

5,929,189

 

Net Assets

 

100.0%

 

4,160,570,347

 

ADR—American Depository Receipt

a Non-income producing security.

b Security, or portion thereof, on loan. At May 31, 2019, the value of the fund’s securities on loan was $15,213,445 and the value of the collateral held by the fund was $15,417,702, consisting of U.S. Government & Agency securities.

c Investment in affiliated issuer. The investment objective of this investment company is publicly available and can be found within the investment company’s prospectus.

   

Portfolio Summary (Unaudited)

Value (%)

Capital Goods

11.1

Materials

8.6

Pharmaceuticals Biotechnology & Life Sciences

8.5

Health Care Equipment & Services

7.5

Consumer Durables & Apparel

6.8

Household & Personal Products

6.4

Commercial & Professional Services

5.4

Energy

5.1

Technology Hardware & Equipment

4.6

Semiconductors & Semiconductor Equipment

4.3

Food, Beverage & Tobacco

4.1

Consumer Services

4.1

Software & Services

3.8

Utilities

3.7

Real Estate

3.3

Insurance

3.1

Investment Companies

3.0

Food & Staples Retailing

2.4

Transportation

2.1

Retailing

2.0

 

99.9

 Based on net assets.

See notes to financial statements.

9

 

STATEMENT OF INVESTMENTS IN AFFILIATED ISSUERS (Unaudited)

             

Investment Companies

Value
11/30/18 ($)

Purchases ($)

Sales ($)

Value
5/31/19 ($)

Net
Assets (%)

Dividends/
Distributions ($)

Registered Investment Companies;

Dreyfus Institutional Preferred Government Plus Money Market Fund

41,179,649

281,077,540

197,723,359

124,533,830

3.0

1,346,482

See notes to financial statements.

10

 

STATEMENT OF FORWARD FOREIGN CURRENCY EXCHANGE CONTRACTS May 31, 2019 (Unaudited)

           

Counterparty/ Purchased
Currency

Purchased Currency
Amounts

Currency
Sold

Sold
Currency
Amounts

Settlement Date

Unrealized Appreciation ($)

National Australia Bank

     

Japanese Yen

36,349,089

United States Dollar

331,406

6/4/19

4,127

Japanese Yen

38,976,191

United States Dollar

358,380

6/5/19

1,430

Japanese Yen

112,392,994

United States Dollar

1,027,985

6/3/19

9,420

Gross Unrealized Appreciation

   

14,977

See notes to financial statements.

11

 

STATEMENT OF ASSETS AND LIABILITIES
May 31, 2019 (Unaudited)

             

 

 

 

 

 

 

 

 

 

 

Cost

 

Value

 

Assets ($):

 

 

 

 

Investments in securities—See Statement of Investments
(including securities on loan, valued at $15,213,445)—Note 1(c):

 

 

 

Unaffiliated issuers

2,934,128,296

 

4,030,107,328

 

Affiliated issuers

 

124,533,830

 

124,533,830

 

Cash denominated in foreign currency

 

 

194,207

 

194,844

 

Receivable for shares of Common Stock subscribed

 

19,169,508

 

Tax reclaim receivable

 

12,099,812

 

Dividends, interest and securities lending income receivable

 

11,026,363

 

Unrealized appreciation on forward foreign
currency exchange contracts—Note 4

 

14,977

 

Prepaid expenses

 

 

 

 

78,057

 

 

 

 

 

 

4,197,224,719

 

Liabilities ($):

 

 

 

 

Due to BNY Mellon Investment Adviser, Inc. and affiliates—Note 3(c)

 

3,236,550

 

Payable for shares of Common Stock redeemed

 

31,270,303

 

Payable for investment securities purchased

 

1,712,401

 

Unrealized depreciation on foreign currency transactions

 

159,689

 

Directors fees and expenses payable

 

67,324

 

Accrued expenses

 

 

 

 

208,105

 

 

 

 

 

 

36,654,372

 

Net Assets ($)

 

 

4,160,570,347

 

Composition of Net Assets ($):

 

 

 

 

Paid-in capital

 

 

 

 

2,978,241,691

 

Total distributable earnings (loss)

 

 

 

 

1,182,328,656

 

Net Assets ($)

 

 

4,160,570,347

 

           

Net Asset Value Per Share

Class A

Class C

Class I

Class Y

 

Net Assets ($)

32,807,503

13,165,349

2,112,303,464

2,002,294,031

 

Shares Outstanding

1,749,546

712,469

112,098,829

107,491,731

 

Net Asset Value Per Share ($)

18.75

18.48

18.84

18.63

 

 

 

 

 

 

 

See notes to financial statements.

 

 

 

 

 

12

 

STATEMENT OF OPERATIONS
Six Months Ended May 31, 2019 (Unaudited)

             

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Investment Income ($):

 

 

 

 

Income:

 

 

 

 

Cash dividends (net of $7,331,527 foreign taxes withheld at source):

 

Unaffiliated issuers

 

 

54,115,531

 

Affiliated issuers

 

 

1,346,482

 

Income from securities lending—Note 1(c)

 

 

3,503

 

Total Income

 

 

55,465,516

 

Expenses:

 

 

 

 

Management fee—Note 3(a)

 

 

16,872,527

 

Shareholder servicing costs—Note 3(c)

 

 

338,093

 

Directors’ fees and expenses—Note 3(d)

 

 

229,481

 

Custodian fees—Note 3(c)

 

 

220,637

 

Professional fees

 

 

59,359

 

Distribution fees—Note 3(b)

 

 

47,618

 

Loan commitment fees—Note 2

 

 

41,587

 

Registration fees

 

 

41,328

 

Prospectus and shareholders’ reports

 

 

33,267

 

Miscellaneous

 

 

85,029

 

Total Expenses

 

 

17,968,926

 

Investment Income—Net

 

 

37,496,590

 

Realized and Unrealized Gain (Loss) on Investments—Note 4 ($):

 

 

Net realized gain (loss) on investments and foreign currency transactions

49,540,220

 

Net realized gain (loss) on forward foreign currency exchange contracts

326,017

 

Net Realized Gain (Loss)

 

 

49,866,237

 

Net unrealized appreciation (depreciation) on investments
and foreign currency transactions

 

 

164,105,953

 

Net unrealized appreciation (depreciation) on
forward foreign currency exchange contracts

 

 

14,977

 

Net Unrealized Appreciation (Depreciation)

 

 

164,120,930

 

Net Realized and Unrealized Gain (Loss) on Investments

 

 

213,987,167

 

Net Increase in Net Assets Resulting from Operations

 

251,483,757

 

 

 

 

 

 

 

 

See notes to financial statements.

         

13

 

STATEMENT OF CHANGES IN NET ASSETS

                   

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Six Months Ended
May 31, 2019 (Unaudited)

 

Year Ended
November 30, 2018

 

Operations ($):

 

 

 

 

 

 

 

 

Investment income—net

 

 

37,496,590

 

 

 

46,241,692

 

Net realized gain (loss) on investments

 

49,866,237

 

 

 

25,224,498

 

Net unrealized appreciation (depreciation)
on investments

 

164,120,930

 

 

 

(166,813,403)

 

Net Increase (Decrease) in Net Assets
Resulting from Operations

251,483,757

 

 

 

(95,347,213)

 

Distributions ($):

 

Distributions to shareholders:

 

 

 

 

 

 

 

 

Class A

 

 

(334,699)

 

 

 

(208,298)

 

Class C

 

 

(63,825)

 

 

 

-

 

Class I

 

 

(31,525,541)

 

 

 

(20,940,163)

 

Class Y

 

 

(29,551,364)

 

 

 

(22,653,914)

 

Total Distributions

 

 

(61,475,429)

 

 

 

(43,802,375)

 

Capital Stock Transactions ($):

 

Net proceeds from shares sold:

 

 

 

 

 

 

 

 

Class A

 

 

8,800,064

 

 

 

7,134,048

 

Class C

 

 

1,300,946

 

 

 

1,318,463

 

Class I

 

 

214,315,288

 

 

 

301,599,131

 

Class Y

 

 

221,330,671

 

 

 

269,698,313

 

Distributions reinvested:

 

 

 

 

 

 

 

 

Class A

 

 

290,947

 

 

 

179,438

 

Class C

 

 

54,299

 

 

 

-

 

Class I

 

 

28,726,988

 

 

 

19,468,039

 

Class Y

 

 

13,683,020

 

 

 

11,153,697

 

Cost of shares redeemed:

 

 

 

 

 

 

 

 

Class A

 

 

(3,714,166)

 

 

 

(9,798,689)

 

Class C

 

 

(937,740)

 

 

 

(3,687,914)

 

Class I

 

 

(182,160,031)

 

 

 

(263,591,167)

 

Class Y

 

 

(123,804,504)

 

 

 

(497,847,755)

 

Increase (Decrease) in Net Assets
from Capital Stock Transactions

177,885,782

 

 

 

(164,374,396)

 

Total Increase (Decrease) in Net Assets

367,894,110

 

 

 

(303,523,984)

 

Net Assets ($):

 

Beginning of Period

 

 

3,792,676,237

 

 

 

4,096,200,221

 

End of Period

 

 

4,160,570,347

 

 

 

3,792,676,237

 

14

 

                   

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Six Months Ended
May 31, 2019 (Unaudited)

 

Year Ended
November 30, 2018

 

Capital Share Transactions (Shares):

 

Class Aa

 

 

 

 

 

 

 

 

Shares sold

 

 

483,066

 

 

 

388,128

 

Shares issued for distributions reinvested

 

 

17,206

 

 

 

9,637

 

Shares redeemed

 

 

(205,166)

 

 

 

(532,501)

 

Net Increase (Decrease) in Shares Outstanding

295,106

 

 

 

(134,736)

 

Class Ca

 

 

 

 

 

 

 

 

Shares sold

 

 

73,504

 

 

 

73,264

 

Shares issued for distributions reinvested

 

 

3,247

 

 

 

-

 

Shares redeemed

 

 

(51,799)

 

 

 

(203,182)

 

Net Increase (Decrease) in Shares Outstanding

24,952

 

 

 

(129,918)

 

Class Ia

 

 

 

 

 

 

 

 

Shares sold

 

 

11,725,689

 

 

 

16,104,300

 

Shares issued for distributions reinvested

 

 

1,692,810

 

 

 

1,041,629

 

Shares redeemed

 

 

(9,925,924)

 

 

 

(14,133,188)

 

Net Increase (Decrease) in Shares Outstanding

3,492,575

 

 

 

3,012,741

 

Class Ya

 

 

 

 

 

 

 

 

Shares sold

 

 

12,316,028

 

 

 

14,555,828

 

Shares issued for distributions reinvested

 

 

815,436

 

 

 

603,555

 

Shares redeemed

 

 

(6,933,658)

 

 

 

(26,890,318)

 

Net Increase (Decrease) in Shares Outstanding

6,197,806

 

 

 

(11,730,935)

 

 

 

 

 

 

 

 

 

 

 

During the period ended May 31, 2019, 62 Class C shares representing $1,138 were automatically converted for 61 Class A shares, 1,072,718 Class I shares representing $20,474,975 were exchanged for 1,085,060 Class Y shares and during the period ended November 30, 2018, 852,262 Class Y shares representing $15,686,946 were exchanged for 842,649 Class I shares, 2,012 Class C shares and 3,933 Class Y shares representing $108,868 were exchanged for 5,888 Class A shares.

 

 

See notes to financial statements.

               

15

 

FINANCIAL HIGHLIGHTS

The following tables describe the performance for each share class for the fiscal periods indicated. All information (except portfolio turnover rate) reflects financial results for a single fund share. Total return shows how much your investment in the fund would have increased (or decreased) during each period, assuming you had reinvested all dividends and distributions. These figures have been derived from the fund’s financial statements.

             
     
 

Six Months Ended

 
 

May 31, 2019

Year Ended November 30,

Class A Shares

(Unaudited)

2018

2017

2016

2015

2014

Per Share Data ($):

           

Net asset value,
beginning of period

17.86

18.51

14.77

14.66

15.15

15.57

Investment Operations:

           

Investment income—neta

.15

.15

.10

.13

.16

.19

Net realized and unrealized
gain (loss) on investments

.97

(.67)

3.77

.10

(.50)

(.43)

Total from
Investment Operations

1.12

(.52)

3.87

.23

(.34)

(.24)

Distributions:

           

Dividends from
investment income—net

(.15)

(.13)

(.13)

(.12)

(.15)

(.18)

Dividends from net realized
gain on investments

(.08)

-

-

-

-

-

Total Distributions

(.23)

(.13)

(.13)

(.12)

(.15)

(.18)

Net asset value, end of period

18.75

17.86

18.51

14.77

14.66

15.15

Total Return (%)b

6.40c

(2.84)

26.39

1.62

(2.27)

(1.57)

Ratios/Supplemental Data (%):

           

Ratio of total expenses
to average net assets

1.23d

1.22

1.26

1.27

1.26

1.29

Ratio of net expenses
to average net assets

1.23d

1.22

1.26

1.27

1.26

1.29

Ratio of net investment income
to average net assets

1.62d

.81

.64

.89

1.08

1.26

Portfolio Turnover Rate

4.54c

7.47

12.49

10.65

16.52

12.49

Net Assets,
end of period ($ x 1,000)

32,808

25,981

29,414

59,019

85,618

142,259

a Based on average shares outstanding.

b Exclusive of sales charge.

c Not annualized.

d Annualized.

See notes to financial statements.

16

 

             
     
 

Six Months Ended

 
 

May 31, 2019

Year Ended November 30,

Class C Shares

(Unaudited)

2018

2017

2016

2015

2014

Per Share Data ($):

           

Net asset value,
beginning of period

17.53

18.17

14.49

14.37

14.84

15.26

Investment Operations:

           

Investment income—neta

.07

.01

.02

.02

.04

.07

Net realized and unrealized
gain (loss) on investments

.97

(.65)

3.66

.10

(.48)

(.42)

Total from
Investment Operations

1.04

(.64)

3.68

.12

(.44)

(.35)

Distributions:

           

Dividends from
investment income—net

(.01)

-

-

-

(.03)

(.07)

Dividends from net realized
gain on investments

(.08)

-

-

-

-

-

Total Distributions

(.09)

-

-

-

(.03)

(.07)

Net asset value, end of period

18.48

17.53

18.17

14.49

14.37

14.84

Total Return (%)b

6.05c

(3.58)

25.40

.83

(2.97)

(2.28)

Ratios/Supplemental Data (%):

           

Ratio of total expenses
to average net assets

1.98d

1.96

2.02

2.04

2.03

2.03

Ratio of net expenses
to average net assets

1.98d

1.96

2.02

2.04

2.03

2.03

Ratio of net investment income
to average net assets

.80d

.07

.10

.12

.30

.50

Portfolio Turnover Rate

4.54c

7.47

12.49

10.65

16.52

12.49

Net Assets,
end of period ($ x 1,000)

13,165

12,050

14,852

13,465

16,952

24,805

a Based on average shares outstanding.

b Exclusive of sales charge.

c Not annualized.

d Annualized.

See notes to financial statements.

17

 

FINANCIAL HIGHLIGHTS (continued)

             
   

Six Months Ended

 

May 31, 2019

Year Ended November 30,

Class I Shares

(Unaudited)

2018

2017

2016

2015

2014

Per Share Data ($):

           

Net asset value,
beginning of period

17.98

18.64

14.88

14.79

15.31

15.73

Investment Operations:

           

Investment income—neta

.17

.21

.20

.18

.20

.26

Net realized and unrealized
gain (loss) on investments

.98

(.67)

3.74

.10

(.49)

(.45)

Total from
Investment Operations

1.15

(.46)

3.94

.28

(.29)

(.19)

Distributions:

           

Dividends from
investment income—net

(.21)

(.20)

(.18)

(.19)

(.23)

(.23)

Dividends from net realized
gain on investments

(.08)

-

-

-

-

-

Total Distributions

(.29)

(.20)

(.18)

(.19)

(.23)

(.23)

Net asset value, end of period

18.84

17.98

18.64

14.88

14.79

15.31

Total Return (%)

6.58b

(2.53)

26.81

1.92

(1.90)

(1.24)

Ratios/Supplemental Data (%):

         

Ratio of total expenses
to average net assets

.91c

.91

.93

.94

.94

.93

Ratio of net expenses
to average net assets

.91c

.91

.93

.94

.94

.93

Ratio of net investment income

         

to average net assets

1.88c

1.11

1.20

1.21

1.33

1.70

Portfolio Turnover Rate

4.54b

7.47

12.49

10.65

16.52

12.49

Net Assets,
end of period ($ x 1,000)

2,112,303

1,953,256

1,968,366

1,520,360

1,560,084

2,132,444

a Based on average shares outstanding.

b Not annualized.

c Annualized.

See notes to financial statements.

18

 

             
     

Six Months Ended

 

May 31, 2019

Year Ended November 30,

Class Y Shares

(Unaudited)

2018

2017

2016

2015

2014

Per Share Data ($):

           

Net asset value,
beginning of period

17.78

18.43

14.72

14.63

15.15

15.72

Investment Operations:

           

Investment income—neta

.17

.21

.20

.19

.22

.14

Net realized and unrealized
gain (loss) on investments

.98

(.66)

3.70

.09

(.51)

(.48)

Total from Investment Operations

1.15

(.45)

3.90

.28

(.29)

(.34)

Distributions:

           

Dividends from
investment income—net

(.22)

(.20)

(.19)

(.19)

(.23)

(.23)

Dividends from net realized
gain on investments

(.08)

-

-

-

-

-

Total Distributions

(.30)

(.20)

(.19)

(.19)

(.23)

(.23)

Net asset value, end of period

18.63

17.78

18.43

14.72

14.63

15.15

Total Return (%)

6.62b

(2.48)

26.80

1.97

(1.89)

(2.20)

Ratios/Supplemental Data (%):

         

Ratio of total expenses
to average net assets

.89c

.89

.91

.91

.91

.91

Ratio of net expenses
to average net assets

.89c

.89

.91

.91

.91

.91

Ratio of net investment income
to average net assets

1.91c

1.16

1.22

1.27

1.44

.90

Portfolio Turnover Rate

4.54b

7.47

12.49

10.65

16.52

12.49

Net Assets,
end of period ($ x 1,000)

2,002,294

1,801,389

2,083,569

1,627,586

1,625,626

1,105,489

a Based on average shares outstanding.

b Not annualized.

c Annualized.

See notes to financial statements.

19

 

NOTES TO FINANCIAL STATEMENTS (Unaudited)

NOTE 1—Significant Accounting Policies:

BNY Mellon International Stock Fund (the “fund”) is a separate diversified series of BNY Mellon Strategic Funds, Inc. (the “Company”), which is registered under the Investment Company Act of 1940, as amended (the “Act”), as an open-end management investment company and operates as a series company currently offering six series, including the fund. The fund’s investment objective is to seek long-term total return. BNY Mellon Investment Adviser, Inc. (the “Adviser”), a wholly-owned subsidiary of The Bank of New York Mellon Corporation (“BNY Mellon”), serves as the fund’s investment adviser. Walter Scott & Partners Limited (the “Sub-Adviser”), a wholly-owned subsidiary of BNY Mellon and an affiliate of the Adviser, serves as the fund’s sub-investment adviser.

Effective June 3, 2019, the fund changed its name from International Stock Fund to BNY Mellon International Stock Fund and the Company changed its name from Strategic Funds, Inc. to BNY Mellon Strategic Funds, Inc. In addition, The Dreyfus Corporation, the fund’s investment adviser and administrator, changed its name to “BNY Mellon Investment Adviser, Inc.”, MBSC Securities Corporation, the fund’s distributor, changed its name to “BNY Mellon Securities Corporation” and Dreyfus Transfer, Inc., the fund’s transfer agent, changed its name to “BNY Mellon Transfer, Inc.”

BNY Mellon Securities Corporation (the “Distributor”), a wholly-owned subsidiary of the Adviser, is the distributor of the fund’s shares. The fund is authorized to issue 700 million shares of $.001 par value Common Stock. The fund currently has authorized five classes of shares: Class A (100 million shares authorized), Class C (100 million shares authorized), Class I (200 million shares authorized), Class T (100 million shares authorized) and Class Y (200 million shares authorized). Class A and Class T shares generally are subject to a sales charge imposed at the time of purchase. Class C shares are subject to a contingent deferred sales charge (“CDSC”) imposed on Class C shares redeemed within one year of purchase. Class C shares automatically convert to Class A shares ten years after the date of purchase, without the imposition of a sales charge. Class I and Class Y shares are sold at net asset value per share generally to institutional investors. As of the date of this report, the fund did not offer Class T shares for purchase. Other differences between the classes include the services offered to and the expenses borne by each class, the allocation of certain transfer agency costs and certain voting rights. Income, expenses (other than expenses attributable to a specific class), and realized and

20

 

unrealized gains or losses on investments are allocated to each class of shares based on its relative net assets.

The Company accounts separately for the assets, liabilities and operations of each series. Expenses directly attributable to each series are charged to that series’ operations; expenses which are applicable to all series are allocated among them on a pro rata basis.

The Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) is the exclusive reference of authoritative U.S. generally accepted accounting principles (“GAAP”) recognized by the FASB to be applied by nongovernmental entities. Rules and interpretive releases of the Securities and Exchange Commission (“SEC”) under authority of federal laws are also sources of authoritative GAAP for SEC registrants. The fund’s financial statements are prepared in accordance with GAAP, which may require the use of management estimates and assumptions. Actual results could differ from those estimates.

The Company enters into contracts that contain a variety of indemnifications. The fund’s maximum exposure under these arrangements is unknown. The fund does not anticipate recognizing any loss related to these arrangements.

(a) Portfolio valuation: The fair value of a financial instrument is the amount 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 (i.e., the exit price). GAAP establishes a fair value hierarchy that prioritizes the inputs of valuation techniques used to measure fair value. This 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).

Additionally, GAAP provides guidance on determining whether the volume and activity in a market has decreased significantly and whether such a decrease in activity results in transactions that are not orderly. GAAP requires enhanced disclosures around valuation inputs and techniques used during annual and interim periods.

Various inputs are used in determining the value of the fund’s investments relating to fair value measurements. These inputs are summarized in the three broad levels listed below:

Level 1—unadjusted quoted prices in active markets for identical investments.

21

 

NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

Level 2—other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.).

Level 3—significant unobservable inputs (including the fund’s own assumptions in determining the fair value of investments).

The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. Valuation techniques used to value the fund’s investments are as follows:

Investments in securities are valued at the last sales price on the securities exchange or national securities market on which such securities are primarily traded. Securities listed on the National Market System for which market quotations are available are valued at the official closing price or, if there is no official closing price that day, at the last sales price. For open short positions, asked prices are used for valuation purposes. Bid price is used when no asked price is available. Registered investment companies that are not traded on an exchange are valued at their net asset value. All of the preceding securities are generally categorized within Level 1 of the fair value hierarchy.

Securities not listed on an exchange or the national securities market, or securities for which there were no transactions, are valued at the average of the most recent bid and asked prices. These securities are generally categorized within Level 2 of the fair value hierarchy.

Fair valuing of securities may be determined with the assistance of a pricing service using calculations based on indices of domestic securities and other appropriate indicators, such as prices of relevant ADRs and futures. Utilizing these techniques may result in transfers between Level 1 and Level 2 of the fair value hierarchy.

When market quotations or official closing prices are not readily available, or are determined not to accurately reflect fair value, such as when the value of a security has been significantly affected by events after the close of the exchange or market on which the security is principally traded (for example, a foreign exchange or market), but before the fund calculates its net asset value, the fund may value these investments at fair value as determined in accordance with the procedures approved by the Company’s Board of Directors (the “Board”). Certain factors may be considered when fair valuing investments such as: fundamental analytical data, the nature and duration of restrictions on disposition, an evaluation of the forces that

22

 

influence the market in which the securities are purchased and sold, and public trading in similar securities of the issuer or comparable issuers. These securities are either categorized within Level 2 or 3 of the fair value hierarchy depending on the relevant inputs used.

For restricted securities where observable inputs are limited, assumptions about market activity and risk are used and such securities are generally categorized within Level 3 of the fair value hierarchy.

Investments denominated in foreign currencies are translated to U.S. dollars at the prevailing rates of exchange.

Forward foreign currency exchange contracts (“forward contracts”) are valued at the forward rate and are generally categorized within Level 2 of the fair value hierarchy.

The following is a summary of the inputs used as of May 31, 2019 in valuing the fund’s investments:

         
 

Level 1-
Unadjusted
Quoted Prices

Level 2 -
Other
Significant
Observable
Inputs

Level 3-
Significant Unobservable
Inputs

Total

Assets ($)

Investments in Securities:

Equity Securities -
Common Stocks

192,072,812

3,838,034,516

-

4,030,107,328

Investment Companies

124,533,830

-

-

124,533,830

Other Financial Instruments:

       

Forward Foreign Currency Exchange Contracts††

-

14,977

-

14,977

 Securities classified within Level 2 at period end as the values were determined pursuant to the fund’s fair valuation procedures.

†† Amount shown represents unrealized appreciation at period end, but only variation margin on exchanged traded and centrally cleared derivatives are reported in the Statement of Assets and Liabilities.

At May 31, 2019, the amount of securities transferred between levels equals fair value of exchange traded equity securities reported as Level 2 in the table above. At November 30, 2018, $3,561,469,993 of exchange traded foreign equity securities were classified within Level 2 of the fair value hierarchy pursuant to the fund’s fair valuation procedures. It is the fund’s policy to recognize transfers between levels at the end of the reporting period.

(b) Foreign currency transactions: The fund does not isolate that portion of the results of operations resulting from changes in foreign exchange rates on investments from the fluctuations arising from changes

23

 

NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

in the market prices of securities held. Such fluctuations are included with the net realized and unrealized gain or loss on investments.

Net realized foreign exchange gains or losses arise from sales of foreign currencies, currency gains or losses realized on securities transactions between trade and settlement date, and the difference between the amounts of dividends, interest and foreign withholding taxes recorded on the fund’s books and the U.S. dollar equivalent of the amounts actually received or paid. Net unrealized foreign exchange gains and losses arise from changes in the value of assets and liabilities other than investments resulting from changes in exchange rates. Foreign currency gains and losses on foreign currency transactions are also included with net realized and unrealized gain or loss on investments.

(c) Securities transactions and investment income: Securities transactions are recorded on a trade date basis. Realized gains and losses from securities transactions are recorded on the identified cost basis. Dividend income is recognized on the ex-dividend date and interest income, including, where applicable, accretion of discount and amortization of premium on investments, is recognized on the accrual basis.

Pursuant to a securities lending agreement with The Bank of New York Mellon, a subsidiary of BNY Mellon and an affiliate of the Adviser, the fund may lend securities to qualified institutions. It is the fund’s policy that, at origination, all loans are secured by collateral of at least 102% of the value of U.S. securities loaned and 105% of the value of foreign securities loaned. Collateral equivalent to at least 100% of the market value of securities on loan is maintained at all times. Collateral is either in the form of cash, which can be invested in certain money market mutual funds managed by the Adviser, or U.S. Government and Agency securities. The fund is entitled to receive all dividends, interest and distributions on securities loaned, in addition to income earned as a result of the lending transaction. Should a borrower fail to return the securities in a timely manner, The Bank of New York Mellon is required to replace the securities for the benefit of the fund or credit the fund with the market value of the unreturned securities and is subrogated to the fund’s rights against the borrower and the collateral. Additionally, the contractual maturity of security lending transactions are on an overnight and continuous basis. During the period ended May 31, 2019, The Bank of New York Mellon earned $819 from lending portfolio securities, pursuant to the securities lending agreement.

(d) Affiliated issuers: Investments in other investment companies advised by the Adviser are considered “affiliated” under the Act.

24

 

(e) Risk: Investing in foreign markets may involve special risks and considerations not typically associated with investing in the U.S. These risks include revaluation of currencies, high rates of inflation, repatriation restrictions on income and capital, and adverse political and economic developments. Moreover, securities issued in these markets may be less liquid, subject to government ownership controls and delayed settlements, and their prices may be more volatile than those of comparable securities in the U.S.

(f) Dividends and distributions to shareholders: Dividends and distributions are recorded on the ex-dividend date. Dividends from investment income-net and dividends from net realized capital gains, if any, are normally declared and paid annually, but the fund may make distributions on a more frequent basis to comply with the distribution requirements of the Internal Revenue Code of 1986, as amended (the “Code”). To the extent that net realized capital gains can be offset by capital loss carryovers, it is the policy of the fund not to distribute such gains. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from GAAP.

(g) Federal income taxes: It is the policy of the fund to continue to qualify as a regulated investment company, if such qualification is in the best interests of its shareholders, by complying with the applicable provisions of the Code, and to make distributions of taxable income and net realized capital gain sufficient to relieve it from substantially all federal income and excise taxes.

As of and during the period ended May 31, 2019, the fund did not have any liabilities for any uncertain tax positions. The fund recognizes interest and penalties, if any, related to uncertain tax positions as income tax expense in the Statement of Operations. During the period ended May 31, 2019, the fund did not incur any interest or penalties.

Each tax year in the three-year period ended November 30, 2018 remains subject to examination by the Internal Revenue Service and state taxing authorities.

The tax character of distributions paid to shareholders during the fiscal year ended November 30, 2018 was as follows: ordinary income $43,802,375. The tax character of current year distributions will be determined at the end of the current fiscal year.

(h) New Accounting Pronouncements: In August 2018, the FASB issued Accounting Standards Update 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework—Changes to the Disclosure Requirements for Fair Value Measurement (“ASU 2018-13”). The update

25

 

NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

provides guidance that eliminates, adds and modifies certain disclosure requirements for fair value measurements. ASU 2018-13 will be effective for fiscal years beginning after December 15, 2019. Management is currently assessing the potential impact of these changes to future financial statements.

NOTE 2—Bank Lines of Credit:

The fund participates with other long-term open-end funds managed by the Adviser in a $1.030 billion unsecured credit facility led by Citibank, N.A. (the “Citibank Credit Facility”) and a $300 million unsecured credit facility provided by The Bank of New York Mellon (the “BNYM Credit Facility”), a subsidiary of BNY Mellon and an affiliate of the Adviser, each to be utilized primarily for temporary or emergency purposes, including the financing of redemptions (each, a “Facility”). The Citibank Credit Facility is available in two tranches: (i) Tranche A is in an amount equal to $830 million and is available to all long-term open-ended funds, including the fund, and (ii) Tranche B is in amount equal to $200 million and is available only to BNY Mellon Floating Rate Income Fund, a series of BNY Mellon Investment Funds IV, Inc. In connection therewith, the fund has agreed to pay its pro rata portion of commitment fees for Tranche A of the Citibank Credit Facility and the BNYM Credit Facility. Interest is charged to the fund based on rates determined pursuant to the terms of the respective Facility at the time of borrowing. During the period ended May 31, 2019, the fund did not borrow under the Facilities.

NOTE 3—Management Fee, Sub-Investment Advisory Fee and Other Transactions with Affiliates:

(a) Pursuant to a management agreement with the Adviser, the management fee is computed at the annual rate of .85% of the value of the fund’s average daily net assets and is payable monthly.

Pursuant to a sub-investment advisory agreement between the Adviser and the Sub-Adviser, the Adviser pays the Sub-Adviser a monthly fee at an annual rate of .41% of the value of the fund’s average daily net assets.

During the period ended May 31, 2019, the Distributor retained $5,328 from commissions earned on sales of the fund’s Class A shares and $282 from CDSC fees on redemptions of the fund’s Class C shares.

(b) Under the Distribution Plan adopted pursuant to Rule 12b-1 under the Act, Class C shares pay the Distributor for distributing its shares at an annual rate of .75% of the value of its average daily net assets. During the period ended May 31, 2019, Class C shares were charged $47,618 pursuant to the Distribution Plan.

26

 

(c) Under the Shareholder Services Plan, Class A and Class C shares pay the Distributor at an annual rate of .25% of the value of their average daily net assets for the provision of certain services. The services provided may include personal services relating to shareholder accounts, such as answering shareholder inquiries regarding the fund and providing reports and other information, and services related to the maintenance of shareholder accounts. The Distributor may make payments to Service Agents (securities dealers, financial institutions or other industry professionals) with respect to these services. The Distributor determines the amounts to be paid to Service Agents. During the period ended May 31, 2019, Class A and Class C shares were charged $36,366 and $15,873, respectively, pursuant to the Shareholder Services Plan.

The fund has an arrangement with the transfer agent whereby the fund may receive earnings credits when positive cash balances are maintained, which are used to offset transfer agency fees. The fund had an arrangement with the custodian to receive earnings credits when positive cash balances were maintained, which were used to offset custody fees. Effective February 1, 2019, the arrangement with the custodian changed whereby the fund will no longer receive earnings credits to offset its custody fees and will receive interest income or overdraft fees going forward. For financial reporting purposes, the fund includes net earnings credits, if any, as an expense offset in the Statement of Operations.

The fund compensates BNY Mellon Transfer, Inc., a wholly-owned subsidiary of the Adviser, under a transfer agency agreement for providing transfer agency and cash management services for the fund. The majority of transfer agency fees are comprised of amounts paid on a per account basis, while cash management fees are related to fund subscriptions and redemptions. During the period ended May 31, 2019, the fund was charged $8,835 for transfer agency services. These fees are included in Shareholder servicing costs in the Statement of Operations.

The fund compensates The Bank of New York Mellon under a custody agreement for providing custodial services for the fund. These fees are determined based on net assets, geographic region and transaction activity. During the period ended May 31, 2019, the fund was charged $220,637 pursuant to the custody agreement.

During the period ended May 31, 2019, the fund was charged $5,044 for services performed by the Chief Compliance Officer and his staff. These fees are included in Miscellaneous in the Statement of Operations.

The components of “Due to BNY Mellon Investment Adviser, Inc. and affiliates” in the Statement of Assets and Liabilities consist of: management

27

 

NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

fees $3,051,539, Distribution Plan fees $8,472, Shareholder Services Plan fees $9,823, custodian fees $160,000, Chief Compliance Officer fees $4,090 and transfer agency fees $2,626.

(d) Each Board member also serves as a Board member of other funds in the BNY Mellon Family of Funds complex. Annual retainer fees and attendance fees are allocated to each fund based on net assets.

NOTE 4—Securities Transactions:

The aggregate amount of purchases and sales of investment securities, excluding short-term securities and Forward contracts, during the period ended May 31, 2019, amounted to $254,302,031 and $175,111,531, respectively.

Derivatives: A derivative is a financial instrument whose performance is derived from the performance of another asset. The fund enters into International Swaps and Derivatives Association, Inc. Master Agreements or similar agreements (collectively, “Master Agreements”) with its over-the-counter (“OTC”) derivative contract counterparties in order to, among other things, reduce its credit risk to counterparties. Master Agreements include provisions for general obligations, representations, collateral and events of default or termination. Under a Master Agreement, the fund may offset with the counterparty certain derivative financial instruments’ payables and/or receivables with collateral held and/or posted and create one single net payment in the event of default or termination.

Each type of derivative instrument that was held by the fund during the period ended May 31, 2019 is discussed below.

Forward Foreign Currency Exchange Contracts: The fund enters into forward contracts in order to hedge its exposure to changes in foreign currency exchange rates on its foreign portfolio holdings, to settle foreign currency transactions or as a part of its investment strategy. When executing forward contracts, the fund is obligated to buy or sell a foreign currency at a specified rate on a certain date in the future. With respect to sales of forward contracts, the fund incurs a loss if the value of the contract increases between the date the forward contract is opened and the date the forward contract is closed. The fund realizes a gain if the value of the contract decreases between those dates. With respect to purchases of forward contracts, the fund incurs a loss if the value of the contract decreases between the date the forward contract is opened and the date the forward contract is closed. The fund realizes a gain if the value of the contract increases between those dates. Any realized or unrealized gains or losses which occurred during the period are reflected in the Statement of

28

 

Operations. The fund is exposed to foreign currency risk as a result of changes in value of underlying financial instruments. The fund is also exposed to credit risk associated with counterparty nonperformance on these forward contracts, which is generally limited to the unrealized gain on each open contract. This risk may be mitigated by Master Agreements, if any, between the fund and the counterparty and the posting of collateral, if any, by the counterparty to the fund to cover the fund’s exposure to the counterparty. Forward contracts open at May 31, 2019 are set forth in the Statement of Forward Foreign Currency Exchange Contracts.

The provisions of ASC Topic 210 “Disclosures about Offsetting Assets and Liabilities” require disclosure on the offsetting of financial assets and liabilities. These disclosures are required for certain investments, including derivative financial instruments subject to Master Agreements which are eligible for offsetting in the Statement of Assets and Liabilities and require the fund to disclose both gross and net information with respect to such investments. For financial reporting purposes, the fund does not offset derivative assets and derivative liabilities that are subject to Master Agreements in the Statement of Assets and Liabilities.

At May 31, 2019, derivative assets and liabilities (by type) on a gross basis are as follows:

           

Derivative Financial Instruments:

 

Assets ($)

 

Liabilities ($)

 

Forward contracts

 

14,977

 

-

 

Total gross amount of derivative

 

 

 

 

 

assets and liabilities in the

 

 

 

 

 

Statement of Assets and Liabilities

 

14,977

 

-

 

Derivatives not subject to

 

 

 

 

 

Master Agreements

 

-

 

-

 

Total gross amount of assets

 

 

 

 

 

and liabilities subject to

 

 

 

 

 

Master Agreements

 

14,977

 

-

 

29

 

NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

The following table presents derivative assets net of amounts available for offsetting under Master Agreements and net of related collateral received or pledged, if any, as of May 31, 2019:

             

 

 

 

Financial

 

 

 

 

 

 

Instruments

 

 

 

 

 

 

and Derivatives

 

 

 

 

Gross Amount of

 

Available

Collateral

 

Net Amount of

Counterparty

Assets ($)

1

for Offset ($)

Received ($)

 

Assets ($)

National
Australia Bank

14,977

 

-

-

 

14,977

 

 

 

 

 

 

 

 

 

 

 

 

 

 

1 Absent a default event or early termination, OTC derivative assets and liabilities are presented at gross amounts and are not offset in the Statement of Assets and Liabilities.

The following summarizes the average market value of derivatives outstanding during the period ended May 31, 2019:

     

 

 

Average Market Value ($)

Forward contracts

 

1,364,134

 

 

 

At May 31, 2019, accumulated net unrealized appreciation on investments inclusive of derivative contracts was $1,095,994,009, consisting of $1,165,203,262 gross unrealized appreciation and $69,209,253 gross unrealized depreciation.

At May 31, 2019, the cost of investments inclusive of derivative contracts for federal income tax purposes was substantially the same as the cost for financial reporting purposes (see the Statement of Investments).

30

 

NOTES

31

 

NOTES

32

 

NOTES

33

 

For More Information

BNY Mellon International Stock Fund

240 Greenwich Street
New York, NY 10286

Adviser

BNY Mellon Investment Adviser, Inc.
240 Greenwich Street
New York, NY 10286

Sub-Adviser

Walter Scott & Partners Limited
(Walter Scott)
One Charlotte Square
Edinburgh, Scotland, UK

Custodian

The Bank of New York Mellon
240 Greenwich Street
New York, NY 10286

Transfer Agent &
Dividend Disbursing Agent

BNY Mellon Transfer, Inc.
240 Greenwich Street
New York, NY 10286

Distributor

BNY Mellon Securities Corporation
240 Greenwich Street
New York, NY 10286

   

Ticker Symbols:

Class A: DISAX          Class C: DISCX          Class I: DISRX          Class Y: DISYX

Telephone Call your financial representative or 1-800-373-9387

Mail The BNY Mellon Family of Funds, 144 Glenn Curtiss Boulevard, Uniondale, NY 11556-0144

E-mail Send your request to info@bnymellon.com

Internet Information can be viewed online or downloaded at www.bnymellonim.com/us

The fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission (“SEC”) for the first and third quarters of each fiscal year on Form N-PORT. The fund’s Forms N-PORT are available on the SEC’s website at www.sec.gov.

A description of the policies and procedures that the fund uses to determine how to vote proxies relating to portfolio securities and information regarding how the fund voted these proxies for the most recent 12-month period ended June 30 is available at www.bnymellonim.com/us and on the SEC’s website at www.sec.gov and without charge, upon request, by calling 1-800-373-9387.

   

© 2019 BNY Mellon Securities Corporation
6155SA0519

 


 

BNY Mellon Select Managers Small Cap Value Fund

 

SEMIANNUAL REPORT

May 31, 2019

 

 

 

Save time. Save paper. View your next shareholder report online as soon as it’s available. Log into www.bnymellonim.com/us and sign up for eCommunications. It’s simple and only takes a few minutes.

 

The views expressed in this report reflect those of the portfolio manager(s) only through the end of the period covered and do not necessarily represent the views of BNY Mellon Investment Adviser, Inc. or any other person in the BNY Mellon Investment Adviser, Inc. organization. Any such views are subject to change at any time based upon market or other conditions and BNY Mellon Investment Adviser, Inc. disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a fund in the BNY Mellon Family of Funds are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any fund in the BNY Mellon Family of Funds.

 

Not FDIC-Insured • Not Bank-Guaranteed • May Lose Value

 

Contents

THE FUND

FOR MORE INFORMATION

 

Back Cover

 

       
 


BNY Mellon Select Managers Small Cap Value Fund

 

The Fund

A LETTER FROM THE PRESIDENT OF BNY MELLON INVESTMENT ADVISER, INC.

Dear Shareholder:

We are pleased to present this semiannual report for BNY Mellon Select Managers Small Cap Value Fund (formerly, Dreyfus Select Managers Small Cap Value Fund), covering the six-month period from December 1, 2018 through May 31, 2019. For information about how the fund performed during the reporting period, as well as general market perspectives, we provide a Discussion of Fund Performance on the pages that follow.

U.S. equity markets experienced a sharp sell-off in December 2018, triggered in part by heightened concerns over rising interest rates, trade tensions and slowing global growth. The slump largely erased prior gains on U.S. indices, while losses deepened in international markets. In December, it appeared that the U.S. Federal Reserve (the “Fed”) would maintain its hawkish stance on monetary policy. However, comments made by the Fed in January indicated that it would slow the pace of interest-rate increases; this helped stimulate a rebound across equity markets that continued through much of the reporting period. However, in May, escalating trade tensions once again disrupted equity market progress, causing stock prices to pull back.

At the end of 2018, equity volatility and global growth concerns triggered a flight to quality in many areas of the bond market, raising Treasury prices and flattening the yield curve. After encouraging comments by the Fed in January, fixed-income markets rallied. Bond prices benefited from falling rates through the end of the period.

We remain positive on the near-term economic outlook for the U.S. but will monitor relevant data for any signs of a change. As always, we encourage you to discuss the risks and opportunities in today’s investment environment with your financial advisor.

Thank you for your continued confidence and support.

Sincerely,

Renee LaRoche-Morris
President
BNY Mellon Investment Adviser, Inc.
June 17, 2019

2

 

DISCUSSION OF FUND PERFORMANCE (Unaudited)

For the period from December 1, 2018 through May 31, 2019, as provided by portfolio allocation managers Stephen Kolano and Elena Goncharova

Market and Fund Performance Overview

For the six-month period ended May 31, 2019, BNY Mellon Select Managers Small Cap Value Fund’s (formerly, Dreyfus Select Managers Small Cap Value Fund) Class A, Class C, Class I, and Class Y shares at NAV produced total returns of -4.42%, -4.79%, -4.29%, and
-4.33%, respectively.1 In comparison, the Russell 2000® Value Index (the “Index”), the fund’s benchmark, returned -6.22% for the same period.2

Small-cap stocks produced moderate losses over the reporting period, amid weakening corporate earnings and concerns regarding U.S. trade policies. The fund outperformed the Index, mainly due to strong security selection in the health care and information technology sectors.

BNY Mellon Investment Adviser, Inc., the fund’s investment adviser, has terminated the sub-investment advisory agreement between BNY Mellon and Thompson, Siegel & Walmsley LLC (TSW), a subadviser to the fund, effective May 15, 2019.

The Fund’s Investment Approach

The fund seeks capital appreciation. To pursue its goal, the fund normally invests at least 80% of its net assets in the stocks of small-cap companies. The fund currently considers small-cap companies to be those companies with market capitalizations that fall within the range of companies in the Index, the fund’s benchmark index. The fund’s portfolio is constructed to have a value tilt. The fund uses a “multi-manager” approach by selecting various subadvisers to manage its assets. We may hire, terminate, or replace subadvisers and modify material terms and conditions of subadvisory arrangements without shareholder approval.

The portion of the assets of the fund under TSW’s management will be allocated to certain of the fund’s five other subadvisers, as determined by BNY Mellon Investment Adviser, Inc., the fund’s portfolio allocation manager.

The fund’s assets are currently allocated to five subadvisers, each acting independently and using its own methodology to select portfolio investments. The new target percentages to be allocated to the subadvisers over time are as follows: approximately 20% of the fund’s assets would be under the management of Walthausen & Co., LLC, which uses a proprietary valuation model to identify companies that are trading at a discount to their intrinsic values; approximately 20% of the fund’s assets would be under the management of Neuberger Berman Investment Advisers LLC, which uses fundamental analysis and a bottom-up stock selection process to identify publicly traded small-cap companies selling at a material discount to their intrinsic value; approximately 15% of the fund’s assets would be under the management of Kayne Anderson Rudnick Investment Management, LLC, which employs a fundamental, bottom-up, research-driven investment process in seeking to identify high-quality companies whose securities are trading at attractive valuations; approximately 30% of the fund’s assets would be under the management of Channing Capital Management, LLC, which employs intensive, fundamental, bottom-up research to identify high-quality companies that represent value opportunities; and approximately 15% of the fund’s assets

3

 

DISCUSSION OF FUND PERFORMANCE (Unaudited) (continued)

were allocated to Eastern Shore Capital Management, which focuses on identifying companies with quality fundamentals that are trading at attractive valuations. The percentages of the fund’s assets allocated to the various subadvisers can change over time, within ranges described in the prospectus.

Stocks Rebound on Shift in Federal Reserve Policy

The reporting period began amid steady economic growth and corporate earnings, assisted by the ongoing effects of tax reform in the U.S. This allowed the Federal Reserve (the “Fed”) to continue raising interest rates and send signals that it would continue tightening in 2019. Short-term interest rates were raised once during the reporting period, boosting the federal funds target rate to 2.25%-2.50%.

In the fourth quarter of 2018, however, markets experienced a surge in volatility, as investor sentiment shifted to “risk off.” Equities declined despite relatively robust economic growth. The shift in sentiment was driven largely by concern about the Fed’s plan to continue hiking short-term interest rates in 2019 amid more mixed economic data.

In December 2018, the Fed shifted away from its hawkish stance on interest-rate increases, saying that rate hikes in 2019 would be “data-dependent.” Fed officials also indicated that the reduction of its balance sheet would be completed by September 2019, implying the central bank would be satisfied with a larger-than-normal balance sheet, a more accommodative position than in the past.

With this shift, stocks rallied late in 2018 and continued to rise in 2019. Early in 2019, the Fed’s stance remained unchanged, as inflation remained below its target rate of 2.0%, but markets began to anticipate a rate cut later in 2019.

Security Selections Benefited Fund Performance

The fund’s outperformance compared to the Index was mainly the result of successful stock selections by the fund’s underlying portfolio managers. Results from the health care sector proved especially strong. Although this sector performed poorly, strong stock selection in this sector by Neuberger Berman Investment Advisers LLC more than offset the weakness. For example, a position in Fluidigm, a maker of biological research equipment, added to the fund’s performance on strong demand from the pharmaceutical and biotech industries. A position in NanoString Technologies, a manufacturer of diagnostic tools, contributed to fund performance as well. In the information technology industry, an overweight and stock selection proved beneficial. Holdings in cyclical industries in particular, such as the semiconductor and semiconductor equipment industries, were additive to results. In the semiconductor equipment industry, Brooks Automation was a particularly strong performer. Elsewhere in the information technology sector, Everbridge, a cybersecurity software company, benefited from growing concerns about cyberthreats. Stock selection by Channing Capital Management, LLC was also beneficial. For example, a position in Hexcel, an aerospace and defense company, performed well on strong earnings.

The fund fared less well in other areas. An underweight to the real estate sector hampered returns, as this sector was a strong outperformer. Stock selections within the financials sector, especially among savings and loans, mortgage companies, and consumer finance, also hindered the fund’s results. Lack of exposure to Radian Group, for example, detracted from results, as this mortgage insurance company outperformed the Index. Exposure to Green

4

 

Dot, a consumer finance company, detracted from performance, as this company was down significantly on weak results stemming from strong competition.

A More Cautious Outlook

The economy is in the latter stages of the business cycle, and wages are continuing to rise, potentially putting greater pressure on corporate earnings. We anticipate that the market will continue to rotate away from cyclical stocks, which performed well early in 2019, to more defensive sectors.

June 17, 2019

1 Total return includes reinvestment of dividends and any capital gains paid and does not take into consideration the maximum initial sales charge in the case of Class A shares, or the applicable contingent deferred sales charge imposed on redemptions in the case of Class C shares. Had these charges been reflected, returns would have been lower. Past performance is no guarantee of future results. Share price and investment return fluctuate such that upon redemption, fund shares may be worth more or less than their original cost. Return figures provided reflect the absorption of certain fund expenses by BNY Mellon Investment Adviser, Inc. pursuant to an undertaking in effect through March 29, 2020, at which time it may be extended, terminated, or modified. Had these expenses not been absorbed, the fund’s returns would have been lower.

2 Source: Lipper Inc. — The Russell 2000® Value Index measures the performance of the small-cap value segment of the U.S. equity universe. It includes those Russell 2000 companies that are considered more value-oriented relative to the overall market as defined by Russell’s leading style methodology. The Russell 2000® Value Index is constructed to provide a comprehensive and unbiased barometer for the small-cap value segment. The index is completely reconstituted annually to ensure larger stocks do not distort the performance and characteristics of the true small-cap opportunity set and that the represented companies continue to reflect value characteristics. Investors cannot invest directly in any index.

Please note: the position in any security highlighted with italicized typeface was sold during the reporting period.

Equities are subject generally to market, market sector, market liquidity, issuer, and investment style risks, among other factors, to varying degrees, all of which are more fully described in the fund’s prospectus.

The prices of small company stocks tend to be more volatile than the prices of large company stocks, mainly because these companies have less established and more volatile earnings histories. They also tend to be less liquid than larger company stocks.

5

 

UNDERSTANDING YOUR FUND’S EXPENSES (Unaudited)

As a mutual fund investor, you pay ongoing expenses, such as management fees and other expenses. Using the information below, you can estimate how these expenses affect your investment and compare them with the expenses of other funds. You also may pay one-time transaction expenses, including sales charges (loads) and redemption fees, which are not shown in this section and would have resulted in higher total expenses. For more information, see your fund’s prospectus or talk to your financial adviser.

Review your fund’s expenses

The table below shows the expenses you would have paid on a $1,000 investment in BNY Mellon Select Managers Small Cap Value Fund from December 1, 2018 to May 31, 2019. It also shows how much a $1,000 investment would be worth at the close of the period, assuming actual returns and expenses.

                 

Expenses and Value of a $1,000 Investment

   

assuming actual returns for the six months ended May 31, 2019

 

Class A

Class C

Class I

Class Y

Expenses paid per $1,000

 

$6.34

 

$9.98

 

$4.83

 

$4.68

Ending value (after expenses)

 

$955.80

 

$952.10

 

$957.10

 

$956.70

COMPARING YOUR FUND’S EXPENSES
WITH THOSE OF OTHER FUNDS
(Unaudited)

Using the SEC’s method to compare expenses

The Securities and Exchange Commission (“SEC”) has established guidelines to help investors assess fund expenses. Per these guidelines, the table below shows your fund’s expenses based on a $1,000 investment, assuming a hypothetical 5% annualized return. You can use this information to compare the ongoing expenses (but not transaction expenses or total cost) of investing in the fund with those of other funds. All mutual fund shareholder reports will provide this information to help you make this comparison. Please note that you cannot use this information to estimate your actual ending account balance and expenses paid during the period.

                     

Expenses and Value of a $1,000 Investment

   

assuming a hypothetical 5% annualized return for the six months ended May 31, 2019

 

Class A

Class C

Class I

Class Y

Expenses paid per $1,000

 

$6.54

 

$10.30

 

$4.99

 

$4.84

Ending value (after expenses)

 

$1,018.45

 

$1,014.71

 

$1,020.00

 

$1,020.14

 Expenses are equal to the fund’s annualized expense ratio of 1.30% for Class A, 2.05% for Class C, .99% for Class I and .96% for Class Y, multiplied by the average account value over the period, multiplied by 182/365 (to reflect the one-half year period).

6

 

STATEMENT OF INVESTMENTS
May 31, 2019 (Unaudited)

               
 

Description

     

Shares

 

Value ($)

 

Common Stocks - 97.3%

         

Automobiles & Components - 2.2%

         

Delphi Technologies

     

41,670

a

635,884

 

Dorman Products

     

55,195

a,b

4,507,223

 

LCI Industries

     

36,054

b

2,987,795

 

Stoneridge

     

48,460

a

1,261,414

 

Thor Industries

     

58,570

b

3,024,555

 

Visteon

     

7,745

a,b

344,730

 
       

12,761,601

 

Banks - 10.9%

         

Atlantic Union Bankshares

     

50,090

b

1,617,907

 

Bank of Hawaii

     

67,550

b

5,110,832

 

BankUnited

     

33,170

 

1,077,362

 

Banner

     

62,862

 

3,172,017

 

Brookline Bancorp

     

112,035

 

1,607,702

 

Bryn Mawr Bank

     

24,520

 

896,451

 

Camden National

     

25,220

 

1,068,067

 

Centerstate Bank

     

231,262

 

5,062,325

 

City Holding

     

16,900

b

1,234,545

 

Columbia Banking System

     

83,825

 

2,795,564

 

Commerce Bancshares

     

15,668

b

898,246

 

Community Bank System

     

17,165

b

1,060,969

 

CVB Financial

     

67,530

b

1,387,742

 

Essent Group

     

57,645

a

2,706,433

 

First Financial

     

30,930

 

1,170,082

 

First Financial Bancorp

     

43,310

 

966,679

 

First Financial Bankshares

     

54,180

b

3,069,839

 

Great Southern Bancorp

     

24,830

 

1,371,113

 

Heartland Financial USA

     

14,850

b

613,157

 

Huntington Bancshares

     

75,780

 

958,617

 

Independent Bank

     

66,159

b

4,588,126

 

Lakeland Financial

     

24,480

b

1,075,896

 

NBT Bancorp

     

33,730

 

1,212,594

 

NMI Holdings, Cl. A

     

34,640

a

944,286

 

OceanFirst Financial

     

55,040

 

1,311,053

 

Pacific Premier Bancorp

     

77,713

 

2,199,278

 

PacWest Bancorp

     

40,740

b

1,480,492

 

Pinnacle Financial Partners

     

8,592

b

454,946

 

Provident Financial Services

     

52,750

 

1,257,560

 

Renasant

     

102,745

 

3,472,781

 

Southside Bancshares

     

32,113

b

1,045,920

 

Stock Yards Bancorp

     

33,115

 

1,103,723

 

TCF Financial

     

82,650

 

1,575,309

 

7

 

STATEMENT OF INVESTMENTS (Unaudited) (continued)

               
 

Description

     

Shares

 

Value ($)

 

Common Stocks - 97.3% (continued)

         

Banks - 10.9% (continued)

         

Texas Capital Bancshares

     

15,170

a

869,241

 

TriCo Bancshares

     

21,790

 

812,767

 

Triumph Bancorp

     

57,834

a,b

1,623,400

 
       

62,873,021

 

Capital Goods - 15.8%

         

AAR

     

24,920

 

749,843

 

Actuant, Cl. A

     

47,385

a

1,049,104

 

Alamo Group

     

13,640

 

1,294,845

 

Albany International, Cl. A

     

23,180

 

1,624,223

 

Allied Motion Technologies

     

35,218

 

1,143,528

 

AptarGroup

     

7,800

 

883,506

 

Atkore International Group

     

53,585

a

1,253,353

 

Babcock & Wilcox Enterprises

     

359,319

a

154,507

 

Badger Meter

     

44,250

 

2,336,400

 

BMC Stock Holdings

     

82,310

a

1,648,669

 

Columbus McKinnon

     

41,780

 

1,514,943

 

Crane

     

13,310

 

1,017,683

 

Dycom Industries

     

23,350

a

1,218,170

 

Emcor Group

     

17,130

 

1,379,993

 

EnerSys

     

36,692

 

2,063,191

 

Franklin Electric

     

49,148

 

2,154,157

 

FreightCar America

     

90,710

a,b

546,981

 

GATX

     

15,220

b

1,062,660

 

Global Brass & Copper Holdings

     

39,670

 

1,730,802

 

Graco

     

73,350

 

3,463,587

 

Granite Construction

     

33,250

b

1,336,318

 

Great Lakes Dredge and Dock

     

172,290

a

1,833,166

 

Harsco

     

34,900

a

872,500

 

Hexcel

     

58,551

 

4,261,927

 

Hillenbrand

     

88,752

 

3,304,237

 

Houston Wire & Cable

     

73,740

a

386,398

 

ITT

     

28,260

 

1,628,342

 

Kadant

     

9,195

 

746,450

 

Kennametal

     

17,075

 

525,056

 

Lincoln Electric Holdings

     

24,020

 

1,824,079

 

Lydall

     

85,070

a

1,538,066

 

Mercury Systems

     

15,490

a

1,065,092

 

Milacron Holdings

     

205,079

a

2,354,307

 

Miller Industries

     

38,580

 

1,024,299

 

Moog, Cl. A

     

16,470

 

1,357,457

 

Mueller Industries

     

41,600

 

1,121,120

 

Oshkosh

     

21,210

 

1,509,940

 

Proto Labs

     

8,370

a

839,930

 

8

 

               
 

Description

     

Shares

 

Value ($)

 

Common Stocks - 97.3% (continued)

         

Capital Goods - 15.8% (continued)

         

RBC Bearings

     

46,715

a

6,647,544

 

Regal Beloit

     

16,070

 

1,168,289

 

Resideo Technologies

     

56,100

a

1,104,048

 

Rexnord

     

140,128

a

3,686,768

 

Simpson Manufacturing

     

21,000

b

1,277,640

 

SiteOne Landscape Supply

     

80,550

a,b

5,225,278

 

Spirit AeroSystems Holdings, Cl. A

     

26,610

 

2,156,474

 

SPX

     

115,956

a

3,448,531

 

Teledyne Technologies

     

4,840

a

1,141,272

 

Trex

     

23,470

a,b

1,403,975

 

Triton International

     

26,980

 

797,259

 

Twin Disc

     

55,480

a

800,021

 

Valmont Industries

     

6,200

 

701,282

 

Watsco

     

26,040

b

4,098,436

 

Welbilt

     

123,470

a,b

1,905,142

 
       

91,380,788

 

Commercial & Professional Services - 5.2%

         

ABM Industries

     

54,520

 

1,976,350

 

AMN Healthcare Services

     

12,390

a

600,172

 

ASGN

     

13,550

a

687,392

 

Avis Budget Group

     

40,900

a

1,159,924

 

Booz Allen Hamilton Holding

     

63,671

 

4,022,097

 

Clean Harbors

     

27,600

a

1,769,712

 

Covanta Holding

     

76,540

 

1,290,464

 

Heritage-Crystal Clean

     

54,240

a

1,356,000

 

Kelly Services, Cl. A

     

64,420

 

1,513,870

 

Kimball International, Cl. B

     

46,170

 

712,865

 

Korn Ferry

     

34,360

 

1,480,229

 

McGrath RentCorp

     

55,050

 

3,095,461

 

Mobile Mini

     

23,270

 

713,691

 

MSA Safety

     

37,403

 

3,717,110

 

Quad/Graphics

     

133,010

b

1,113,294

 

Stericycle

     

38,500

a,b

1,785,630

 

UniFirst

     

10,645

 

1,690,213

 

US Ecology

     

23,957

 

1,425,921

 
       

30,110,395

 

Consumer Durables & Apparel - 1.8%

         

Cavco Industries

     

5,260

a

755,336

 

CSS Industries

     

47,360

 

224,960

 

G-III Apparel Group

     

46,470

a

1,195,673

 

M/I Homes

     

58,590

a

1,604,194

 

Malibu Boats, Cl. A

     

30,550

a

1,096,745

 

MDC Holdings

     

47,360

 

1,488,525

 

9

 

STATEMENT OF INVESTMENTS (Unaudited) (continued)

               
 

Description

     

Shares

 

Value ($)

 

Common Stocks - 97.3% (continued)

         

Consumer Durables & Apparel - 1.8% (continued)

         

Steven Madden

     

57,930

 

1,752,962

 

Tempur Sealy International

     

22,000

a,b

1,403,820

 

Universal Electronics

     

23,260

a

916,211

 
       

10,438,426

 

Consumer Services - 3.2%

         

Cheesecake Factory

     

99,265

b

4,293,211

 

Dave & Buster's Entertainment

     

48,880

b

2,431,291

 

frontdoor

     

42,975

a

1,728,025

 

Hilton Grand Vacations

     

53,720

a

1,365,562

 

International Game Technology

     

39,100

b

508,300

 

Penn National Gaming

     

169,144

a,b

3,188,364

 

SeaWorld Entertainment

     

116,300

a

3,721,600

 

Wyndham Destinations

     

32,030

 

1,274,153

 
       

18,510,506

 

Diversified Financials - 2.2%

         

Evercore, Cl. A

     

39,542

 

3,053,829

 

Green Dot, Cl. A

     

20,085

a

932,145

 

Houlihan Lokey

     

85,970

 

3,886,704

 

Stifel Financial

     

86,450

 

4,636,313

 
       

12,508,991

 

Energy - 3.2%

         

Cactus, Cl. A

     

35,570

a

1,157,804

 

Callon Petroleum

     

564,603

a,b

3,528,769

 

Core Laboratories

     

38,330

 

1,826,041

 

Dril-Quip

     

15,000

a,b

618,750

 

Forum Energy Technologies

     

98,600

a

376,652

 

Gulfport Energy

     

129,270

a,b

707,107

 

ION Geophysical

     

23,824

a

161,765

 

McDermott International

     

70,511

a,b

425,886

 

Oil States International

     

151,688

a,b

2,524,088

 

Patterson-UTI Energy

     

45,400

b

482,602

 

Penn Virginia

     

21,700

a

661,850

 

ProPetro Holding

     

40,650

a

789,423

 

Qep Resources

     

78,190

a

540,293

 

SilverBow Resources

     

34,440

a

491,459

 

SM Energy

     

44,050

b

512,302

 

Southwestern Energy

     

242,050

a,b

868,960

 

Superior Energy Services

     

119,700

a

193,914

 

Tetra Technologies

     

140,190

a

215,893

 

Whiting Petroleum

     

35,400

a,b

650,652

 

World Fuel Services

     

45,380

 

1,322,373

 

WPX Energy

     

61,460

a

661,310

 
       

18,717,893

 

10

 

               
 

Description

     

Shares

 

Value ($)

 

Common Stocks - 97.3% (continued)

         

Food & Staples Retailing - .2%

         

Casey's General Stores

     

9,980

 

1,288,218

 

Food, Beverage & Tobacco - 3.4%

         

Andersons

     

28,220

 

766,737

 

Calavo Growers

     

20,810

a,b

1,819,834

 

Darling Ingredients

     

124,980

a

2,362,122

 

Hain Celestial Group

     

49,700

a,b

1,013,383

 

Landec

     

168,090

a

1,667,453

 

MGP Ingredients

     

28,510

b

1,716,587

 

National Beverage

     

46,058

a,b

2,079,519

 

Nomad Foods

     

105,210

a

2,232,556

 

Sanderson Farms

     

10,410

b

1,423,151

 

TreeHouse Foods

     

91,705

a,b

4,780,582

 
       

19,861,924

 

Health Care Equipment & Services - 4.3%

         

Acadia Healthcare

     

56,800

a,b

1,830,096

 

Accuray

     

262,590

a

974,209

 

Allscripts Healthcare Solutions

     

278,950

a,b

2,714,184

 

Amedisys

     

5,079

a

570,422

 

AtriCure

     

37,500

a

1,098,750

 

Avanos Medical

     

29,765

a,b

1,121,545

 

Conmed

     

7,500

 

603,600

 

Encompass Health

     

23,040

 

1,357,517

 

Globus Medical, Cl. A

     

20,075

a

788,948

 

Haemonetics

     

7,015

a

680,385

 

Integer Holdings

     

51,388

a

3,602,299

 

LHC Group

     

8,710

a

986,669

 

Luminex

     

49,500

 

1,044,450

 

MEDNAX

     

34,400

a

848,304

 

Merit Medical Systems

     

40,650

a,b

2,098,759

 

Molina Healthcare

     

11,300

a

1,607,538

 

Nevro

     

5,130

a,b

303,234

 

Nuvectra

     

32,000

a

121,280

 

OraSure Technologies

     

46,900

a

389,270

 

Patterson

     

54,400

b

1,143,488

 

Teladoc Health

     

10,890

a,b

632,927

 
       

24,517,874

 

Household & Personal Products - .7%

         

Inter Parfums

     

23,470

 

1,520,387

 

WD-40

     

16,730

b

2,615,401

 
       

4,135,788

 

Insurance - 3.8%

         

American Financial Group

     

12,980

 

1,274,636

 

AMERISAFE

     

22,110

 

1,317,093

 

11

 

STATEMENT OF INVESTMENTS (Unaudited) (continued)

               
 

Description

     

Shares

 

Value ($)

 

Common Stocks - 97.3% (continued)

         

Insurance - 3.8% (continued)

         

eHealth

     

8,810

a

621,634

 

Horace Mann Educators

     

97,853

 

3,964,025

 

Kemper

     

49,760

 

4,129,582

 

Primerica

     

58,026

 

6,664,866

 

RLI

     

42,550

b

3,654,194

 
       

21,626,030

 

Materials - 4.9%

         

Balchem

     

19,840

 

1,799,289

 

Cleveland-Cliffs

     

137,630

b

1,197,381

 

Crown Holdings

     

60,700

a

3,364,601

 

H.B. Fuller

     

62,640

 

2,469,895

 

Haynes International

     

14,610

 

425,589

 

Ingevity

     

52,968

a

4,645,294

 

Innophos Holdings

     

18,800

 

499,892

 

Kaiser Aluminum

     

12,827

 

1,143,142

 

Mercer International

     

109,627

 

1,570,955

 

PolyOne

     

141,141

 

3,546,873

 

Scotts Miracle-Gro

     

64,520

b

5,776,476

 

Silgan Holdings

     

27,590

 

799,834

 

Stepan

     

14,167

 

1,202,212

 
       

28,441,433

 

Media & Entertainment - 2.7%

         

Cinemark Holdings

     

97,555

b

3,706,114

 

Criteo, ADR

     

38,300

a

703,188

 

John Wiley & Sons, Cl. A

     

24,490

 

1,023,192

 

Meredith

     

113,204

b

5,860,571

 

MSG Networks, Cl. A

     

199,578

a,b

4,213,092

 
       

15,506,157

 

Personal Products - .4%

         

Avery Dennison

     

24,420

 

2,541,145

 

Pharmaceuticals Biotechnology & Life Sciences - 3.9%

         

Acadia Pharmaceuticals

     

10,740

a,b

257,653

 

Aerie Pharmaceuticals

     

12,205

a,b

444,506

 

Amneal Pharmaceuticals

     

86,900

a,b

655,226

 

Anika Therapeutics

     

70,794

a

2,690,172

 

Array BioPharma

     

51,185

a,b

1,352,308

 

Biohaven Pharmaceutical Holding

     

7,355

a

415,263

 

CareDx

     

16,835

a

532,323

 

Charles River Laboratories International

     

55,436

a

6,954,446

 

CRISPR Therapeutics

     

12,365

a,b

439,823

 

Fluidigm

     

260,725

a

3,412,890

 

Horizon Therapeutics

     

20,690

a

493,043

 

Intersect ENT

     

19,900

a

469,242

 

12

 

               
 

Description

     

Shares

 

Value ($)

 

Common Stocks - 97.3% (continued)

         

Pharmaceuticals Biotechnology & Life Sciences - 3.9% (continued)

         

Ligand Pharmaceuticals

     

5,080

a,b

545,490

 

Mallinckrodt

     

25,000

a

217,250

 

Medicines

     

9,285

a

331,010

 

Mirati Therapeutics

     

4,380

a

296,920

 

NanoString Technologies

     

64,800

a

1,842,912

 

Natera

     

16,030

a

367,087

 

Ra Pharmaceuticals

     

13,175

a

284,975

 

uniQure

     

8,715

a,b

516,887

 
       

22,519,426

 

Real Estate - 6.0%

         

Corporate Office Properties Trust

     

147,478

c

4,105,788

 

Healthcare Realty Trust

     

132,514

c

4,272,251

 

HFF, Cl. A

     

70,000

 

3,022,600

 

MGM Growth Properties, Cl. A

     

181,225

c

5,572,669

 

QTS Realty Trust, Cl. A

     

115,462

b,c

5,330,880

 

RE/MAX Holdings, Cl. A

     

4,765

 

141,139

 

Rexford Industrial Realty

     

88,560

c

3,347,568

 

Terreno Realty

     

184,825

c

8,448,350

 

Uniti Group

     

51,600

b,c

495,876

 
       

34,737,121

 

Retailing - 1.9%

         

At Home Group

     

32,665

a

622,268

 

Chico's FAS

     

104,300

b

351,491

 

Etsy

     

13,580

a

846,170

 

Express

     

74,970

a,b

225,660

 

Monro

     

23,715

b

1,890,323

 

Office Depot

     

294,688

 

577,588

 

Party City Holdco

     

128,600

a,b

1,015,940

 

RTW RetailWinds

     

54,880

a

104,821

 

Sally Beauty Holdings

     

289,107

a,b

4,388,644

 

The Children's Place

     

10,900

 

1,009,994

 
       

11,032,899

 

Semiconductors & Semiconductor Equipment - 4.2%

         

Brooks Automation

     

151,095

b

5,362,362

 

Cabot Microelectronics

     

25,405

 

2,476,225

 

CEVA

     

24,230

a

553,171

 

Cypress Semiconductor

     

117,865

 

2,100,354

 

Entegris

     

58,195

b

1,998,416

 

Impinj

     

23,600

a,b

585,044

 

Kulicke & Soffa Industries

     

68,340

 

1,325,113

 

Lattice Semiconductor

     

120,549

a

1,543,027

 

MACOM Technology Solutions Holdings

     

77,355

a

1,094,573

 

13

 

STATEMENT OF INVESTMENTS (Unaudited) (continued)

               
 

Description

     

Shares

 

Value ($)

 

Common Stocks - 97.3% (continued)

         

Semiconductors & Semiconductor Equipment - 4.2% (continued)

         

MaxLinear

     

116,544

a

2,467,236

 

Rambus

     

147,080

a

1,670,829

 

Semtech

     

26,805

a

1,067,643

 

Silicon Laboratories

     

9,680

a

905,758

 

Veeco Instruments

     

92,900

a

1,067,421

 
       

24,217,172

 

Software & Services - 7.7%

         

American Software, Cl. A

     

125,100

 

1,585,017

 

Bottomline Technologies

     

23,465

a

1,024,951

 

Box, Cl. A

     

27,140

a

501,819

 

Cass Information Systems

     

58,792

 

2,649,755

 

Cloudera

     

163,600

a,b

1,500,212

 

Conduent

     

109,200

a

971,880

 

CoreLogic

     

98,810

a

3,872,364

 

Coupa Software

     

15,485

a,b

1,691,117

 

Euronet Worldwide

     

14,285

a

2,214,746

 

Everbridge

     

27,100

a

2,131,144

 

FireEye

     

124,000

a,b

1,809,160

 

Five9

     

22,170

a

1,138,430

 

HubSpot

     

7,745

a

1,342,054

 

Interxion Holding

     

39,165

a,b

2,886,852

 

Jack Henry & Associates

     

16,330

 

2,142,823

 

KBR

     

93,940

 

2,087,347

 

ManTech International, Cl. A

     

57,238

 

3,512,696

 

Nuance Communications

     

159,950

a

2,746,341

 

OneSpan

     

57,200

a

797,940

 

Pluralsight, Cl. A

     

8,475

a,b

270,014

 

SeaChange International

     

120,120

a

152,552

 

TiVo

     

108,190

 

778,968

 

Trade Desk, Cl. A

     

3,870

a,b

769,395

 

Unisys

     

61,400

a

595,580

 

Varonis Systems

     

3,800

a

237,652

 

Verint Systems

     

83,269

a

4,725,516

 
       

44,136,325

 

Technology Hardware & Equipment - 3.6%

         

Ciena

     

111,830

a

3,907,340

 

Diebold Nixdorf

     

113,400

a

963,900

 

II-VI

     

17,430

a,b

547,825

 

Infinera

     

206,520

a,b

642,277

 

Itron

     

35,530

a

2,012,774

 

Kimball Electronics

     

33,200

a

473,100

 

Littelfuse

     

12,921

 

2,108,836

 

14

 

               
 

Description

     

Shares

 

Value ($)

 

Common Stocks - 97.3% (continued)

         

Technology Hardware & Equipment - 3.6% (continued)

         

Lumentum Holdings

     

4,770

a

193,042

 

MTS Systems

     

21,650

b

1,174,729

 

NCR

     

47,540

a,b

1,454,724

 

Novanta

     

8,225

a

658,165

 

OSI Systems

     

15,410

a,b

1,596,322

 

Quantum

     

34,603

a

92,736

 

Ribbon Communications

     

126,600

a

540,582

 

Rogers

     

1,720

a

237,343

 

Stratasys

     

23,500

a,b

514,885

 

Viavi Solutions

     

129,900

a

1,565,295

 

Vishay Intertechnology

     

151,200

 

2,304,288

 
       

20,988,163

 

Telecommunication Services - .3%

         

Bandwidth, Cl. A

     

12,110

a

878,823

 

Vonage Holdings

     

76,465

a

905,346

 
       

1,784,169

 

Transportation - 1.5%

         

Danaos

     

6,971

a

85,046

 

Forward Air

     

19,360

 

1,080,869

 

Hertz Global Holdings

     

63,900

a

899,073

 

Hub Group, Cl. A

     

27,720

a

1,079,971

 

Landstar System

     

32,920

 

3,168,550

 

Ryder System

     

20,670

 

1,043,835

 

Saia

     

17,420

a

1,027,780

 
       

8,385,124

 

Utilities - 3.3%

         

Allete

     

47,330

 

3,875,854

 

American States Water

     

17,410

b

1,269,885

 

Atlantic Power

     

605,990

a

1,411,957

 

Chesapeake Utilities

     

32,665

 

2,965,329

 

Ormat Technologies

     

26,750

b

1,579,320

 

South Jersey Industries

     

125,138

 

3,948,104

 

Southwest Gas Holdings

     

30,010

 

2,555,051

 

Vistra Energy

     

58,994

 

1,389,899

 
       

18,995,399

 

Total Common Stocks (cost $496,100,790)

     

562,015,988

 
               

Exchange-Traded Funds - .4%

         

Registered Investment Companies - .4%

         

iShares Russell 2000 ETF
(cost $2,272,620)

     

15,000

b

2,187,900

 

15

 

STATEMENT OF INVESTMENTS (Unaudited) (continued)

               
 

Description

Coupon
Rate (%)

Maturity Date

 

Shares

 

Value ($)

 

Convertible Bonds - .1%

         

Utilities - .1%

         

Vistra Energy
(cost $828,168)

7.00

7/01/19

 

8,100

b

783,351

 
   

1-Day
Yield (%)

         

Investment Companies - 2.4%

         

Registered Investment Companies - 2.4%

         

Dreyfus Institutional Preferred Government Plus Money Market Fund
(cost $13,889,363)

 

2.40

 

13,889,363

d

13,889,363

 
               

Investment of Cash Collateral for Securities Loaned - 1.1%

         

Registered Investment Companies - 1.1%

         

Dreyfus Institutional Preferred Government Plus Money Market Fund
(cost $6,079,060)

 

2.40

 

6,079,060

d

6,079,060

 

Total Investments (cost $519,170,001)

 

101.3%

 

584,955,662

 

Liabilities, Less Cash and Receivables

 

(1.3%)

 

(7,377,046)

 

Net Assets

 

100.0%

 

577,578,616

 

ADR—American Depository Receipt

ETF—Exchange-Traded Fund

a Non-income producing security.

b Security, or portion thereof, on loan. At May 31, 2019, the value of the fund’s securities on loan was $126,849,888 and the value of the collateral held by the fund was $131,296,575, consisting of cash collateral of $6,079,060 and U.S. Government & Agency securities valued at $125,217,515.

c Investment in real estate investment trust within the United States.

d Investment in affiliated issuer. The investment objective of this investment company is publicly available and can be found within the investment company’s prospectus.

16

 

   

Portfolio Summary (Unaudited)

Value (%)

Industrials

21.2

Financials

16.8

Information Technology

15.5

Consumer Discretionary

8.3

Health Care

7.2

Real Estate

6.0

Materials

4.6

Consumer Staples

4.2

Investment Companies

3.9

Utilities

3.4

Energy

3.2

Communication Services

3.0

Consumer, Non-Cyclical

2.9

Consumer, Cyclical

.8

Basic Materials

.3

 

101.3

 Based on net assets.

See notes to financial statements.

17

 

STATEMENT OF INVESTMENTS IN AFFILIATED ISSUERS (Unaudited)

             

Investment Companies

Value
11/30/18($)

Purchases($)

Sales($)

Value
5/31/19($)

Net
Assets(%)

Dividend/
Distributions($)

Registered Investment Companies

Dreyfus Institutional Preferred Government Plus Money Market Fund

12,595,400

349,719,738

348,425,775

13,889,363

2.4

219,270

Investment of Cash Collateral for Securities Loaned:

Dreyfus Institutional Preferred Government Money Market Fund, Institutional Shares

32,704,474

9,573,496

42,277,970

-

-

-

Dreyfus Institutional Preferred Government Plus Money Market Fund

-

56,448,450

50,369,390

6,079,060

1.1

-

Total

45,299,874

415,741,684

441,073,135

19,968,423

3.5

219,270

 Effective January 2, 2019, cash collateral for securities lending was transferred from Dreyfus Institutional Preferred Government Money Market Fund, Institutional Shares to Dreyfus Institutional Preferred Government Plus Money Market Fund.

See notes to financial statements.

18

 

STATEMENT OF ASSETS AND LIABILITIES

May 31, 2019 (Unaudited)

             

 

 

 

 

 

 

 

 

 

 

Cost

 

Value

 

Assets ($):

 

 

 

 

Investments in securities—See Statement of Investments
(including securities on loan, valued at $126,849,888)—Note 1(b):

 

 

 

Unaffiliated issuers

499,201,578

 

564,987,239

 

Affiliated issuers

 

19,968,423

 

19,968,423

 

Cash

 

 

 

 

3,536

 

Receivable for investment securities sold

 

932,768

 

Dividends, interest and securities lending income receivable

 

558,069

 

Receivable for shares of Common Stock subscribed

 

395,163

 

Prepaid expenses

 

 

 

 

39,385

 

 

 

 

 

 

586,884,583

 

Liabilities ($):

 

 

 

 

Due to BNY Mellon Investment Adviser, Inc. and affiliates—Note 3(c)

 

502,915

 

Liability for securities on loan—Note 1(b)

 

6,079,060

 

Payable for investment securities purchased

 

1,914,054

 

Payable for shares of Common Stock redeemed

 

756,993

 

Directors fees and expenses payable

 

12,462

 

Accrued expenses

 

 

 

 

40,483

 

 

 

 

 

 

9,305,967

 

Net Assets ($)

 

 

577,578,616

 

Composition of Net Assets ($):

 

 

 

 

Paid-in capital

 

 

 

 

518,986,244

 

Total distributable earnings (loss)

 

 

 

 

58,592,372

 

Net Assets ($)

 

 

577,578,616

 

           

Net Asset Value Per Share

Class A

Class C

Class I

Class Y

 

Net Assets ($)

1,059,118

518,469

13,945,745

562,055,284

 

Shares Outstanding

53,072

28,867

685,590

27,667,194

 

Net Asset Value Per Share ($)

19.96

17.96

20.34

20.31

 

 

 

 

 

 

 

See notes to financial statements.

 

 

 

 

 

19

 

STATEMENT OF OPERATIONS
Six Months Ended May 31, 2019 (Unaudited)

             

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Investment Income ($):

 

 

 

 

Income:

 

 

 

 

Cash dividends (net of $8,328 foreign taxes withheld at source):

 

Unaffiliated issuers

 

 

4,576,008

 

Affiliated issuers

 

 

219,270

 

Income from securities lending—Note 1(b)

 

 

89,600

 

Total Income

 

 

4,884,878

 

Expenses:

 

 

 

 

Management fee—Note 3(a)

 

 

2,864,741

 

Professional fees

 

 

47,320

 

Directors’ fees and expenses—Note 3(d)

 

 

36,195

 

Registration fees

 

 

33,695

 

Custodian fees—Note 3(c)

 

 

26,633

 

Shareholder servicing costs—Note 3(c)

 

 

6,998

 

Prospectus and shareholders’ reports

 

 

6,503

 

Loan commitment fees—Note 2

 

 

6,003

 

Distribution fees—Note 3(b)

 

 

1,977

 

Miscellaneous

 

 

21,297

 

Total Expenses

 

 

3,051,362

 

Less—reduction in expenses due to undertaking—Note 3(a)

 

 

(559)

 

Net Expenses

 

 

3,050,803

 

Investment Income—Net

 

 

1,834,075

 

Realized and Unrealized Gain (Loss) on Investments—Note 4 ($):

 

 

Net realized gain (loss) on investments

(2,198,208)

 

Net unrealized appreciation (depreciation) on investments

 

 

(42,630,140)

 

Net Realized and Unrealized Gain (Loss) on Investments

 

 

(44,828,348)

 

Net (Decrease) in Net Assets Resulting from Operations

 

(42,994,273)

 

 

 

 

 

 

 

 

See notes to financial statements.

         

20

 

STATEMENT OF CHANGES IN NET ASSETS

                   

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Six Months Ended
May 31, 2019 (Unaudited)

 

Year Ended
November 30, 2018

 

Operations ($):

 

 

 

 

 

 

 

 

Investment income—net

 

 

1,834,075

 

 

 

2,885,212

 

Net realized gain (loss) on investments

 

(2,198,208)

 

 

 

77,359,132

 

Net unrealized appreciation (depreciation)
on investments

 

(42,630,140)

 

 

 

(110,039,814)

 

Net Increase (Decrease) in Net Assets
Resulting from Operations

(42,994,273)

 

 

 

(29,795,470)

 

Distributions ($):

 

Distributions to shareholders:

 

 

 

 

 

 

 

 

Class A

 

 

(110,050)

 

 

 

(64,787)

 

Class C

 

 

(66,106)

 

 

 

(7,868)

 

Class I

 

 

(2,598,752)

 

 

 

(1,228,285)

 

Class Y

 

 

(78,332,501)

 

 

 

(54,610,093)

 

Total Distributions

 

 

(81,107,409)

 

 

 

(55,911,033)

 

Capital Stock Transactions ($):

 

Net proceeds from shares sold:

 

 

 

 

 

 

 

 

Class A

 

 

161,655

 

 

 

92,055

 

Class C

 

 

52,000

 

 

 

472,927

 

Class I

 

 

5,430,630

 

 

 

16,731,975

 

Class Y

 

 

39,242,131

 

 

 

75,166,525

 

Distributions reinvested:

 

 

 

 

 

 

 

 

Class A

 

 

108,467

 

 

 

63,405

 

Class C

 

 

65,008

 

 

 

7,867

 

Class I

 

 

2,072,895

 

 

 

964,379

 

Class Y

 

 

33,919,144

 

 

 

23,821,651

 

Cost of shares redeemed:

 

 

 

 

 

 

 

 

Class A

 

 

(90,266)

 

 

 

(75,592)

 

Class C

 

 

(53,579)

 

 

 

(72,895)

 

Class I

 

 

(14,537,573)

 

 

 

(11,273,631)

 

Class Y

 

 

(168,418,474)

 

 

 

(180,898,249)

 

Increase (Decrease) in Net Assets
from Capital Stock Transactions

(102,047,962)

 

 

 

(74,999,583)

 

Total Increase (Decrease) in Net Assets

(226,149,644)

 

 

 

(160,706,086)

 

Net Assets ($):

 

Beginning of Period

 

 

803,728,260

 

 

 

964,434,346

 

End of Period

 

 

577,578,616

 

 

 

803,728,260

 

21

 

STATEMENT OF CHANGES IN NET ASSETS (continued)

                   

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Six Months Ended
May 31, 2019 (Unaudited)

 

Year Ended
November 30, 2018

 

Capital Share Transactions (Shares):

 

Class Aa

 

 

 

 

 

 

 

 

Shares sold

 

 

7,703

 

 

 

3,589

 

Shares issued for distributions reinvested

 

 

5,940

 

 

 

2,567

 

Shares redeemed

 

 

(4,338)

 

 

 

(3,096)

 

Net Increase (Decrease) in Shares Outstanding

9,305

 

 

 

3,060

 

Class Ca

 

 

 

 

 

 

 

 

Shares sold

 

 

2,745

 

 

 

20,627

 

Shares issued for distributions reinvested

 

 

3,942

 

 

 

345

 

Shares redeemed

 

 

(3,049)

 

 

 

(3,048)

 

Net Increase (Decrease) in Shares Outstanding

3,638

 

 

 

17,924

 

Class Ia

 

 

 

 

 

 

 

 

Shares sold

 

 

256,405

 

 

 

656,859

 

Shares issued for distributions reinvested

 

 

111,506

 

 

 

38,402

 

Shares redeemed

 

 

(701,843)

 

 

 

(440,307)

 

Net Increase (Decrease) in Shares Outstanding

(333,932)

 

 

 

254,954

 

Class Ya

 

 

 

 

 

 

 

 

Shares sold

 

 

1,886,437

 

 

 

2,952,382

 

Shares issued for distributions reinvested

 

 

1,826,449

 

 

 

949,722

 

Shares redeemed

 

 

(7,905,756)

 

 

 

(7,107,076)

 

Net Increase (Decrease) in Shares Outstanding

(4,192,870)

 

 

 

(3,204,972)

 

 

 

 

 

 

 

 

 

 

 

During the period ended May 31, 2019, 257,444 Class Y shares representing $5,410,912 were exchanged for 257,122 Class I shares, 215 Class C shares representing $4,177 were exchanged for 194 Class A shares and during the period ended November 30, 2018, 131 Class C shares representing $3,145 were automatically exchanged for 121 Class A shares, 622,430 Class Y shares representing $15,845,547 were exchanged for 621,891 Class I shares.

 

 

See notes to financial statements.

               

22

 

FINANCIAL HIGHLIGHTS

The following tables describe the performance for each share class for the fiscal periods indicated. All information (except portfolio turnover rate) reflects financial results for a single fund share. Total return shows how much your investment in the fund would have increased (or decreased) during each period, assuming you had reinvested all dividends and distributions. These figures have been derived from the fund’s financial statements.

             
             
 

Six Months Ended

         
 

May 31, 2019

Year Ended November 30,

Class A Shares

(Unaudited)

2018

2017

2016

2015

2014

Per Share Data ($):

           

Net asset value, beginning of period

23.94

26.44

22.72

22.02

24.89

26.25

Investment Operations:

           

Investment income (loss)—neta

.02

(.01)

.00b

.09

.07

.01

Net realized and unrealized
gain (loss) on investments

(1.33)

(.98)

3.79

2.02

(.02)

.84

Total from Investment Operations

(1.31)

(.99)

3.79

2.11

.05

.85

Distributions:

           

Dividends from investment income—net

(.00)b

-

(.07)

(.11)

(.00)b

(.08)

Dividends from net realized
gain on investments

(2.67)

(1.51)

-

(1.30)

(2.92)

(2.13)

Total Distributions

(2.67)

(1.51)

(.07)

(1.41)

(2.92)

(2.21)

Net asset value, end of period

19.96

23.94

26.44

22.72

22.02

24.89

Total Return (%)c

(4.42)d

(3.93)

16.74

10.72

.01

3.35

Ratios/Supplemental Data (%):

           

Ratio of total expenses
to average net assets

1.38e

1.35

1.30

1.30

1.29

1.31

Ratio of net expenses
to average net assets

1.30e

1.30

1.28

1.30

1.29

1.30

Ratio of net investment income (loss)
to average net assets

.23e

(.05)

.01

.44

.31

.02

Portfolio Turnover Rate

29.56d

58.85

67.90

66.57

65.39

104.22

Net Assets, end of period ($ x 1,000)

1,059

1,048

1,076

2,862

2,250

2,015

a Based on average shares outstanding.

b Amount represents less than $.01 per share.

c Exclusive of sales charge.

d Not annualized.

e Annualized.

See notes to financial statements.

23

 

FINANCIAL HIGHLIGHTS (continued)

             
             
 

Six Months Ended

         
 

May 31, 2019

Year Ended November 30,

Class C Shares

(Unaudited)

2018

2017

2016

2015

2014

Per Share Data ($):

           

Net asset value, beginning of period

21.92

24.51

21.15

20.68

23.70

25.19

Investment Operations:

           

Investment (loss)—neta

(.05)

(.19)

(.16)

(.07)

(.09)

(.20)

Net realized and unrealized
gain (loss) on investments

(1.24)

(.89)

3.52

1.90

(.01)

.84

Total from Investment Operations

(1.29)

(1.08)

3.36

1.83

(.10)

.64

Distributions:

           

Dividends from investment income—net

-

-

-

(.06)

Dividends from net realized
gain on investments

(2.67)

(1.51)

-

(1.30)

(2.92)

(2.13)

Total Distributions

(2.67)

(1.51)

-

(1.36)

(2.92)

(2.13)

Net asset value, end of period

17.96

21.92

24.51

21.15

20.68

23.70

Total Return (%)b

(4.79)c

(4.65)

15.89

9.94

(.72)

2.60

Ratios/Supplemental Data (%):

           

Ratio of total expenses
to average net assets

2.11d

2.15

2.31

2.33

2.42

2.22

Ratio of net expenses
to average net assets

2.05d

2.05

2.04

2.05

2.04

2.05

Ratio of net investment (loss)
to average net assets

(.51)d

(.82)

(.74)

(.39)

(.47)

(.83)

Portfolio Turnover Rate

29.56c

58.85

67.90

66.57

65.39

104.22

Net Assets, end of period ($ x 1,000)

518

553

179

146

154

55

a Based on average shares outstanding.

b Exclusive of sales charge.

c Not annualized.

d Annualized.

See notes to financial statements.

24

 

             
             
 

Six Months Ended

         
 

May 31, 2019

Year Ended November 30,

Class I Shares

(Unaudited)

2018

2017

2016

2015

2014

Per Share Data ($):

           

Net asset value, beginning of period

24.41

26.90

23.09

22.36

25.22

26.55

Investment Operations:

           

Investment income—neta

.06

.07

.07

.15

.14

.08

Net realized and unrealized
gain (loss) on investments

(1.37)

(1.00)

3.87

2.06

(.03)

.87

Total from Investment Operations

(1.31)

(.93)

3.94

2.21

.11

.95

Distributions:

           

Dividends from
investment income—net

(.09)

(.05)

(.13)

(.18)

(.05)

(.15)

Dividends from net realized
gain on investments

(2.67)

(1.51)

-

(1.30)

(2.92)

(2.13)

Total Distributions

(2.76)

(1.56)

(.13)

(1.48)

(2.97)

(2.28)

Net asset value, end of period

20.34

24.41

26.90

23.09

22.36

25.22

Total Return (%)

(4.29)b

(3.63)

17.14

11.09

.26

3.72

Ratios/Supplemental Data (%):

           

Ratio of total expenses
to average net assets

.99c

.97

1.00

.99

.97

.95

Ratio of net expenses
to average net assets

.99c

.97

.98

.99

.97

.95

Ratio of net investment income
to average net assets

.55c

.27

.29

.75

.62

.31

Portfolio Turnover Rate

29.56b

58.85

67.90

66.57

65.39

104.22

Net Assets, end of period ($ x 1,000)

13,946

24,890

20,566

16,478

20,731

20,403

a Based on average shares outstanding.

b Not annualized.

c Annualized.

See notes to financial statements.

25

 

FINANCIAL HIGHLIGHTS (continued)

             
             
 

Six Months Ended

         
 

May 31, 2019

Year Ended November 30,

Class Y Shares

(Unaudited)

2018

2017

2016

2015

2014

Per Share Data ($):

           

Net asset value, beginning of period

24.40

26.88

23.08

22.35

25.21

26.54

Investment Operations:

           

Investment income—neta

.06

.08

.08

.16

.15

.12

Net realized and unrealized
gain (loss) on investments

(1.38)

(.99)

3.86

2.06

(.03)

.83

Total from Investment Operations

(1.32)

(.91)

3.94

2.22

.12

.95

Distributions:

           

Dividends
from investment income—net

(.10)

(.06)

(.14)

(.19)

(.06)

(.15)

Dividends from net realized
gain on investments

(2.67)

(1.51)

-

(1.30)

(2.92)

(2.13)

Total Distributions

(2.77)

(1.57)

(.14)

(1.49)

(2.98)

(2.28)

Net asset value, end of period

20.31

24.40

26.88

23.08

22.35

25.21

Total Return (%)

(4.33)b

(3.56)

17.15

11.13

.31

3.71

Ratios/Supplemental Data (%):

           

Ratio of total expenses
to average net assets

.96c

.94

.94

.95

.95

.95

Ratio of net expenses
to average net assets

.96c

.94

.93

.95

.95

.95

Ratio of net investment income
to average net assets

.58c

.31

.35

.79

.65

.45

Portfolio Turnover Rate

29.56b

58.85

67.90

66.57

65.39

104.22

Net Assets, end of period ($ x 1,000)

562,055

777,237

942,613

797,087

770,763

747,120

a Based on average shares outstanding.

b Not annualized.

c Annualized.

See notes to financial statements.

26

 

NOTES TO FINANCIAL STATEMENTS (Unaudited)

NOTE 1—Significant Accounting Policies:

BNY Mellon Select Managers Small Cap Value Fund (the “fund”) is a separate non-diversified series of BNY Mellon Strategic Funds, Inc. (the “Company”), which is registered under the Investment Company Act of 1940, as amended (the “Act”), as an open-end management investment company and operates as a series company currently offering six series, including the fund. The fund’s investment objective is to seek capital appreciation. BNY Mellon Investment Adviser, Inc. (the “Adviser”), a wholly-owned subsidiary of The Bank of New York Mellon Corporation (“BNY Mellon”), serves as the fund’s investment adviser and the fund’s portfolio allocation manager. Walthausen & Co., LLC (“Walthausen”), Neuberger Berman Investment Advisers LLC (“Neuberger Berman”), Kayne Anderson Rudnick Investment Management, LLC (“Kayne”), Channing Capital Management, LLC (“Channing”) and Eastern Shore Capital Management (“Eastern Shore”) serve as the fund’s sub-investment advisers, each managing an allocated portion of the fund’s portfolio.

Effective May 15, 2019, the Company’s Board of Directors (the “Board”) voted to terminate the fund’s sub-investment advisory agreement with Thompson, Siegel and Walmsley, LLC.

Effective June 3, 2019, the fund changed its name from Dreyfus Select Managers Small Cap Value Fund to BNY Mellon Select Managers Small Cap Value Fund and the Company changed its name from Strategic Funds, Inc. to BNY Mellon Strategic Funds, Inc. In addition, The Dreyfus Corporation, the fund’s investment adviser and administrator, changed its name to “BNY Mellon Investment Adviser, Inc.”, MBSC Securities Corporation, the fund’s distributor, changed its name to “BNY Mellon Securities Corporation” and Dreyfus Transfer, Inc., the fund’s transfer agent, changed its name to “BNY Mellon Transfer, Inc.”

BNY Mellon Securities Corporation (the “Distributor”), a wholly-owned subsidiary of the Adviser, is the distributor of the fund’s shares. The fund is authorized to issue 100 million shares of $.001 par value Common Stock in each of the following classes of shares: Class A, Class C, Class I, Class T and Class Y. Class A and Class T shares generally are subject to a sales charge imposed at the time of purchase. Class C shares are subject to a contingent deferred sales charge (“CDSC”) imposed on Class C shares redeemed within one year of purchase. Class C shares automatically convert to Class A shares ten years after the date of purchase, without the imposition of a sales charge. Class I and Class Y shares are sold at net asset value per share generally to institutional investors. As of the date of this

27

 

NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

report, the fund did not offer Class T shares for purchase. Other differences between the classes include the services offered to and the expenses borne by each class, the allocation of certain transfer agency costs, and certain voting rights. Income, expenses (other than expenses attributable to a specific class), and realized and unrealized gains or losses on investments are allocated to each class of shares based on its relative net assets.

The Company accounts separately for the assets, liabilities and operations of each series. Expenses directly attributable to each series are charged to that series’ operations; expenses which are applicable to all series are allocated among them on a pro rata basis.

The Financial Accounting Standards Board (“FASB”) Accounting Standards Codification is the exclusive reference of authoritative U.S. generally accepted accounting principles (“GAAP”) recognized by the FASB to be applied by nongovernmental entities. Rules and interpretive releases of the Securities and Exchange Commission (“SEC”) under authority of federal laws are also sources of authoritative GAAP for SEC registrants. The fund’s financial statements are prepared in accordance with GAAP, which may require the use of management estimates and assumptions. Actual results could differ from those estimates.

The Company enters into contracts that contain a variety of indemnifications. The fund’s maximum exposure under these arrangements is unknown. The fund does not anticipate recognizing any loss related to these arrangements.

(a) Portfolio valuation: The fair value of a financial instrument is the amount 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 (i.e., the exit price). GAAP establishes a fair value hierarchy that prioritizes the inputs of valuation techniques used to measure fair value. This 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).

Additionally, GAAP provides guidance on determining whether the volume and activity in a market has decreased significantly and whether such a decrease in activity results in transactions that are not orderly. GAAP requires enhanced disclosures around valuation inputs and techniques used during annual and interim periods.

Various inputs are used in determining the value of the fund’s investments relating to fair value measurements. These inputs are summarized in the three broad levels listed below:

28

 

Level 1—unadjusted quoted prices in active markets for identical investments.

Level 2—other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.).

Level 3—significant unobservable inputs (including the fund’s own assumptions in determining the fair value of investments).

The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. Valuation techniques used to value the fund’s investments are as follows:

Investments in debt securities, excluding short-term investments (other than U.S. Treasury Bills), are valued each business day by an independent pricing service (the “Service”) approved by the Board. Investments for which quoted bid prices are readily available and are representative of the bid side of the market in the judgment of the Service are valued at the mean between the quoted bid prices (as obtained by the Service from dealers in such securities) and asked prices (as calculated by the Service based upon its evaluation of the market for such securities). Other investments are valued as determined by the Service, based on methods which include consideration of the following: yields or prices of securities of comparable quality, coupon, maturity and type; indications as to values from dealers; and general market conditions. These securities are generally categorized within Level 2 of the fair value hierarchy.

Investments in equity securities are valued at the last sales price on the securities exchange or national securities market on which such securities are primarily traded. Securities listed on the National Market System for which market quotations are available are valued at the official closing price or, if there is no official closing price that day, at the last sales price. For open short positions, asked prices are used for valuation purposes. Bid price is used when no asked price is available. Registered investment companies that are not traded on an exchange are valued at their net asset value. All of the preceding securities are generally categorized within Level 1 of the fair value hierarchy.

Securities not listed on an exchange or the national securities market, or securities for which there were no transactions, are valued at the average of the most recent bid and asked prices. These securities are generally categorized within Level 2 of the fair value hierarchy.

29

 

NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

The Service is engaged under the general oversight of the Board.

Fair valuing of securities may be determined with the assistance of a pricing service using calculations based on indices of domestic securities and other appropriate indicators, such as prices of relevant ADRs and futures. Utilizing these techniques may result in transfers between Level 1 and Level 2 of the fair value hierarchy.

When market quotations or official closing prices are not readily available, or are determined not to accurately reflect fair value, such as when the value of a security has been significantly affected by events after the close of the exchange or market on which the security is principally traded (for example, a foreign exchange or market), but before the fund calculates its net asset value, the fund may value these investments at fair value as determined in accordance with the procedures approved by the Board. Certain factors may be considered when fair valuing investments such as: fundamental analytical data, the nature and duration of restrictions on disposition, an evaluation of the forces that influence the market in which the securities are purchased and sold, and public trading in similar securities of the issuer or comparable issuers. These securities are either categorized within Level 2 or 3 of the fair value hierarchy depending on the relevant inputs used.

For restricted securities where observable inputs are limited, assumptions about market activity and risk are used and such securities are generally categorized within Level 3 of the fair value hierarchy.

The following is a summary of the inputs used as of May 31, 2019 in valuing the fund’s investments:

         
 

Level 1 – Unadjusted
Quoted Prices

Level 2 - Other Significant Observable Inputs

Level 3 -Significant Unobservable Inputs

Total

Assets ($)

     

Investments in Securities:

     

Equity Securities - Common Stocks

562,015,988

-

-

562,015,988

Convertible Bond

-

783,351

-

783,351

Exchange-Traded Funds

2,187,900

-

-

2,187,900

Investment Companies

19,968,423

-

-

19,968,423

 See Statement of Investments for additional detailed categorizations.

30

 

At May 31, 2019, there were no transfers between levels of the fair value hierarchy. It is the fund’s policy to recognize transfers between levels at the end of the reporting period.

(b) Securities transactions and investment income: Securities transactions are recorded on a trade date basis. Realized gains and losses from securities transactions are recorded on the identified cost basis. Dividend income is recognized on the ex-dividend date and interest income, including, where applicable, accretion of discount and amortization of premium on investments, is recognized on the accrual basis.

Pursuant to a securities lending agreement with The Bank of New York Mellon, a subsidiary of BNY Mellon and an affiliate of the Adviser, the fund may lend securities to qualified institutions. It is the fund’s policy that, at origination, all loans are secured by collateral of at least 102% of the value of U.S. securities loaned and 105% of the value of foreign securities loaned. Collateral equivalent to at least 100% of the market value of securities on loan is maintained at all times. Collateral is either in the form of cash, which can be invested in certain money market mutual funds managed by the Adviser, or U.S. Government and Agency securities. The fund is entitled to receive all dividends, interest and distributions on securities loaned, in addition to income earned as a result of the lending transaction. Should a borrower fail to return the securities in a timely manner, The Bank of New York Mellon is required to replace the securities for the benefit of the fund or credit the fund with the market value of the unreturned securities and is subrogated to the fund’s rights against the borrower and the collateral. Additionally, the contractual maturity of security lending transactions are on an overnight and continuous basis. During the period ended May 31, 2019, The Bank of New York Mellon earned $18,849 from lending portfolio securities, pursuant to the securities lending agreement.

(c) Affiliated issuers: Investments in other investment companies advised by the Adviser are considered “affiliated” under the Act.

(d) Dividends and distributions to shareholders: Dividends and distributions are recorded on the ex-dividend date. Dividends from investment income-net and dividends from net realized capital gains, if any, are normally declared and paid annually, but the fund may make distributions on a more frequent basis to comply with the distribution requirements of the Internal Revenue Code of 1986, as amended (the “Code”). To the extent that net realized capital gains can be offset by capital loss carryovers, it is the policy of the fund not to distribute such

31

 

NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

gains. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from GAAP.

(e) Federal income taxes: It is the policy of the fund to continue to qualify as a regulated investment company, if such qualification is in the best interests of its shareholders, by complying with the applicable provisions of the Code, and to make distributions of taxable income and net realized capital gain sufficient to relieve it from substantially all federal income and excise taxes.

As of and during the period ended May 31, 2019, the fund did not have any liabilities for any uncertain tax positions. The fund recognizes interest and penalties, if any, related to uncertain tax positions as income tax expense in the Statement of Operations. During the period ended May 31, 2019, the fund did not incur any interest or penalties.

Each tax year in the three-year period ended November 30, 2018 remains subject to examination by the Internal Revenue Service and state taxing authorities.

The tax character of distributions paid to shareholders during the fiscal year ended November 30, 2018 was as follows: ordinary income $12,740,954 and long-term capital gains $43,170,079. The tax character of current year distributions will be determined at the end of the current fiscal year.

(f) New Accounting Pronouncements: In August 2018, the FASB issued Accounting Standards Update 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework—Changes to the Disclosure Requirements for Fair Value Measurement (“ASU 2018-13”). The update provides guidance that eliminates, adds and modifies certain disclosure requirements for fair value measurements. ASU 2018-13 will be effective for fiscal years beginning after December 15, 2019. Management is currently assessing the potential impact of these changes to future financial statements.

NOTE 2—Bank Lines of Credit:

The fund participates with other long-term open-end funds managed by the Adviser in a $1.030 billion unsecured credit facility led by Citibank, N.A. (the “Citibank Credit Facility”) and a $300 million unsecured credit facility provided by The Bank of New York Mellon (the “BNYM Credit Facility”), each to be utilized primarily for temporary or emergency purposes, including the financing of redemptions (each, a “Facility”). The Citibank Credit Facility is available in two tranches: (i) Tranche A is in an amount equal to $830 million and is available to all long-term open-ended

32

 

funds, including the fund, and (ii) Tranche B is in amount equal to $200 million and is available only to BNY Mellon Floating Rate Income Fund, a series of BNY Mellon Investment Funds IV, Inc. In connection therewith, the fund has agreed to pay its pro rata portion of commitment fees for Tranche A of the Citibank Credit Facility and the BNYM Credit Facility. Interest is charged to the fund based on rates determined pursuant to the terms of the respective Facility at the time of borrowing. During the period ended May 31, 2019, the fund did not borrow under the Facilities.

NOTE 3—Management Fee, Sub-Investment Advisory Fee and Other Transactions with Affiliates:

(a) Pursuant to a management agreement with the Adviser, the management fee is computed at the annual rate of .90% of the value of the fund’s average daily net assets and is payable monthly. The Adviser has contractually agreed, from December 1, 2018 through March 29, 2020, to waive receipt of its fees and/or assume the direct expenses of the fund, so that the direct expenses of none of the classes (excluding Rule 12b-1 Distribution Plan fees, Shareholder Services Plan fees, taxes, interest expense, brokerage commissions, commitment fees on borrowings and extraordinary expenses) exceed 1.05% of the value of the fund’s average daily net assets. On or after March 29, 2020, the Adviser may terminate this expense limitation at any time. The reduction in expenses, pursuant to the undertakings, amounted to $559 during the period ended May 31, 2019.

Pursuant to separate sub-investment advisory agreements between the Adviser and Walthausen, Neuberger Berman, Kayne, Channing and Eastern Shore, each serves as the fund’s sub-investment adviser responsible for the day-to-day management of a portion of the fund’s portfolio. The Adviser pays each sub-investment adviser a monthly fee at an annual percentage of the value of the fund’s average daily net assets. The Adviser has obtained an exemptive order from the SEC (the “Order”), upon which the fund may rely, to use a manager of managers approach that permits the Adviser, subject to certain conditions and approval by the Board, to enter into and materially amend sub-investment advisory agreements with one or more sub-investment advisers who are either unaffiliated with the Adviser or are wholly-owned subsidiaries (as defined under the Act) of the Adviser’s ultimate parent company, BNY Mellon, without obtaining shareholder approval. The Order also allows the fund to disclose the sub-investment advisory fee paid by the Adviser to any unaffiliated sub-investment adviser in the aggregate with other unaffiliated sub-investment advisers in documents filed with the SEC and provided to shareholders. In addition, pursuant to the Order, it is not necessary to

33

 

NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

disclose the sub-investment advisory fee payable by the Adviser separately to a sub-investment adviser that is a wholly-owned subsidiary of BNY Mellon in documents filed with the SEC and provided to shareholders; such fees are to be aggregated with fees payable to the Adviser. The Adviser has ultimate responsibility (subject to oversight by the Board) to supervise any sub-investment adviser and recommend the hiring, termination, and replacement of any sub-investment adviser to the Board.

(b) Under the Distribution Plan adopted pursuant to Rule 12b-1 under the Act, Class C shares pay the Distributor for distributing its shares at an annual rate of .75% of the value of its average daily net assets. During the period ended May 31, 2019, Class C shares were charged $1,977 pursuant to the Distribution Plan.

(c) Under the Shareholder Services Plan, Class A and Class C shares pay the Distributor at an annual rate of .25% of the value of their average daily net assets for the provision of certain services. The services provided may include personal services relating to shareholder accounts, such as answering shareholder inquiries regarding the fund and providing reports and other information, and services related to the maintenance of shareholder accounts. The Distributor may make payments to Service Agents (securities dealers, financial institutions or other industry professionals) with respect to these services. The Distributor determines the amounts to be paid to Service Agents. During the period ended May 31, 2019, Class A and Class C shares were charged $1,203 and $659, respectively, pursuant to the Shareholder Services Plan.

The fund has an arrangement with the transfer agent whereby the fund may receive earnings credits when positive cash balances are maintained, which are used to offset transfer agency fees. The fund had an arrangement with the custodian to receive earnings credits when positive cash balances were maintained, which were used to offset custody fees. Effective February 1, 2019, the arrangement with the custodian changed whereby the fund will no longer receive earnings credits to offset its custody fees and will receive interest income or overdraft fees going forward. For financial reporting purposes, the fund includes net earnings credits, if any, as an expense offset in the Statement of Operations.

The fund compensates BNY Mellon Transfer, Inc., a wholly-owned subsidiary of the Adviser, under a transfer agency agreement for providing transfer agency and cash management services for the fund. The majority of transfer agency fees are comprised of amounts paid on a per account basis, while cash management fees are related to fund subscriptions and redemptions. During the period ended May 31, 2019, the fund was charged

34

 

$2,530 for transfer agency services. These fees are included in Shareholder servicing costs in the Statement of Operations.

The fund compensates The Bank of New York Mellon under a custody agreement for providing custodial services for the fund. These fees are determined based on net assets, geographic region and transaction activity. During the period ended May 31, 2019, the fund was charged $26,633 pursuant to the custody agreement.

During the period ended May 31, 2019, the fund was charged $10,088 for services performed by the Chief Compliance Officer and his staff. These fees are included in Miscellaneous in the Statement of Operations.

The components of “Due to BNY Mellon Investment Adviser, Inc. and affiliates” in the Statement of Assets and Liabilities consist of: management fees $468,161, Distribution Plan fees $350, Shareholder Services Plan fees $332, Custodian fees $25,000, Chief Compliance Officer fees $8,181 and transfer agency fees $973, which are offset against an expense reimbursement currently in effect in the amount of $82.

(d) Each Board member also serves as a Board member of other funds in the BNY Mellon Family of Funds complex. Annual retainer fees and attendance fees are allocated to each fund based on net assets.

NOTE 4—Securities Transactions:

The aggregate amount of purchases and sales of investment securities, excluding short-term securities, during the period ended May 31, 2019, amounted to $158,327,806 and $318,711,032, respectively.

At May 31, 2019, accumulated net unrealized appreciation on investments was $65,785,661, consisting of $117,573,013 gross unrealized appreciation and $51,787,352 gross unrealized depreciation.

At May 31, 2019, the cost of investments for federal income tax purposes was substantially the same as the cost for financial reporting purposes (see the Statement of Investments).

35

 

NOTES

36

 

NOTES

37

 

For More Information

BNY Mellon Select Managers Small Cap Value Fund

240 Greenwich Street
New York, NY 10286

Adviser

BNY Mellon Investment Adviser, Inc.
240 Greenwich Street
New York, NY 10286

Sub-Advisers

Walthausen & Co., LLC
9 Executive Park Drive, Suite B
Clifton Park, NY 12065

Neuberger Berman Investment Advisers, LLC
605 Third Avenue
New York, NY 10158

Kayne Anderson Rudnick Investment
Management, LLC
1800 Avenue of the Stars, Second Floor

Los Angeles, CA 90067
Channing Capital Management, LLC
10 South LaSalle Street
Suite 2401
Chicago, IL 60633

Eastern Shore Capital Management
18 Sewall Street
Marblehead, MA 01945

Custodian

The Bank of New York Mellon
240 Greenwich Street
New York, NY 10286

Transfer Agent &
Dividend Disbursing Agent

BNY Mellon Transfer, Inc.
240 Greenwich Street
New York, NY 10286

Distributor

BNY Mellon Securities Corporation
240 Greenwich Street
New York, NY 10286

   

Ticker Symbols:

Class A: DMVAX          Class C: DMECX          Class I: DMVIX          Class Y: DMVYX

Telephone Call your financial representative or 1-800-373-9387

Mail The BNY Mellon Family of Funds, 144 Glenn Curtiss Boulevard, Uniondale, NY 11556-0144

E-mail Send your request to info@bnymellon.com

Internet Information can be viewed online or downloaded at www.bnymellonim.com/us

The fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission (“SEC”) for the first and third quarters of each fiscal year on Form N-PORT. The fund’s Forms N-PORT are available on the SEC’s website at www.sec.gov.

A description of the policies and procedures that the fund uses to determine how to vote proxies relating to portfolio securities and information regarding how the fund voted these proxies for the most recent 12-month period ended June 30 is available at www.bnymellonim.com/us and on the SEC’s website at www.sec.gov and without charge, upon request, by calling 1-800-373-9387.

   

© 2019 BNY Mellon Securities Corporation
6246SA0519

 


 

BNY Mellon U.S. Equity Fund

 

SEMIANNUAL REPORT

May 31, 2019

 

 

 

Save time. Save paper. View your next shareholder report online as soon as it’s available. Log into www.bnymellonim.com/us and sign up for eCommunications. It’s simple and only takes a few minutes.

 

The views expressed in this report reflect those of the portfolio manager(s) only through the end of the period covered and do not necessarily represent the views of BNY Mellon Investment Adviser, Inc. or any other person in the BNY Mellon Investment Adviser, Inc. organization. Any such views are subject to change at any time based upon market or other conditions and BNY Mellon Investment Adviser, Inc. disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a fund in the BNY Mellon Family of Funds are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any fund in the BNY Mellon Family of Funds.

 

Not FDIC-Insured • Not Bank-Guaranteed • May Lose Value

 

Contents

THE FUND

FOR MORE INFORMATION

 

Back Cover

 

       
 


BNY Mellon U.S. Equity Fund

 

The Fund

A LETTER FROM THE PRESIDENT OF BNY MELLON INVESTMENT ADVISER, INC.

Dear Shareholder:

We are pleased to present this semiannual report for BNY Mellon U.S. Equity Fund (formerly, Dreyfus U.S. Equity Fund), covering the six-month period from December 1, 2018 through May 31, 2019. For information about how the fund performed during the reporting period, as well as general market perspectives, we provide a Discussion of Fund Performance on the pages that follow.

U.S. equity markets experienced a sharp sell-off in December 2018, triggered in part by heightened concerns over rising interest rates, trade tensions and slowing global growth. The slump largely erased prior gains on U.S. indices, while losses deepened in international markets. In December, it appeared that the U.S. Federal Reserve (the “Fed”) would maintain its hawkish stance on monetary policy. However, comments made by the Fed in January indicated that it would slow the pace of interest-rate increases, and this helped stimulate a rebound across equity markets that continued through much of the reporting period. However, in May, escalating trade tensions once again disrupted equity market progress, causing stock prices to pull back.

At the end of 2018, equity volatility and global growth concerns triggered a flight to quality in many areas of the bond market, raising Treasury prices and flattening the yield curve. After encouraging comments by the Fed in January, fixed-income markets rallied. Bond prices benefited from falling rates through the end of the period.

We remain positive on the near-term economic outlook for the U.S. but will monitor relevant data for any signs of a change. As always, we encourage you to discuss the risks and opportunities in today’s investment environment with your financial advisor.

Thank you for your continued confidence and support.

Sincerely,

Renee LaRoche-Morris
President
BNY Mellon Investment Adviser, Inc.
June 17, 2019

2

 

DISCUSSION OF FUND PERFORMANCE (Unaudited)

For the period from December 1, 2018 through May 31, 2019, as provided by Charlie Macquaker, Roy Leckie, and Jane Henderson, the three members of the Investment Executive at Walter Scott & Partners Limited (WS), Sub-Investment Adviser

Market and Fund Performance Overview

For the six-month period ended May 31, 2019, BNY Mellon U.S. Equity Fund’s (formerly, Dreyfus U.S. Equity Fund) Class A shares achieved a return of 1.06%, Class C shares returned 0.73%, Class I shares returned 1.25%, and Class Y shares returned 1.22%.1 In comparison, the fund’s benchmark, the MSCI USA Index (the “Index”), achieved a return of 0.69% over the same period.2

U.S. equities weathered periodic volatility but advanced moderately during the reporting period, bolstered by strong economic fundamentals and supportive central bank policy. Successful stock selection within the materials and consumer staples sectors, along with an overweight allocation to information technology, were the primary drivers of outperformance over the period.

The Fund’s Investment Approach

The fund seeks long-term total return. To pursue its goal, the fund normally invests at least 80% of its net assets, plus any borrowings for investment purposes, in equity securities of companies located in the United States. The fund may invest in the securities of companies of any market capitalization. Walter Scott seeks investment opportunities in companies with fundamental strengths that indicate the potential for sustainable growth. Walter Scott focuses on individual stock selection, building the fund’s portfolio from the bottom up through extensive fundamental research. The investment process begins with the screening of reported company financials. Companies that meet certain broad absolute and trend criteria are candidates for more detailed financial analysis. The fund’s Investment Team collectively reviews and selects those stocks that meet Walter Scott’s criteria and where the expected growth rate is combined with a reasonable valuation for the underlying equity. Market capitalization and sector allocations are a residual of, not part of, the investment process, because the Investment Team’s sole focus is on the analysis of and investment in individual companies.

Markets Pivot on Central Bank and Trade Activity

Markets experienced periodic volatility over the six months but gained ground over the reporting period as a whole. In December, many equity markets felt pressure from slowing global growth, escalating trade issues between the United States and China, Brexit difficulties, and additional geopolitical issues elsewhere in Europe and the emerging markets. Renewed articulation of hawkish narratives by U.S. Federal Reserve (“Fed”) officials alarmed investors and stoked volatility. In December, equities reached new lows for the year, as economic and political news continued to unnerve investors. Investors also feared the European Central Bank (ECB) would proceed with its plan to conclude stimulus measures in January, despite moderating growth rates.

January marked a turnaround in the markets. Talk of a potential trade deal between the U.S. and China helped fuel investor optimism, as equity prices recovered. The ECB announced it

3

 

DISCUSSION OF FUND PERFORMANCE (Unaudited) (continued)

would provide additional stimulus to support the eurozone economy. China also announced plans to stoke its slowing economic growth rate. At its first meeting of the year, the Fed emphasized its focus on data as a primary driver for rate-hike decisions, and its ability to suspend additional rate increases when the data is not supportive. These sentiments reassured investors of central bankers’ commitments to support flagging growth. The market rebound continued throughout the first several months of 2019. However, renewed trade disputes in May caused equity markets to pull back again.

Stock Selection Buoyed Fund Results

The fund’s positive results compared to the Index stemmed from the success of our security selection. Stock picks within the materials and consumer staples sectors were particularly additive, as was an overweight to the information technology sector. The fund’s health care names also displayed notable resilience against the backdrop of a very weak sector. Several information technology companies were also among the top overall contributors to portfolio performance, such as Manhattan Associates, Mastercard, and Paychex. Supply-chain solutions company Manhattan Associates enjoyed solid earnings growth during the period and raised guidance for the year. Mastercard and Paychex benefited from solid demand for their products, stemming from trends towards non-cash purchasing and payroll outsourcing, respectively. Health care company Cerner was also among the top individual contributors to results.

Conversely, stock selection within the industrials and energy sectors detracted from relative returns, as did relative underweights to the communication services and real estate sectors. The top individual detractors included pharmaceutical company Biogen, which suffered a falling stock price during the period due to several factors, including patent concerns and termination of trials on its Alzheimer’s medication. We have since exited the position. Health care service provider Healthcare Services Group was also sold during the period. The company experienced a declining stock price amid a class-action lawsuit and reduced demand for its services. Energy companies EOG Resources and Schlumberger were also among the top overall detractors from performance for the period.

Maintaining a Company-by-Company Approach

Although we do not manage the fund’s investments in response to macroeconomic trends, it is worth noting that we believe the U.S. economic cycle continues to display signs of maturity. It is possible that slower global growth, rising costs, and a strong dollar may obscure the outlook for corporate earnings. Although the economy is relatively robust, the Fed will likely remain on hold in terms of any monetary tightening given the risks to growth. As periods of market volatility continue to give way to increasing market valuations, we anticipate that hyped growth stories and excess levels of debt lurking on strained balance sheets may come under more scrutiny as the market pays greater heed to fundamentals.

In that context, our focus remains very much unchanged. We shall continue to identify and invest in market-leading, financially robust companies with the strategic strengths and vision to generate meaningful returns over the long term. Our distinctly long-term lens allows us to focus on the underlying strengths and opportunities of a business. Not only does that approach mean we waste very little time trying to second-guess short-term market moves, but it ensures we are invested in companies that have the attributes we believe are needed to succeed regardless of the external environment in which they operate. We will continue to

4

 

look for opportunities that benefit investors, capturing gains when the market rallies, and adding to fundamentally strong companies when the market pulls back.

June 17, 2019

1 Total return includes reinvestment of dividends and any capital gains paid and does not take into consideration the maximum initial sales charge in the case of Class A shares, or the applicable contingent deferred sales charge imposed on redemptions in the case of Class C shares. Share price and investment return fluctuate such that upon redemption, fund shares may be worth more or less than their original cost. Return figures for the fund reflect the absorption of certain fund expenses by BNY Mellon Investment Adviser, Inc. pursuant to an undertaking in effect through March 29, 2020, at which time it may be extended, terminated, or modified. Had these expenses not been absorbed, the fund’s returns would have been lower. Past performance is no guarantee of future results.

2 Source: Lipper Inc. — The MSCI USA Index is designed to measure the performance of the large- and mid-cap segments of the U.S. market. It reflects reinvestment of net dividends and, where applicable, capital gain distributions. Investors cannot invest directly in any index.

Please note: the position in any security highlighted with italicized typeface was sold during the reporting period.

Equities are subject generally to market, market sector, market liquidity, issuer, and investment style risks, among other factors, to varying degrees, all of which are more fully described in the fund’s prospectus.

5

 

UNDERSTANDING YOUR FUND’S EXPENSES (Unaudited)

As a mutual fund investor, you pay ongoing expenses, such as management fees and other expenses. Using the information below, you can estimate how these expenses affect your investment and compare them with the expenses of other funds. You also may pay one-time transaction expenses, including sales charges (loads) and redemption fees, which are not shown in this section and would have resulted in higher total expenses. For more information, see your fund’s prospectus or talk to your financial adviser.

Review your fund’s expenses

The table below shows the expenses you would have paid on a $1,000 investment in BNY Mellon U.S. Equity Fund from December 1, 2018 to May 31, 2019. It also shows how much a $1,000 investment would be worth at the close of the period, assuming actual returns and expenses.

                 

Expenses and Value of a $1,000 Investment

   

assuming actual returns for the six months ended May 31, 2019

 

Class A

Class C

Class I

Class Y

Expenses paid per $1,000

 

$5.76

 

$9.51

 

$4.11

 

$4.01

Ending value (after expenses)

 

$1,010.60

 

$1,007.30

 

$1,012.50

 

$1,012.20

COMPARING YOUR FUND’S EXPENSES
WITH THOSE OF OTHER FUNDS
(Unaudited)

Using the SEC’s method to compare expenses

The Securities and Exchange Commission (“SEC”) has established guidelines to help investors assess fund expenses. Per these guidelines, the table below shows your fund’s expenses based on a $1,000 investment, assuming a hypothetical 5% annualized return. You can use this information to compare the ongoing expenses (but not transaction expenses or total cost) of investing in the fund with those of other funds. All mutual fund shareholder reports will provide this information to help you make this comparison. Please note that you cannot use this information to estimate your actual ending account balance and expenses paid during the period.

                     

Expenses and Value of a $1,000 Investment

   

assuming a hypothetical 5% annualized return for the six months ended May 31, 2019

 

Class A

Class C

Class I

Class Y

Expenses paid per $1,000

 

$5.79

 

$9.55

 

$4.13

 

$4.03

Ending value (after expenses)

 

$1,019.20

 

$1,015.46

 

$1,020.84

 

$1,020.94

 Expenses are equal to the fund’s annualized expense ratio of 1.15% for Class A, 1.90% for Class C, .82% for Class I and .80% for Class Y, multiplied by the average account value over the period, multiplied by 182/365 (to reflect the one-half year period).

6

 

STATEMENT OF INVESTMENTS
May 31, 2019 (Unaudited)

               
 

Description

     

Shares

 

Value ($)

 

Common Stocks - 97.0%

         

Capital Goods - 12.1%

         

Amphenol, Cl. A

     

143,800

 

12,510,600

 

Donaldson

     

170,900

a

8,109,205

 

Fastenal

     

403,200

a

12,333,888

 

Flowserve

     

238,500

a

11,078,325

 

Hexcel

     

178,700

 

13,007,573

 

Toro

     

174,200

 

11,350,872

 
       

68,390,463

 

Commercial & Professional Services - 2.1%

         

Automatic Data Processing

     

73,300

 

11,736,796

 

Consumer Durables & Apparel - 2.1%

         

NIKE, Cl. B

     

155,400

 

11,987,556

 

Consumer Services - 4.3%

         

McDonald's

     

61,900

 

12,272,913

 

Starbucks

     

157,200

 

11,956,632

 
       

24,229,545

 

Energy - 4.4%

         

EOG Resources

     

136,820

 

11,202,821

 

Pioneer Natural Resources

     

27,000

 

3,832,920

 

Schlumberger

     

287,850

 

9,985,516

 
       

25,021,257

 

Health Care Equipment & Services - 12.3%

         

Cerner

     

217,900

 

15,246,463

 

Edwards Lifesciences

     

66,200

b

11,300,340

 

Henry Schein

     

186,200

a,b

12,002,452

 

Intuitive Surgical

     

22,100

b

10,273,185

 

ResMed

     

89,300

 

10,190,916

 

Stryker

     

59,500

 

10,902,780

 
       

69,916,136

 

Household & Personal Products - 3.9%

         

Colgate-Palmolive

     

165,600

 

11,529,072

 

Estee Lauder, Cl. A

     

67,000

 

10,789,010

 
       

22,318,082

 

Materials - 6.5%

         

Ecolab

     

66,200

 

12,186,758

 

FMC

     

149,600

 

10,988,120

 

Linde

     

74,400

 

13,432,920

 
       

36,607,798

 

Media & Entertainment - 3.9%

         

Alphabet, Cl. C

     

9,306

b

10,270,381

 

Walt Disney

     

91,500

 

12,081,660

 
       

22,352,041

 

7

 

STATEMENT OF INVESTMENTS (Unaudited) (continued)

               
 

Description

     

Shares

 

Value ($)

 

Common Stocks - 97.0% (continued)

         

Pharmaceuticals Biotechnology & Life Sciences - 8.7%

         

Eli Lilly & Co.

     

101,800

 

11,802,692

 

Gilead Sciences

     

133,300

 

8,297,925

 

Johnson & Johnson

     

84,100

 

11,029,715

 

Mettler-Toledo International

     

11,400

b

8,243,226

 

Waters

     

49,100

b

9,854,861

 
       

49,228,419

 

Retailing - 7.7%

         

Booking Holdings

     

6,800

b

11,262,296

 

Dollar General

     

48,100

 

6,122,168

 

O'Reilly Automotive

     

35,100

b

13,035,087

 

The TJX Companies

     

259,800

 

13,065,342

 
       

43,484,893

 

Software & Services - 18.9%

         

Adobe

     

50,600

b

13,707,540

 

ANSYS

     

31,300

b

5,618,350

 

Cognizant Technology Solutions, Cl. A

     

171,700

 

10,633,381

 

Jack Henry & Associates

     

67,600

 

8,870,472

 

Manhattan Associates

     

233,300

a,b

15,274,151

 

Mastercard, Cl. A

     

58,400

 

14,687,016

 

Microsoft

     

109,200

 

13,505,856

 

Oracle

     

241,900

 

12,240,140

 

Paychex

     

149,900

 

12,859,921

 
       

107,396,827

 

Technology Hardware & Equipment - 8.1%

         

Cisco Systems

     

257,500

 

13,397,725

 

Cognex

     

239,700

 

9,731,820

 

IPG Photonics

     

76,900

a,b

9,625,573

 

Te Connectivity

     

155,200

 

13,072,496

 
       

45,827,614

 

Transportation - 2.0%

         

Expeditors International of Washington

     

159,700

 

11,113,523

 

Total Common Stocks (cost $339,866,876)

     

549,610,950

 

8

 

               
 

Description

 

1-Day
Yield (%)

 

Shares

 

Value ($)

 

Investment Companies - 2.8%

         

Registered Investment Companies - 2.8%

         

Dreyfus Institutional Preferred Government Plus Money Market Fund
(cost $15,840,736)

 

2.40

 

15,840,736

c

15,840,736

 

Total Investments (cost $355,707,612)

 

99.8%

 

565,451,686

 

Cash and Receivables (Net)

 

.2%

 

975,407

 

Net Assets

 

100.0%

 

566,427,093

 

a Security, or portion thereof, on loan. At May 31, 2019, the value of the fund’s securities on loan was $41,852,336 and the value of the collateral held by the fund was $43,152,965, consisting of U.S. Government & Agency securities.

b Non-income producing security.

c Investment in affiliated issuer. The investment objective of this investment company is publicly available and can be found within the investment company’s prospectus.

   

Portfolio Summary (Unaudited)

Value (%)

Information Technology

27.1

Health Care

19.0

Consumer Discretionary

14.1

Industrials

11.8

Materials

6.5

Energy

4.4

Consumer, Non-cyclical

4.1

Communication Services

3.9

Consumer Staples

3.9

Investment Companies

2.8

Industrial

2.2

 

99.8

 Based on net assets.

See notes to financial statements.

9

 

STATEMENT OF INVESTMENTS IN AFFILIATED ISSUERS (Unaudited)

             

Investment Companies

Value
11/30/18($)

Purchases($)

Sales($)

Value
5/31/19($)

Net
Assets(%)

Dividend/
Distributions($)

Registered Investment Companies:

       

Dreyfus Institutional Preferred Government Plus Money Market Fund

9,587,340

107,425,825

101,172,429

15,840,736

2.8

186,904

Investment of Cash Collateral for Securities Loaned:

     

Dreyfus Institutional Preferred Government Money Market Fund, Institutional Shares

4,646,934

2,193,423

6,840,357

-

-

-

Dreyfus Institutional Preferred Government Plus Money Market Fund

-

17,842,861

17,842,861

-

-

-

Total

14,234,274

127,462,109

125,855,647

15,840,736

2.8

186,904

 Effective January 2, 2019, cash collateral for securities lending was transferred from Dreyfus Institutional Preferred Government Money Market Fund, Institutional Shares to Dreyfus Institutional Preferred Government Plus Money Market Fund.

See notes to financial statements.

10

 

STATEMENT OF ASSETS AND LIABILITIES
May 31, 2019 (Unaudited)

             

 

 

 

 

 

 

 

 

 

 

Cost

 

Value

 

Assets ($):

 

 

 

 

Investments in securities—See Statement of Investments
(including securities on loan, valued at $41,852,336)—Note 1(b):

 

 

 

Unaffiliated issuers

339,866,876

 

549,610,950

 

Affiliated issuers

 

15,840,736

 

15,840,736

 

Receivable for shares of Common Stock subscribed

 

923,714

 

Dividends, interest and securities lending income receivable

 

708,689

 

Prepaid expenses

 

 

 

 

50,260

 

 

 

 

 

 

567,134,349

 

Liabilities ($):

 

 

 

 

Due to BNY Mellon Investment Adviser, Inc. and affiliates—Note 3(c)

 

379,722

 

Payable for shares of Common Stock redeemed

 

279,175

 

Directors fees and expenses payable

 

11,079

 

Accrued expenses

 

 

 

 

37,280

 

 

 

 

 

 

707,256

 

Net Assets ($)

 

 

566,427,093

 

Composition of Net Assets ($):

 

 

 

 

Paid-in capital

 

 

 

 

351,168,137

 

Total distributable earnings (loss)

 

 

 

 

215,258,956

 

Net Assets ($)

 

 

566,427,093

 

           

Net Asset Value Per Share

Class A

Class C

Class I

Class Y

 

Net Assets ($)

1,109,772

110,604

21,747,762

543,458,955

 

Shares Outstanding

59,914

6,466

1,171,079

29,280,321

 

Net Asset Value Per Share ($)

18.52

17.11

18.57

18.56

 

 

 

 

 

 

 

See notes to financial statements.

 

 

 

 

 

11

 

STATEMENT OF OPERATIONS
Six Months Ended May 31, 2019 (Unaudited)

             

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Investment Income ($):

 

 

 

 

Income:

 

 

 

 

Cash dividends:

 

Unaffiliated issuers

 

 

3,652,348

 

Affiliated issuers

 

 

186,904

 

Income from securities lending—Note 1(b)

 

 

57,374

 

Interest

 

 

16

 

Total Income

 

 

3,896,642

 

Expenses:

 

 

 

 

Management fee—Note 3(a)

 

 

2,047,220

 

Professional fees

 

 

38,999

 

Registration fees

 

 

33,135

 

Directors’ fees and expenses—Note 3(d)

 

 

32,998

 

Shareholder servicing costs—Note 3(c)

 

 

5,350

 

Loan commitment fees—Note 2

 

 

5,241

 

Prospectus and shareholders’ reports

 

 

5,020

 

Custodian fees—Note 3(c)

 

 

4,577

 

Interest expense—Note 2

 

 

674

 

Distribution fees—Note 3(b)

 

 

322

 

Miscellaneous

 

 

17,173

 

Total Expenses

 

 

2,190,709

 

Less—reduction in expenses due to undertaking—Note 3(a)

 

 

(627)

 

Net Expenses

 

 

2,190,082

 

Investment Income—Net

 

 

1,706,560

 

Realized and Unrealized Gain (Loss) on Investments—Note 4 ($):

 

 

Net realized gain (loss) on investments

3,824,998

 

Net unrealized appreciation (depreciation) on investments

 

 

(2,425,936)

 

Net Realized and Unrealized Gain (Loss) on Investments

 

 

1,399,062

 

Net Increase in Net Assets Resulting from Operations

 

3,105,622

 

 

 

 

 

 

 

 

See notes to financial statements.

         

12

 

STATEMENT OF CHANGES IN NET ASSETS

                   

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Six Months Ended
May 31, 2019 (Unaudited)

 

Year Ended
November 30, 2018

 

Operations ($):

 

 

 

 

 

 

 

 

Investment income—net

 

 

1,706,560

 

 

 

2,891,782

 

Net realized gain (loss) on investments

 

3,824,998

 

 

 

49,619,802

 

Net unrealized appreciation (depreciation)
on investments

 

(2,425,936)

 

 

 

(1,641,630)

 

Net Increase (Decrease) in Net Assets
Resulting from Operations

3,105,622

 

 

 

50,869,954

 

Distributions ($):

 

Distributions to shareholders:

 

 

 

 

 

 

 

 

Class A

 

 

(67,642)

 

 

 

(90,769)

 

Class C

 

 

(8,507)

 

 

 

(12,898)

 

Class I

 

 

(2,181,456)

 

 

 

(2,474,479)

 

Class Y

 

 

(50,264,664)

 

 

 

(57,283,211)

 

Total Distributions

 

 

(52,522,269)

 

 

 

(59,861,357)

 

Capital Stock Transactions ($):

 

Net proceeds from shares sold:

 

 

 

 

 

 

 

 

Class A

 

 

433,328

 

 

 

109,475

 

Class C

 

 

33,836

 

 

 

10,387

 

Class I

 

 

3,912,366

 

 

 

12,447,070

 

Class Y

 

 

96,208,901

 

 

 

64,270,703

 

Distributions reinvested:

 

 

 

 

 

 

 

 

Class A

 

 

62,854

 

 

 

85,430

 

Class C

 

 

7,144

 

 

 

12,511

 

Class I

 

 

1,739,482

 

 

 

1,975,961

 

Class Y

 

 

26,580,083

 

 

 

29,437,437

 

Cost of shares redeemed:

 

 

 

 

 

 

 

 

Class A

 

 

(108,088)

 

 

 

(231,056)

 

Class C

 

 

(5,075)

 

 

 

(70,392)

 

Class I

 

 

(4,653,570)

 

 

 

(12,202,578)

 

Class Y

 

 

(66,225,539)

 

 

 

(78,202,063)

 

Increase (Decrease) in Net Assets
from Capital Stock Transactions

57,985,722

 

 

 

17,642,885

 

Total Increase (Decrease) in Net Assets

8,569,075

 

 

 

8,651,482

 

Net Assets ($):

 

Beginning of Period

 

 

557,858,018

 

 

 

549,206,536

 

End of Period

 

 

566,427,093

 

 

 

557,858,018

 

13

 

STATEMENT OF CHANGES IN NET ASSETS (continued)

                   

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Six Months Ended
May 31, 2019 (Unaudited)

 

Year Ended
November 30, 2018

 

Capital Share Transactions (Shares):

 

Class Aa

 

 

 

 

 

 

 

 

Shares sold

 

 

23,388

 

 

 

5,413

 

Shares issued for distributions reinvested

 

 

3,764

 

 

 

4,525

 

Shares redeemed

 

 

(5,744)

 

 

 

(11,812)

 

Net Increase (Decrease) in Shares Outstanding

21,408

 

 

 

(1,874)

 

Class Ca

 

 

 

 

 

 

 

 

Shares sold

 

 

1,849

 

 

 

541

 

Shares issued for distributions reinvested

 

 

462

 

 

 

705

 

Shares redeemed

 

 

(328)

 

 

 

(3,773)

 

Net Increase (Decrease) in Shares Outstanding

1,983

 

 

 

(2,527)

 

Class Ib

 

 

 

 

 

 

 

 

Shares sold

 

 

208,579

 

 

 

628,934

 

Shares issued for distributions reinvested

 

 

104,036

 

 

 

104,438

 

Shares redeemed

 

 

(249,184)

 

 

 

(625,791)

 

Net Increase (Decrease) in Shares Outstanding

63,431

 

 

 

107,581

 

Class Yb

 

 

 

 

 

 

 

 

Shares sold

 

 

5,225,018

 

 

 

3,225,362

 

Shares issued for distributions reinvested

 

 

1,590,669

 

 

 

1,556,712

 

Shares redeemed

 

 

(3,549,397)

 

 

 

(3,927,879)

 

Net Increase (Decrease) in Shares Outstanding

3,266,290

 

 

 

854,195

 

 

 

 

 

 

 

 

 

 

 

a   During the period ended November 30, 2018, 554 Class C shares representing $10,976 were automatically exchanged for 523 Class A shares.

 

During the period ended May 31, 2019, 141,968 Class Y shares representing $2,666,437 were exchanged for 141,874 Class I shares and during the period ended November 30, 2018, 582,018 Class Y shares representing $11,508,672 were exchanged for 581,786 Class I shares.

 


See notes to financial statements.

               

14

 

FINANCIAL HIGHLIGHTS

The following tables describe the performance for each share class for the fiscal periods indicated. All information (except portfolio turnover rate) reflects financial results for a single fund share. Total return shows how much your investment in the fund would have increased (or decreased) during each period, assuming you had reinvested all dividends and distributions. These figures have been derived from the fund’s financial statements.

             

Six Months Ended

 
 

May 31, 2019

Year Ended November 30,

Class A Shares

(Unaudited)

2018

2017

2016

2015

2014

Per Share Data ($):

           

Net asset value, beginning of period

20.44

20.85

18.29

19.77

20.70

19.67

Investment Operations:

           

Investment income—neta

.03

.03

.06

.08

.08

.10

Net realized and unrealized
gain (loss) on investments

(.02)

1.77

4.00

1.18

.01b

1.08

Total from Investment Operations

.01

1.80

4.06

1.26

.09

1.18

Distributions:

           

Dividends from
investment income—net

(.03)

(.04)

(.10)

(.11)

(.08)

(.07)

Dividends from net realized
gain on investments

(1.90)

(2.17)

(1.40)

(2.63)

(.94)

(.08)

Total Distributions

(1.93)

(2.21)

(1.50)

(2.74)

(1.02)

(.15)

Net asset value, end of period

18.52

20.44

20.85

18.29

19.77

20.70

Total Return (%)c

1.06d

9.49

24.07

7.85

.50

6.02

Ratios/Supplemental Data (%):

           

Ratio of total expenses
to average net assets

1.23e

1.25

1.20

1.17

1.16

1.16

Ratio of net expenses
to average net assets

1.15e

1.15

1.15

1.15

1.14

1.14

Ratio of net investment income
to average net assets

.28e

.17

.31

.46

.41

.48

Portfolio Turnover Rate

14.34d

17.14

13.28

5.31

13.81

12.14

Net Assets, end of period ($ x 1,000)

1,110

787

842

1,775

1,449

2,071

a Based on average shares outstanding.

b In addition to net realized and unrealized losses on investments, this amount includes an increase in net asset value per share resulting from the timing of issuances and redemptions of shares in relation to fluctuating market values for the fund’s investments.

c Exclusive of sales charge.

d Not annualized.

e Annualized.

See notes to financial statements.

15

 

FINANCIAL HIGHLIGHTS (continued)

             

Six Months Ended

 
 

May 31, 2019

Year Ended November 30,

Class C Shares

(Unaudited)

2018

2017

2016

2015

2014

Per Share Data ($):

           

Net asset value, beginning of period

19.07

19.70

17.38

18.94

19.93

19.04

Investment Operations:

           

Investment (loss)—neta

(.04)

(.11)

(.08)

(.05)

(.07)

(.05)

Net realized and unrealized
gain (loss) on investments

(.02)

1.65

3.80

1.12

.02b

1.03

Total from Investment Operations

(.06)

1.54

3.72

1.07

(.05)

.98

Distributions:

           

Dividends from
investment income—net

-

-

-

-

-

(.01)

Dividends from net realized
gain on investments

(1.90)

(2.17)

(1.40)

(2.63)

(.94)

(.08)

Total Distributions

(1.90)

(2.17)

(1.40)

(2.63)

(.94)

(.09)

Net asset value, end of period

17.11

19.07

19.70

17.38

18.94

19.93

Total Return (%)c

.73d

8.69

23.11

7.03

(.29)

5.23

Ratios/Supplemental Data (%):

           

Ratio of total expenses
to average net assets

2.53e

2.35

2.16

2.11

2.04

1.94

Ratio of net expenses
to average net assets

1.90e

1.90

1.90

1.90

1.90

1.88

Ratio of net investment (loss)
to average net assets

(.45)e

(.57)

(.43)

(.29)

(.35)

(.26)

Portfolio Turnover Rate

14.34d

17.14

13.28

5.31

13.81

12.14

Net Assets, end of period ($ x 1,000)

111

86

138

266

348

522

a Based on average shares outstanding.

b In addition to net realized and unrealized losses on investments, this amount includes an increase in net asset value per share resulting from the timing of issuances and redemptions of shares in relation to fluctuating market values for the fund’s investments.

c Exclusive of sales charge.

d Not annualized.

e Annualized.

See notes to financial statements.

16

 

             

Six Months Ended

 
 

May 31, 2019

Year Ended November 30,

Class I Shares

(Unaudited)

2018

2017

2016

2015

2014

Per Share Data ($):

           

Net asset value, beginning of period

20.54

20.96

18.37

19.88

20.82

19.77

Investment Operations:

           

Investment income—neta

.06

.10

.12

.14

.15

.16

Net realized and unrealized
gain (loss) on investments

(.02)

1.77

4.02

1.17

.02b

1.09

Total from Investment Operations

.04

1.87

4.14

1.31

.17

1.25

Distributions:

           

Dividends from
investment income—net

(.11)

(.12)

(.15)

(.19)

(.17)

(.12)

Dividends from net realized
gain on investments

(1.90)

(2.17)

(1.40)

(2.63)

(.94)

(.08)

Total Distributions

(2.01)

(2.29)

(1.55)

(2.82)

(1.11)

(.20)

Net asset value, end of period

18.57

20.54

20.96

18.37

19.88

20.82

Total Return (%)

1.25c

9.85

24.46

8.15

.88

6.37

Ratios/Supplemental Data (%):

           

Ratio of total expenses
to average net assets

.82d

.82

.83

.83

.80

.78

Ratio of net expenses
to average net assets

.82d

.82

.83

.83

.80

.78

Ratio of net investment income
to average net assets

.60d

.51

.61

.80

.75

.77

Portfolio Turnover Rate

14.34c

17.14

13.28

5.31

13.81

12.14

Net Assets, end of period ($ x 1,000)

21,748

22,755

20,963

16,824

30,654

34,278

a Based on average shares outstanding.

b In addition to net realized and unrealized losses on investments, this amount includes an increase in net asset value per share resulting from the timing of issuances and redemptions of shares in relation to fluctuating market values for the fund’s investments.

c Not annualized.

d Annualized.

See notes to financial statements.

17

 

FINANCIAL HIGHLIGHTS (continued)

             

Six Months Ended

 
 

May 31, 2019

Year Ended November 30,

Class Y Shares

(Unaudited)

2018

2017

2016

2015

2014

Per Share Data ($):

           

Net asset value, beginning of period

20.54

20.96

18.37

19.88

20.82

19.76

Investment Operations:

           

Investment income—neta

.06

.11

.12

.14

.15

.20

Net realized and unrealized
gain (loss) on investments

(.03)

1.77

4.02

1.17

.02b

1.06

Total from Investment Operations

.03

1.88

4.14

1.31

.17

1.26

Distributions:

           

Dividends from
investment income—net

(.11)

(.13)

(.15)

(.19)

(.17)

(.12)

Dividends from net realized
gain on investments

(1.90)

(2.17)

(1.40)

(2.63)

(.94)

(.08)

Total Distributions

(2.01)

(2.30)

(1.55)

(2.82)

(1.11)

(.20)

Net asset value, end of period

18.56

20.54

20.96

18.37

19.88

20.82

Total Return (%)

1.22c

9.88

24.51

8.18

.89

6.43

Ratios/Supplemental Data (%):

           

Ratio of total expenses
to average net assets

.80d

.80

.80

.80

.79

.79

Ratio of net expenses
to average net assets

.80d

.80

.80

.80

.79

.79

Ratio of net investment income
to average net assets

.63d

.53

.64

.81

.76

1.03

Portfolio Turnover Rate

14.34c

17.14

13.28

5.31

13.81

12.14

Net Assets, end of period ($ x 1,000)

543,459

534,230

527,263

486,044

545,762

749,348

a Based on average shares outstanding.

b In addition to net realized and unrealized losses on investments, this amount includes an increase in net asset value per share resulting from the timing of issuances and redemptions of shares in relation to fluctuating market values for the fund’s investments.

c Not annualized.

d Annualized.

See notes to financial statements.

18

 

NOTES TO FINANCIAL STATEMENTS (Unaudited)

NOTE 1—Significant Accounting Policies:

BNY Mellon U.S. Equity Fund (the “fund”) is a separate diversified series of BNY Mellon Strategic Funds, Inc. (the “Company”), which is registered under the Investment Company Act of 1940, as amended (the “Act”), as an open-end management investment company and operates as a series company currently offering six series, including the fund. The fund’s investment objective is to seek long-term total return. BNY Mellon Investment Adviser, Inc. (the “Adviser”), a wholly-owned subsidiary of The Bank of New York Mellon Corporation (“BNY Mellon”), serves as the fund’s investment adviser. Walter Scott & Partners Limited the (“Sub-Adviser”), a wholly-owned subsidiary of BNY Mellon and an affiliate of the Adviser, serves as the fund’s sub-investment adviser.

Effective June 3, 2019, the fund changed its name from Dreyfus U.S. Equity Fund to BNY Mellon U.S. Equity Fund and the Company changed its name from Strategic Funds, Inc. to BNY Mellon Strategic Funds, Inc. In addition, The Dreyfus Corporation, the fund’s investment adviser and administrator, changed its name to “BNY Mellon Investment Adviser, Inc.”, MBSC Securities Corporation, the fund’s distributor, changed its name to “BNY Mellon Securities Corporation” and Dreyfus Transfer, Inc., the fund’s transfer agent, changed its name to “BNY Mellon Transfer, Inc.”

BNY Mellon Securities Corporation (the “Distributor”), a wholly-owned subsidiary of the Adviser, is the distributor of the fund’s shares. The fund is authorized to issue 100 million shares of $.001 par value Common Stock in each of the following classes of shares: Class A, Class C, Class I, Class T and Class Y. Class A and Class T shares generally are subject to a sales charge imposed at the time of purchase. Class C shares are subject to a contingent deferred sales charge (“CDSC”) imposed on Class C shares redeemed within one year of purchase. Class C shares automatically convert to Class A shares ten years after the date of purchase, without the imposition of a sales charge. Class I and Class Y shares are sold at net asset value per share generally to institutional investors. As of the date of this report, the fund did not offer Class T shares for purchase. Other differences between the classes include the services offered to and the expenses borne by each class, the allocation of certain transfer agency costs and certain voting rights. Income, expenses (other than expenses attributable to a specific class), and realized and unrealized gains or losses on investments are allocated to each class of shares based on its relative net assets.

19

 

NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

The Company accounts separately for the assets, liabilities and operations of each series. Expenses directly attributable to each series are charged to that series’ operations; expenses which are applicable to all series are allocated among them on a pro rata basis.

The Financial Accounting Standards Board (“FASB”) Accounting Standards Codification is the exclusive reference of authoritative U.S. generally accepted accounting principles (“GAAP”) recognized by the FASB to be applied by nongovernmental entities. Rules and interpretive releases of the Securities and Exchange Commission (“SEC”) under authority of federal laws are also sources of authoritative GAAP for SEC registrants. The fund’s financial statements are prepared in accordance with GAAP, which may require the use of management estimates and assumptions. Actual results could differ from those estimates.

The Company enters into contracts that contain a variety of indemnifications. The fund’s maximum exposure under these arrangements is unknown. The fund does not anticipate recognizing any loss related to these arrangements.

(a) Portfolio valuation: The fair value of a financial instrument is the amount 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 (i.e., the exit price). GAAP establishes a fair value hierarchy that prioritizes the inputs of valuation techniques used to measure fair value. This 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).

Additionally, GAAP provides guidance on determining whether the volume and activity in a market has decreased significantly and whether such a decrease in activity results in transactions that are not orderly. GAAP requires enhanced disclosures around valuation inputs and techniques used during annual and interim periods.

Various inputs are used in determining the value of the fund’s investments relating to fair value measurements. These inputs are summarized in the three broad levels listed below:

Level 1—unadjusted quoted prices in active markets for identical investments.

Level 2—other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.).

20

 

Level 3—significant unobservable inputs (including the fund’s own assumptions in determining the fair value of investments).

The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. Valuation techniques used to value the fund’s investments are as follows:

Investments in securities are valued at the last sales price on the securities exchange or national securities market on which such securities are primarily traded. Securities listed on the National Market System for which market quotations are available are valued at the official closing price or, if there is no official closing price that day, at the last sales price. For open short positions, asked prices are used for valuation purposes. Bid price is used when no asked price is available. Registered investment companies that are not traded on an exchange are valued at their net asset value. All of the preceding securities are generally categorized within Level 1 of the fair value hierarchy.

Securities not listed on an exchange or the national securities market, or securities for which there were no transactions, are valued at the average of the most recent bid and asked prices. These securities are generally categorized within Level 2 of the fair value hierarchy.

Fair valuing of securities may be determined with the assistance of a pricing service using calculations based on indices of domestic securities and other appropriate indicators, such as prices of relevant American Depository Receipts and futures. Utilizing these techniques may result in transfers between Level 1 and Level 2 of the fair value hierarchy.

When market quotations or official closing prices are not readily available, or are determined not to accurately reflect fair value, such as when the value of a security has been significantly affected by events after the close of the exchange or market on which the security is principally traded (for example, a foreign exchange or market), but before the fund calculates its net asset value, the fund may value these investments at fair value as determined in accordance with the procedures approved by the Company’s Board of Directors (the “Board”). Certain factors may be considered when fair valuing investments such as: fundamental analytical data, the nature and duration of restrictions on disposition, an evaluation of the forces that influence the market in which the securities are purchased and sold, and public trading in similar securities of the issuer or comparable issuers. These securities are either categorized within Level 2 or 3 of the fair value hierarchy depending on the relevant inputs used.

21

 

NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

For restricted securities where observable inputs are limited, assumptions about market activity and risk are used and such securities are generally categorized within Level 3 of the fair value hierarchy.

The following is a summary of the inputs used as of May 31, 2019 in valuing the fund’s investments:

         
 

Level 1 - Unadjusted Quoted Prices

Level 2 - Other Significant Observable Inputs

Level 3 -Significant Unobservable Inputs

Total

Assets ($)

     

Investments in Securities:

     

Equity Securities - Domestic Common Stocks

549,610,950

-

-

549,610,950

Investment Companies

15,840,736

-

-

15,840,736

 See Statement of Investments for additional detailed categorizations.

At May 31, 2019, there were no transfers between levels of the fair value hierarchy. It is the fund’s policy to recognize transfers between levels at the end of the reporting period.

(b) Securities transactions and investment income: Securities transactions are recorded on a trade date basis. Realized gains and losses from securities transactions are recorded on the identified cost basis. Dividend income is recognized on the ex-dividend date and interest income, including, where applicable, accretion of discount and amortization of premium on investments, is recognized on the accrual basis.

Pursuant to a securities lending agreement with The Bank of New York Mellon, a subsidiary of BNY Mellon and an affiliate of the Adviser, the fund may lend securities to qualified institutions. It is the fund’s policy that, at origination, all loans are secured by collateral of at least 102% of the value of U.S. securities loaned and 105% of the value of foreign securities loaned. Collateral equivalent to at least 100% of the market value of securities on loan is maintained at all times. Collateral is either in the form of cash, which can be invested in certain money market mutual funds managed by the Adviser, or U.S. Government and Agency securities. The fund is entitled to receive all dividends, interest and distributions on securities loaned, in addition to income earned as a result of the lending transaction. Should a borrower fail to return the securities in a timely manner, The Bank of New York Mellon is required to replace the securities for the benefit of the fund or credit the fund with the market value of the unreturned securities and is subrogated to the fund’s rights against the borrower and the collateral. Additionally, the contractual

22

 

maturity of security lending transactions are on an overnight and continuous basis. During the period ended May 31, 2019, The Bank of New York Mellon earned $13,528 from lending portfolio securities, pursuant to the securities lending agreement.

(c) Affiliated issuers: Investments in other investment companies advised by the Adviser are considered “affiliated” under the Act.

(d) Dividends and distributions to shareholders: Dividends and distributions are recorded on the ex-dividend date. Dividends from investment income-net and dividends from net realized capital gains, if any, are normally declared and paid annually, but the fund may make distributions on a more frequent basis to comply with the distribution requirements of the Internal Revenue Code of 1986, as amended (the “Code”). To the extent that net realized capital gains can be offset by capital loss carryovers, it is the policy of the fund not to distribute such gains. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from GAAP.

(e) Federal income taxes: It is the policy of the fund to continue to qualify as a regulated investment company, if such qualification is in the best interests of its shareholders, by complying with the applicable provisions of the Code, and to make distributions of taxable income and net realized capital gain sufficient to relieve it from substantially all federal income and excise taxes.

As of and during the period ended May 31, 2019, the fund did not have any liabilities for any uncertain tax positions. The fund recognizes interest and penalties, if any, related to uncertain tax positions as income tax expense in the Statement of Operations. During the period ended May 31, 2019, the fund did not incur any interest or penalties.

Each tax year in the three-year period ended November 30, 2018 remains subject to examination by the Internal Revenue Service and state taxing authorities.

The tax character of distributions paid to shareholders during the fiscal year ended November 30, 2018 was as follows: ordinary income $7,375,353 and long-term capital gains $52,486,004. The tax character of current year distributions will be determined at the end of the current fiscal year.

(f) New Accounting Pronouncements: In August 2018, the FASB issued Accounting Standards Update 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework—Changes to the Disclosure Requirements for Fair Value Measurement (“ASU 2018-13”). The update

23

 

NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

provides guidance that eliminates, adds and modifies certain disclosure requirements for fair value measurements. ASU 2018-13 will be effective for fiscal years beginning after December 15, 2019. Management is currently assessing the potential impact of these changes to future financial statements.

NOTE 2—Bank Lines of Credit:

The fund participates with other long-term open-end funds managed by the Adviser in a $1.030 billion unsecured credit facility led by Citibank, N.A. (the “Citibank Credit Facility”) and a $300 million unsecured credit facility provided by The Bank of New York Mellon (the “BNYM Credit Facility”), each to be utilized primarily for temporary or emergency purposes, including the financing of redemptions (each, a “Facility”). The Citibank Credit Facility is available in two tranches: (i) Tranche A is in an amount equal to $830 million and is available to all long-term open-ended funds, including the fund, and (ii) Tranche B is in amount equal to $200 million and is available only to BNY Mellon Floating Rate Income Fund, a series of BNY Mellon Investment Funds IV, Inc. In connection therewith, the fund has agreed to pay its pro rata portion of commitment fees for Tranche A of the Citibank Credit Facility and the BNYM Credit Facility. Interest is charged to the fund based on rates determined pursuant to the terms of the respective Facility at the time of borrowing.

The average amount of borrowings outstanding under the Facilities during the period ended May 31, 2019 was approximately $39,560 with a related weighted average annualized interest rate of 3.42%.

NOTE 3—Management Fee, Sub-Investment Advisory Fee and Other Transactions with Affiliates:

(a) Pursuant to a management agreement with the Adviser, the management fee is computed at the annual rate of .75% of the value of the fund’s average daily net assets and is payable monthly. The Adviser has contractually agreed, from December 1, 2018 through March 29, 2020, to waive receipt of its fees and/or assume the direct expenses of the fund, so that none of the classes (excluding Rule 12b-1 Distribution Plan fees, Shareholder Services Plan fees, taxes, interest expense, brokerage commissions, commitment fees on borrowings and extraordinary expenses) do not exceed .90% of the value of the fund’s average daily net assets. On or after March 29, 2020, The Adviser may terminate this expense limitation at any time. The reduction in expenses, pursuant to the undertaking, amounted to $627 during the period ended May 31, 2019.

24

 

Pursuant to a sub-investment advisory agreement between the Adviser and the Sub-Adviser, the Adviser pays the Sub-Adviser a monthly fee at an annual rate of .36% of the value of the fund’s average daily net assets.

During the period ended May 31, 2019, the Distributor retained $1,088 from commissions earned on sales of the fund’s Class A shares.

(b) Under the Distribution Plan adopted pursuant to Rule 12b-1 under the Act, Class C shares pay the Distributor for distributing its shares at an annual rate of .75% of the value of its average daily net assets. During the period ended May 31, 2019, Class C shares were charged $321 pursuant to the Distribution Plan.

(c) Under the Shareholder Services Plan, Class A and Class C shares pay the Distributor at an annual rate of .25% of the value of their average daily net assets for the provision of certain services. The services provided may include personal services relating to shareholder accounts, such as answering shareholder inquiries regarding the fund and providing reports and other information, and services related to the maintenance of shareholder accounts. The Distributor may make payments to Service Agents (securities dealers, financial institutions or other industry professionals) with respect to these services. The Distributor determines the amounts to be paid to Service Agents. During the period ended May 31, 2019, Class A and Class C shares were charged $1,139 and $107, respectively, pursuant to the Shareholder Services Plan.

The fund has an arrangement with the transfer agent whereby the fund may receive earnings credits when positive cash balances are maintained, which are used to offset transfer agency fees. The fund had an arrangement with the custodian to receive earnings credits when positive cash balances were maintained, which were used to offset custody fees. Effective February 1, 2019, the arrangement with the custodian changed whereby the fund will no longer receive earnings credits to offset its custody fees and will receive interest income or overdraft fees going forward. For financial reporting purposes, the fund includes net earnings credits, if any, as an expense offset in the Statement of Operations.

The fund compensates BNY Mellon Transfer, Inc., a wholly-owned subsidiary of the Adviser, under a transfer agency agreement for providing transfer agency and cash management services for the fund. The majority of transfer agency fees are comprised of amounts paid on a per account basis, while cash management fees are related to fund subscriptions and redemptions. During the period ended May 31, 2019, the fund was charged $2,267 for transfer agency services. These fees are included in Shareholder servicing costs in the Statement of Operations.

25

 

NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

The fund compensates The Bank of New York Mellon under a custody agreement for providing custodial services for the fund. These fees are determined based on net assets, geographic region and transaction activity. During the period ended May 31, 2019, the fund was charged $4,577 pursuant to the custody agreement.

During the period ended May 31, 2019, the fund was charged $5,044 for services performed by the Chief Compliance Officer and his staff. These fees are included in Miscellaneous in the Statement of Operations.

The components of “Due to BNY Mellon Investment Adviser, Inc. and affiliates” in the Statement of Assets and Liabilities consist of: management fees $371,590, Distribution Plan fees $73, Shareholder Services Plan fees $263, custodian fees $3,000, Chief Compliance Officer fees $4,090 and transfer agency fees $776, which are offset against an expense reimbursement currently in effect in the amount of $70.

(d) Each Board member also serves as a Board member of other funds in the BNY Mellon Family of Funds complex. Annual retainer fees and attendance fees are allocated to each fund based on net assets.

NOTE 4—Securities Transactions:

The aggregate amount of purchases and sales of investment securities, excluding short-term securities, during the period ended May 31, 2019, amounted to $76,680,969 and $76,333,141, respectively.

At May 31, 2019, accumulated net unrealized appreciation on investments was $209,744,074, consisting of $225,385,474 gross unrealized appreciation and $15,641,400 gross unrealized depreciation.

At May 31, 2019, the cost of investments for federal income tax purposes was substantially the same as the cost for financial reporting purposes (see the Statement of Investments).

26

 

NOTES

27

 

NOTES

28

 

NOTES

29

 

For More Information

BNY Mellon U.S. Equity Fund

240 Greenwich Street
New York, NY 10286

Adviser

BNY Mellon Investment Adviser, Inc.
240 Greenwich Street
New York, NY 10286

Sub-Adviser

Walter Scott & Partners Limited
(Walter Scott)
One Charlotte Square
Edinburgh, Scotland, UK

Custodian

The Bank of New York Mellon
240 Greenwich Street
New York, NY 10286

Transfer Agent &
Dividend Disbursing Agent

BNY Mellon Transfer, Inc.
240 Greenwich Street
New York, NY 10286

Distributor

BNY Mellon Securities Corporation
240 Greenwich Street
New York, NY 10286

   

Ticker Symbols:

Class A: DPUAX          Class C: DPUCX          Class I: DPUIX          Class Y: DPUYX

Telephone Call your financial representative or 1-800-373-9387

Mail The BNY Mellon Family of Funds, 144 Glenn Curtiss Boulevard, Uniondale, NY 11556-0144

E-mail Send your request to info@bnymellon.com

Internet Information can be viewed online or downloaded at www.bnymellonim.com/us

The fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission (“SEC”) for the first and third quarters of each fiscal year on Form N-PORT. The fund’s Forms N-PORT are available on the SEC’s website at www.sec.gov.

A description of the policies and procedures that the fund uses to determine how to vote proxies relating to portfolio securities and information regarding how the fund voted these proxies for the most recent 12-month period ended June 30 is available at www.bnymellonim.com/us and on the SEC’s website at www.sec.gov and without charge, upon request, by calling 1-800-373-9387.

   

© 2019 BNY Mellon Securities Corporation
6011SA0519

 


 

 

Item 2.          Code of Ethics.

                       Not applicable.

Item 3.          Audit Committee Financial Expert.

                       Not applicable.

Item 4.          Principal Accountant Fees and Services.

                       Not applicable.

Item 5.          Audit Committee of Listed Registrants.

                       Not applicable.

Item 6.          Investments.

(a)                  Not applicable.

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

                       Not applicable.

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

Not applicable.

Item 9.          Purchases of Equity Securities by Closed-End Management Investment Companies 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 applicable to Item 10.

Item 11.        Controls and Procedures.

(a)          The Registrant's principal executive and principal financial officers have concluded, based on their evaluation of the Registrant's disclosure controls and procedures as of a date within 90 days of the filing date of this report, that the Registrant's disclosure controls and procedures are reasonably designed to ensure that information required to be disclosed by the Registrant on Form N-CSR is recorded, processed, summarized and reported within the required time periods and that information required to be disclosed by the Registrant in the reports that it files or submits on Form N-CSR is accumulated and communicated to the Registrant's management, including its principal executive and principal financial officers, as appropriate to allow timely decisions regarding required disclosure.

(b)          There were no changes to the Registrant's internal control over financial reporting that occurred during the second fiscal quarter of the period covered by this report that have materially affected, or are reasonably likely to materially affect, the Registrant's internal control over financial reporting.


 

Item 12.               Disclosure of Securities Lending Activities for Closed-End Management Investment Companies.

Not applicable.

Item 13.        Exhibits.

(a)(1)     Not applicable.

(a)(2)     Certifications of principal executive and principal financial officers as required by Rule 30a-2(a) under the Investment Company Act of 1940.

(a)(3)     Not applicable.

(b)          Certification of principal executive and principal financial officers as required by Rule 30a-2(b) under the Investment Company Act of 1940.

 


 

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.

BNY Mellon Strategic Funds, Inc.

By:         /s/ Renee LaRoche-Morris

               Renee LaRoche-Morris

               President (Principal Executive Officer)

 

Date:      July 26, 2019

 

 

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

 

By:         /s/ Renee LaRoche-Morris

               Renee LaRoche-Morris

               President (Principal Executive Officer)

 

Date:      July 26, 2019

 

 

By:         /s/ James Windels

               James Windels

               Treasurer (Principal Financial Officer)

 

Date:      July 26, 2019

 

 

 


 

EXHIBIT INDEX

(a)(2)     Certifications of principal executive and principal financial officers as required by Rule 30a-2(a) under the Investment Company Act of 1940.  (EX-99.CERT)

(b)          Certification of principal executive and principal financial officers as required by Rule 30a-2(b) under the Investment Company Act of 1940.  (EX-99.906CERT)