N-CSRS 1 a_lifencsr.htm FIRST INVESTORS LIFE SERIES FUNDS a_lifencsr.htm
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
--------
 
FORM N-CSR
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CERTIFIED SHAREHOLDER REPORT OF REGISTERED MANAGEMENT 
INVESTMENT COMPANIES
 
INVESTMENT COMPANY ACT FILE NUMBER 811-4325

 

FIRST INVESTORS LIFE SERIES FUNDS 
(Exact name of registrant as specified in charter) 
 
40 Wall Street 
New York, NY 10005 
(Address of principal executive offices) (Zip code) 
 
Joseph I. Benedek 
Foresters Investment Management Company, Inc. 
Raritan Plaza I 
Edison, NJ 08837-3620 
(Name and address of agent for service) 
 
REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: 
1-212-858-8000 
 
DATE OF FISCAL YEAR END: DECEMBER 31 
 
DATE OF REPORTING PERIOD: JUNE 30, 2019 

 


Item 1. Reports to Stockholders

The semi-annual report to stockholders follows 

 


 







FOREWORD

 

This report is for the information of the shareholders of the Funds. It is the policy of each Fund described in this report to mail only one copy of a Fund’s prospectus, annual report, semi-annual report and proxy statements to all shareholders who share the same mailing address and share the same last name and have invested in a Fund covered by the same document. You are deemed to consent to this policy unless you specifically revoke this policy and request that separate copies of such documents be mailed to you. In such case, you will begin to receive your own copies within 30 days after our receipt of the revocation. You may request that separate copies of these disclosure documents be mailed to you by writing to us at: Foresters Investor Services, Inc., Raritan Plaza I, Edison, NJ 08837-3620 or calling us at 1-800-423-4026.

You may obtain a free prospectus for any of the Funds by contacting your representative, calling 1-800-423-4026, writing to us at the following address: Foresters Financial Services, Inc., 40 Wall Street, New York, NY 10005, or by visiting our website at www.firstinvestorsfunds.com. You should consider the investment objectives, risks, charges and expenses of a Fund carefully before investing. The prospectus contains this and other information about the Fund, and should be read carefully before investing.

An investment in a Fund is not a bank deposit and is not insured or guaranteed by the Federal Deposit Insurance Corporation (FDIC) or any other government agency. Although the Government Cash Management Fund seeks to preserve a net asset value at $1.00 per share, it is possible to lose money by investing in it, just as it is possible to lose money by investing in any of the other Funds. Past performance is no guarantee of future results. There is no guarantee that a Fund’s investment objective will be achieved.

A Statement of Additional Information (“SAI”) for any of the Funds may also be obtained, without charge, upon request by calling 1-800-423-4026, writing to us at our address or by visiting our website listed above. The SAI contains more detailed information about the Funds, including information about their Trustees.

Foresters FinancialTM and ForestersTM are the trade names and trademarks of The Independent Order of Foresters (Foresters), a fraternal benefit society, 789 Don Mills Road, Toronto, Canada M3C 1T9 and its subsidiaries.



There are a variety of risks associated with investing in variable life and annuity subaccounts. For all subaccounts, there is the risk that securities selected by the portfolio manager may perform differently than the overall market or may not meet the portfolio managers’ expectations. For stock subaccounts, the risks include market risk (the risk that the entire stock market will decline because of an event such as a deterioration in the economy or a rise in interest rates), as well as special risks associated with investing in certain types of stock subaccounts such as small-cap, global or international funds. For bond subaccounts, the risks include interest rate risk and credit risk. Interest rate risk is the risk that bonds will decrease in value as interest rates rise. As a general matter, bonds with longer maturities fluctuate more than bonds with shorter maturities in reaction to changes in interest rates. Credit risk is the risk that bonds will decline in value as the result of a decline in the credit rating of the bonds or the economy as a whole, or that the issuer will be unable to pay interest and/or principal when due. There are also special risks associated with investing in certain types of bond subaccounts, including liquidity risk and prepayment and extension risk. To the extent a subaccount uses derivatives, it will have risks associated with such use. You should consult the Funds’ prospectus for a precise explanation of the risks associated with your subaccounts.



Understanding Your Fund’s Expenses (unaudited)
FIRST INVESTORS LIFE SERIES FUNDS

As a mutual fund shareholder, you incur two types of costs: (1) transaction costs, and (2) ongoing costs, including advisory fees and other expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The examples are based on an investment of $1,000 in each Fund at the beginning of the period, January 1, 2019, and held for the entire six-month period ended June 30, 2019. The calculations assume that no shares were bought or sold during the period. Your actual costs may have been higher or lower, depending on the amount of your investment and the timing of any purchases or redemptions.

Actual Expense Example:

These amounts help you to estimate the actual expenses that you paid over the period. The “Ending Account Value” shown is derived from the Fund’s actual return, and the “Expenses Paid During Period” shows the dollar amount that would have been paid by an investor who started with $1,000 in the Fund. You may use the information here, together with the amount you invested, to estimate the expenses that you paid during the period.

To estimate the expenses you paid on your account during this period simply divide your ending account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.60), then multiply the result by the number given for your Fund under the heading “Expenses Paid During Period”.

Hypothetical Expense Example:

These amounts provide information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

Please note that the expenses shown in the table are meant to highlight and help you compare your ongoing costs only and do not reflect any transactional costs. Therefore, the hypothetical expense example is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

1

 



Fund Expenses (unaudited)
COVERED CALL STRATEGY FUND

The examples below show the ongoing costs (in dollars) of investing in your Fund and will help you in comparing these costs with costs of other mutual funds. Please refer to page 1 for a detailed explanation of the information presented in these examples.

 
  Beginning Ending  
  Account Account Expenses Paid
  Value Value During Period
  (1/1/19) (6/30/19) (1/1/19–6/30/19)*
Expense Examples      
Actual $1,000.00 $1,138.62 $4.93
Hypothetical      
(5% annual return before expenses) $1,000.00 $1,020.18 $4.66

 

Expenses are equal to the annualized expense ratio of .93%, multiplied by the average account
value over the period, multiplied by 181/365 (to reflect the one-half year period). Expenses paid
during the period are net of expenses waived.

 

Portfolio Composition
BY SECTOR


Portfolio holdings and allocations are subject to change. Percentages are as of June 30, 2019, and are
based on the total value of investments.

 

2

 



Portfolio of Investments
COVERED CALL STRATEGY FUND
June 30, 2019

 
 
 
 
Shares   Security   Value
  COMMON STOCKS—100.8%    
  Communication Services—3.9%    
13,300 AT&T, Inc. $          445,683
7,800   CBS Corp. – Class “B”   389,220
        834,903
  Consumer Discretionary—10.4%    
4,200 Best Buy Co., Inc.   292,866
3,200 Carnival Corp.   148,960
3,400 Home Depot, Inc.   707,098
4,900 Ross Stores, Inc.   485,688
4,300   Whirlpool Corp.   612,148
        2,246,760
  Consumer Staples—9.7%    
1,700 Constellation Brands, Inc.   334,798
3,400 Costco Wholesale Corp.   898,484
9,000 Mondelez International, Inc. – Class “A”   485,100
4,900   Philip Morris International, Inc.   384,797
        2,103,179
  Energy—5.4%    
7,200 Chevron Corp.   895,968
5,500   Occidental Petroleum Corp.   276,540
        1,172,508
  Financials—16.0%    
4,600 Allstate Corp.   467,774
5,000 American Express Co.   617,200
18,400 Bank of America Corp.   533,600
3,700 BB&T Corp.   181,781
1,500 BlackRock, Inc.   703,950
8,500   JPMorgan Chase & Co.   950,300
        3,454,605

 

3

 



Portfolio of Investments (continued)
COVERED CALL STRATEGY FUND
June 30, 2019

 
 
 
 
Shares   Security         Value
  Health Care—10.2%      
4,400 Celgene Corp.   $          406,736
9,500 Medtronic, PLC     925,205
6,200 Merck & Co., Inc.     519,870
1,700   Stryker Corp.         349,486
              2,201,297
  Industrials—17.0%      
8,500 Delta Air Lines, Inc.     482,375
5,600 Honeywell International, Inc.     977,704
1,500 Lockheed Martin Corp.     545,310
2,600 Parker Hannifin Corp.     442,026
2,300 Raytheon Co.     399,924
2,500 Union Pacific Corp.     422,775
3,100   United Technologies Corp.         403,620
              3,673,734
  Information Technology—24.3%      
5,600 Apple, Inc.     1,108,352
2,400 Broadcom, Inc.     690,864
17,400 Cisco Systems, Inc.     952,302
4,400 Intel Corp.     210,628
3,300 Mastercard, Inc. – Class “A”     872,949
8,600 Microsoft Corp.     1,152,056
2,400   Texas Instruments, Inc.         275,424
              5,262,575
  Materials—3.9%      
4,000 Dow, Inc.     197,240
8,700   DuPont de Nemours, Inc.         653,109
              850,349
Total Value of Common Stocks (cost $18,804,082) 100.8 %   21,799,910
Excess of Liabilities Over Other Assets (.8 )     (177,357)
Net Assets     100.0 %   $21,622,553

 

Non-income producing

 

4

 



 
  Expiration Exercise    
CALL OPTIONS WRITTEN—(2.0)% Date Price Contracts Value
Allstate Corp. 8/16/19 $   105.00 (46) $     (6,555)
American Express Co. 7/19/19 125.00 (5) (997)
American Express Co. 7/19/19 120.00 (45) (22,050)
Apple, Inc. 7/26/19 207.50 (56) (12,096)
AT&T, Inc. 9/20/19 33.00 (133) (16,359)
Bank of America Corp. 7/19/19 29.00 (184) (13,892)
BB&T, Inc. 7/19/19 50.00 (37) (2,886)
Best Buy Co., Inc. 9/20/19 77.50 (42) (6,006)
BlackRock, Inc. 7/19/19 490.00 (15) (3,675)
Broadcom, Inc. 7/19/19 295.00 (24) (12,840)
Carnival Corp. 8/16/19 47.50 (32) (3,680)
CBS Corp. – Class “B” 7/5/19 50.00 (78) (3,900)
Celgene Corp. 7/19/19 90.00 (44) (15,686)
Chevron Corp. 7/26/19 128.00 (64) (7,200)
Chevron Corp. 1/17/20 120.00 (8) (7,520)
Cisco Systems, Inc. 7/19/19 55.00 (174) (14,703)
Constellation Brands, Inc. 7/19/19 210.00 (16) (1,040)
Constellation Brands, Inc. 7/19/19 195.00 (1) (585)
Costco Wholesale Corp. 7/19/19 265.00 (30) (11,775)
Costco Wholesale Corp. 1/17/20 230.00 (4) (16,050)
Delta Air Lines, Inc. 9/20/19 57.50 (85) (19,125)
Dow, Inc. 9/20/19 52.50 (40) (4,100)
DuPont de Nemours, Inc. 7/19/19 77.50 (35) (2,660)
DuPont de Nemours, Inc. 9/20/19 80.00 (52) (9,308)
Home Depot, Inc. 9/20/19 215.00 (34) (15,725)
Honeywell International, Inc. 9/20/19 175.00 (56) (31,500)
Intel Corp. 7/19/19 50.00 (16) (664)
Intel Corp. 8/16/19 48.00 (28) (5,600)
JPMorgan Chase & Co. 7/12/19 113.00 (28) (2,212)
JPMorgan Chase & Co. 7/19/19 115.00 (57) (3,990)
Lockheed Martin Corp. 8/2/19 370.00 (15) (9,225)
Mastercard, Inc. – Class “A” 7/19/19 275.00 (33) (4,075)
Medtronic, PLC 8/2/19 101.00 (95) (5,225)
Merck & Co., Inc. 7/19/19 85.00 (7) (595)
Merck & Co., Inc. 7/19/19 82.50 (55) (12,485)
Microsoft Corp. 7/19/19 140.00 (43) (3,590)
Microsoft Corp. 7/19/19 135.00 (43) (10,642)
Mondelez International, Inc. – Class “A” 9/20/19 55.00 (90) (12,690)
Occidental Petroleum Corp. 7/19/19 50.00 (55) (8,305)
Parker Hannifin Corp. 7/19/19 175.00 (26) (4,875)
Philip Morris International, Inc. 7/19/19 80.00 (49) (7,522)
Raytheon Co. 1/17/20 185.00 (20) (12,400)

 

5

 



Portfolio of Investments (continued)
COVERED CALL STRATEGY FUND
June 30, 2019

 
  Expiration Exercise    
CALL OPTIONS WRITTEN (continued) Date Price Contracts Value
Raytheon Co. 1/17/20 $   180.00 (3) $      (2,340)
Ross Stores, Inc. 11/15/19 105.00 (49) (18,130)
Stryker Corp. 9/20/19 210.00 (8) (4,760)
Stryker Corp. 9/20/19 200.00 (9) (10,440)
Texas Instruments, Inc. 7/26/19 115.00 (24) (9,900)
Union Pacific Corp. 8/16/19 175.00 (25) (7,663)
United Technologies Corp. 8/16/19 130.00 (31) (12,788)
Whirlpool Corp. 7/19/19 145.00 (43) (10,428)
Total Value of Call Options Written (premium received $464,079)   $(442,457)

 

The Fund’s assets and liabilities are classified into the following three levels based on the inputs used to value the assets and liabilities:

Level 1 — Unadjusted quoted prices in active markets for identical securities that the Fund has the ability to access.

Level 2 — Observable inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly. These inputs may include quoted prices for the identical instrument on an inactive market, prices for similar instruments, interest rates, prepayment speeds, credit risk, yield curves, default rates and similar data.

Level 3 — Unobservable inputs for the asset or liability, to the extent relevant observable inputs are not available, representing the Fund’s own assumption about the assumptions a market participant would use in valuing the asset or liability, and would be based on the best information available.

The inputs methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities. For example, U.S. Government securities are reflected as Level 2 because the inputs used to determine fair value may not always be quoted prices in an active market.

The following is a summary, by category of Level, of inputs used to value the Fund’s investments as of June 30, 2019:

    Level 1   Level 2   Level 3   Total
Assets              
Common Stocks* $ 21,799,910 $ $ $ 21,799,910
Liabilities              
Call Options Written $ $ (442,457) $ $ (442,457)

 

The Portfolio of Investments provides information on the industry categorization for common stocks.
 
Transfers from Level 1 to Level 2 for the six months ended June 30, 2019 were $38,974. Transfers, if
any, between Levels are recognized at the end of the reporting period.

 

6 See notes to financial statements

 



Fund Expenses (unaudited)
EQUITY INCOME FUND

The examples below show the ongoing costs (in dollars) of investing in your Fund and will help you in comparing these costs with costs of other mutual funds. Please refer to page 1 for a detailed explanation of the information presented in these examples.

 
  Beginning Ending  
  Account Account Expenses Paid
  Value Value During Period
  (1/1/19) (6/30/19) (1/1/19–6/30/19)*
Expense Examples      
Actual $1,000.00 $1,132.19 $4.28
Hypothetical      
(5% annual return before expenses) $1,000.00 $1,020.77 $4.06

 

Expenses are equal to the annualized expense ratio of .81%, multiplied by the average account
value over the period, multiplied by 181/365 (to reflect the one-half year period).

 

Portfolio Composition
TOP TEN SECTORS


Portfolio holdings and allocations are subject to change. Percentages are as of June 30, 2019, and are
based on the total value of investments.

 

7

 



Portfolio of Investments
EQUITY INCOME FUND
June 30, 2019

 
 
 
 
Shares   Security   Value
  COMMON STOCKS—90.9%    
  Communication Services—6.0%    
61,084 AT&T, Inc. $          2,046,925
54,050 Comcast Corp. – Special Shares “A”   2,285,234
44,200 Verizon Communications, Inc.   2,525,146
5,000   Walt Disney Co.   698,200
        7,555,505
  Consumer Discretionary—3.5%    
10,800 Acushnet Holdings Corp.   283,608
12,800 American Eagle Outfitters, Inc.   216,320
12,750 Designer Brands, Inc. – Class “A”   244,417
5,900 Lowe’s Cos., Inc.   595,369
5,750 McDonald’s Corp.   1,194,045
5,900 Oxford Industries, Inc.   447,220
16,450 Penske Automotive Group, Inc.   778,085
6,650   Tractor Supply Co.   723,520
        4,482,584
  Consumer Staples—7.9%    
34,050 Coca-Cola Co.   1,733,826
10,000 Kimberly-Clark Corp.   1,332,800
15,700 PepsiCo, Inc.   2,058,741
13,850 Philip Morris International, Inc.   1,087,641
18,250 Procter & Gamble Co.   2,001,113
15,550   Walmart, Inc.   1,718,120
        9,932,241
  Energy—9.1%    
39,851 BP, PLC (ADR)   1,661,787
17,450 Chevron Corp.   2,171,478
16,950 ConocoPhillips   1,033,950
62,750 EnCana Corp.   321,907
24,450 ExxonMobil Corp.   1,873,603
38,650 Kinder Morgan, Inc.   807,012
17,864 Marathon Petroleum Corp.   998,240
28,000 PBF Energy, Inc. – Class “A”   876,400
10,550 Royal Dutch Shell, PLC – Class “A” (ADR)   686,489
33,450   Suncor Energy, Inc.   1,042,302
        11,473,168

 

8

 



 
 
 
 
Shares   Security   Value
  Financials—21.2%    
30,200 AllianceBernstein Holding, LP (MLP) $          897,544
7,950 American Express Co.   981,348
78,450 Bank of America Corp.   2,275,050
18,150 Bank of New York Mellon Corp.   801,322
9,100 Berkshire Hathaway, Inc. – Class “B”   1,939,847
1,500 BlackRock, Inc.   703,950
12,767 Chubb, Ltd.   1,880,451
19,600 Citigroup, Inc.   1,372,588
4,550 Goldman Sachs Group, Inc.   930,930
27,455 Hamilton Lane, Inc. – Class “A”   1,566,582
62,700 Investors Bancorp, Inc.   699,105
25,200 iShares S&P U.S. Preferred Stock Index Fund (ETF)   928,620
29,050 JPMorgan Chase & Co.   3,247,790
17,000 MetLife, Inc.   844,390
31,900 Old National Bancorp of Indiana   529,221
7,850 PNC Financial Services Group, Inc.   1,077,648
11,050 Popular, Inc.   599,352
47,650 Regions Financial Corp.   711,891
41,000 Sterling Bancorp   872,480
10,450 Travelers Cos., Inc.   1,562,484
24,650 Wells Fargo & Co.   1,166,438
5,950   Willis Towers Watson, PLC   1,139,663
        26,728,694
  Health Care—12.6%    
13,250 Abbott Laboratories   1,114,325
3,200 Anthem, Inc.   903,072
18,850 Bristol-Myers Squibb Co.   854,847
5,400 Eli Lilly & Co.   598,266
22,850 GlaxoSmithKline, PLC (ADR)   914,457
15,850 Johnson & Johnson   2,207,588
19,012 Medtronic, PLC   1,851,579
29,670 Merck & Co., Inc.   2,487,830
50,935 Pfizer, Inc.   2,206,504
16,866 Phibro Animal Health Corp. – Class “A”   535,833
29,650 Smith & Nephew, PLC (ADR)   1,290,961
3,700   UnitedHealth Group, Inc.   902,837
        15,868,099

 

9

 



Portfolio of Investments (continued)
EQUITY INCOME FUND
June 30, 2019

 
 
 
 
Shares   Security   Value
  Industrials—8.6%    
15,450 Eaton Corp., PLC $          1,286,676
5,100 General Dynamics Corp.   927,282
8,350 Honeywell International, Inc.   1,457,827
11,550 Ingersoll-Rand, PLC   1,463,039
8,050 Kansas City Southern, Inc.   980,651
3,430 Lockheed Martin Corp.   1,246,942
3,350 Northrop Grumman Corp.   1,082,419
11,600 Republic Services, Inc.   1,005,024
10,850   United Technologies Corp.   1,412,670
        10,862,530
  Information Technology—10.1%    
48,100 Cisco Systems, Inc.   2,632,513
24,950 Corning, Inc.   829,088
35,150 HP Enterprise Co.   525,492
37,400 HP, Inc.   777,546
41,500 Intel Corp.   1,986,605
14,400 Maxim Integrated Products, Inc.   861,408
19,150 Microsoft Corp.   2,565,334
16,700 QUALCOMM, Inc.   1,270,369
19,700 Teradyne, Inc.   943,827
3,650   Texas Instruments, Inc.   418,874
        12,811,056
  Materials—4.0%    
7,500 Avery Dennison Corp.   867,600
12,310 Dow, Inc.   607,006
9,110 DuPont de Nemours, Inc.   683,888
7,400 Eastman Chemical Co.   575,942
8,250 FMC Corp.   684,337
3,900 Linde, PLC   783,120
10,300   LyondellBasell Industries NV – Class “A”   887,139
        5,089,032

 

10

 



 
 
Shares or        
Principal        
Amount   Security         Value
  Real Estate—3.0%      
24,000 Americold Realty Trust (REIT)   $          778,080
39,634 Brookfield Property Partners (REIT) (MLP)     750,272
12,550 CyrusOne, Inc. (REIT)     724,386
18,090 Douglas Emmett, Inc. (REIT)     720,706
6,800   Federal Realty Investment Trust (REIT)         875,568
              3,849,012
  Utilities—4.9%      
8,250 American Electric Power Co., Inc.     726,082
23,000 CenterPoint Energy, Inc.     658,490
10,350 Dominion Energy, Inc.     800,262
7,100 Duke Energy Corp.     626,504
16,450 Exelon Corp.     788,613
15,200 FirstEnergy Corp.     650,712
5,000 NextEra Energy, Inc.     1,024,300
12,500 PPL Corp.     387,625
9,900   Utilities Select Sector SPDR Fund (ETF)         590,337
              6,252,925
Total Value of Common Stocks (cost $84,565,007)         114,904,846
  SHORT-TERM U.S. GOVERNMENT      
  OBLIGATIONS—7.1%      
  U.S. Treasury Bills:      
$ 7,000M 2.05%, 7/2/2019     6,999,622
2,000M   1.989%, 7/16/2019         1,998,296
Total Value of Short-Term U.S. Government Obligations (cost $8,997,943)       8,997,918
Total Value of Investments (cost $93,562,950) 98.0 %   123,902,764
Other Assets, Less Liabilities 2.0       2,494,878
Net Assets     100.0 %   $126,397,642

 

Non-income producing
 
Summary of Abbreviations:
ADR American Depositary Receipts
ETF Exchange Traded Fund
MLP Master Limited Partnership
REIT Real Estate Investment Trust

 

11

 



Portfolio of Investments (continued)
EQUITY INCOME FUND
June 30, 2019

The Fund’s assets and liabilities are classified into the following three levels based on the inputs used to value the assets and liabilities:

Level 1 — Unadjusted quoted prices in active markets for identical securities that the Fund has the ability to access.

Level 2 — Observable inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly. These inputs may include quoted prices for the identical instrument on an inactive market, prices for similar instruments, interest rates, prepayment speeds, credit risk, yield curves, default rates and similar data.

Level 3 — Unobservable inputs for the asset or liability, to the extent relevant observable inputs are not available, representing the Fund’s own assumption about the assumptions a market participant would use in valuing the asset or liability, and would be based on the best information available.

The inputs methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities. For example, U.S. Government securities are reflected as Level 2 because the inputs used to determine fair value may not always be quoted prices in an active market.

The following is a summary, by category of Level, of inputs used to value the Fund’s investments as of June 30, 2019:

    Level 1   Level 2   Level 3   Total
Common Stocks $ 114,904,846 $ $ $ 114,904,846
Short-Term U.S. Government            
Obligations     8,997,918     8,997,918
Total Investments in Securities* $ 114,904,846 $ 8,997,918 $ $ 123,902,764

 

The Portfolio of Investments provides information on the industry categorization for common stocks.
 
There were no transfers into or from Level 1 and Level 2 by the Fund for the six months ended
June 30, 2019. Transfers, if any, between Levels are recognized at the end of the reporting period.

 

12 See notes to financial statements

 



Fund Expenses (unaudited)
FUND FOR INCOME

The examples below show the ongoing costs (in dollars) of investing in your Fund and will help you in comparing these costs with costs of other mutual funds. Please refer to page 1 for a detailed explanation of the information presented in these examples.

 
  Beginning Ending  
  Account Account Expenses Paid
  Value Value During Period
  (1/1/19) (6/30/19) (1/1/19–6/30/19)*
Expense Examples      
Actual $1,000.00 $1,090.55 $4.25
Hypothetical      
(5% annual return before expenses) $1,000.00 $1,020.72 $4.11

 

Expenses are equal to the annualized expense ratio of .82%, multiplied by the average account
value over the period, multiplied by 181/365 (to reflect the one-half year period).

 

Portfolio Composition
TOP TEN SECTORS


Portfolio holdings and allocations are subject to change. Percentages are as of June 30, 2019, and are
based on the total value of investments.

 

13

 



Portfolio of Investments
FUND FOR INCOME
June 30, 2019

 
 
 
Principal      
Amount   Security   Value
  CORPORATE BONDS—91.4%    
  Aerospace/Defense—1.4%    
  Bombardier, Inc.:    
$     425M 6%, 10/15/2022 (a) $          428,948
275M 7.5%, 12/1/2024 (a)   281,187
  TransDigm, Inc.:    
250M 6.5%, 7/15/2024   253,750
250M 6.25%, 3/15/2026 (a)   263,750
325M   Triumph Group, Inc., 5.25%, 6/1/2022   320,125
        1,547,760
  Automotive—2.8%    
225M Adient Global Holdings, Ltd., 4.875%, 8/15/2026 (a)   180,000
475M American Axle & Manufacturing, Inc., 6.25%, 4/1/2025   474,406
125M Asbury Automotive Group, Inc., 6%, 12/15/2024   130,000
400M Cooper Standard Automotive, Inc., 5.625%, 11/15/2026 (a)   357,000
250M Dana Holding Corp., 5.5%, 12/15/2024   257,500
  Hertz Corp.:    
250M 5.875%, 10/15/2020   250,438
250M 7.625%, 6/1/2022 (a)   260,000
75M IAA Spinco, Inc., 5.5%, 6/15/2027 (a)   78,188
300M J.B. Poindexter & Co., 7.125%, 4/15/2026 (a)   307,500
250M LKQ Corp., 4.75%, 5/15/2023   253,750
250M Panther BF Aggeregator 2, LP, 8.5%, 5/15/2027 (a)   258,125
275M   Tenneco, Inc., 5%, 7/15/2026   222,750
        3,029,657
  Building Materials—1.4%    
  Building Materials Corp.:    
325M 5.375%, 11/15/2024 (a)   337,594
200M 6%, 10/15/2025 (a)   213,250
400M Griffon Corp., 5.25%, 3/1/2022   399,500
350M New Enterprise Stone & Lime Co., 6.25%, 3/15/2026 (a)   356,125
200M   Standard Industries, Inc., 5.5%, 2/15/2023 (a)   206,000
        1,512,469
  Chemicals—2.9%    
250M Avantor, Inc., 9%, 10/1/2025 (a)   279,375
175M Blue Cube Spinco, Inc., 10%, 10/15/2025   198,844
350M CF Industries, Inc., 4.95%, 6/1/2043   314,562
375M Chemours Co., 5.375%, 5/15/2027   359,062
150M   CVR Partners, LP, 9.25%, 6/15/2023 (a)   157,417

 

14

 



 
  
Principal      
Amount   Security   Value
  Chemicals (continued)    
$     275M Koppers, Inc., 6%, 2/15/2025 (a) $          259,188
250M Kraton Polymers, LLC, 7%, 4/15/2025 (a)   254,375
175M Neon Holdings, Inc., 10.125%, 4/1/2026 (a)   172,813
350M Rain CII Carbon, LLC, 7.25%, 4/1/2025 (a)   325,500
275M Rayonier AM Products, Inc., 5.5%, 6/1/2024 (a)   236,500
150M Tronox, Inc., 6.5%, 4/15/2026 (a)   149,250
375M   Univar USA, Inc., 6.75%, 7/15/2023 (a)   383,906
        3,090,792
  Consumer Non-Durables—1.1%    
  Energizer Holdings, Inc.:    
250M 5.5%, 6/15/2025 (a)   253,750
125M 6.375%, 7/15/2026 (a)   128,750
300M KGA Escrow, LLC, 7.5%, 8/15/2023 (a)   312,375
509M   Reynolds Group Holdings, Inc., 5.75%, 10/15/2020   510,689
        1,205,564
  Energy—13.1%    
175M Andeavor Logistics, LP, 6.875%, 12/29/2049   174,656
125M Antero Resources Corp., 5.375%, 11/1/2021   123,906
250M Apergy Corp., 6.375%, 5/1/2026   253,125
50M Baytex Energy Corp., 5.125%, 6/1/2021 (a)   50,250
  Blue Racer Midstream, LLC:    
200M 6.125%, 11/15/2022 (a)   203,750
250M 6.625%, 7/15/2026 (a)   253,125
  Buckeye Partners, LP:    
325M 3.95%, 12/1/2026   288,306
200M 5.6%, 10/15/2044   165,067
325M California Resources Corp., 8%, 12/15/2022 (a)   246,594
225M Callon Petroleum Co., 6.375%, 7/1/2026   228,375
  Carrizo Oil & Gas, Inc.:    
50M 6.25%, 4/15/2023   48,500
75M 8.25%, 7/15/2025   74,250
  Chesapeake Energy Corp.:    
150M 4.875%, 4/15/2022   142,500
400M 7%, 10/1/2024   360,500
550M 8%, 6/15/2027   487,437
500M CITGO Petroleum Corp., 6.25%, 8/15/2022 (a)   501,875
375M Consolidated Energy Finance SA, 6.16025%, 6/15/2022 (a)†   374,851
250M   Covey Park Energy, LLC, 7.5%, 5/15/2025 (a)   181,250

 

15

 



Portfolio of Investments (continued)
FUND FOR INCOME
June 30, 2019

 
  
Principal      
Amount   Security   Value
  Energy (continued)    
  Crestwood Midstream Partners, LP:    
$     250M 6.25%, 4/1/2023 $          256,250
450M 5.75%, 4/1/2025   457,875
350M CrownRock, LP, 5.625%, 10/15/2025 (a)   352,187
  DCP Midstream Operating, LP:    
250M 3.875%, 3/15/2023   252,500
175M 5.125%, 5/15/2029   180,031
275M Delek Logistics Partners, LP, 6.75%, 5/15/2025   273,625
  Diamondback Energy, Inc.:    
125M 4.75%, 11/1/2024 (a)   129,062
75M 4.75%, 11/1/2024   77,437
  EnLink Midstream Partners, LP:    
375M 4.85%, 7/15/2026   379,219
200M 5.45%, 6/1/2047   172,000
400M Exterran Partners, LP, 6%, 10/1/2022   407,000
  Genesis Energy, LP:    
100M 5.625%, 6/15/2024   96,750
250M 6.5%, 10/1/2025   245,312
300M Global Partners, LP, 6.25%, 7/15/2022   304,500
  Gulfport Energy Corp.:    
200M 6.625%, 5/1/2023   173,000
175M 6.375%, 5/15/2025   136,281
300M 6.375%, 1/15/2026   228,750
  Laredo Petroleum, Inc.:    
200M 5.625%, 1/15/2022   186,500
300M 6.25%, 3/15/2023   280,590
125M Matador Resources Co., 5.875%, 9/15/2026   126,875
200M McDermott Escrow 1, Inc., 10.625%, 5/1/2024 (a)   187,686
225M MEG Energy Corp., 6.375%, 1/30/2023 (a)   215,156
  Murphy Oil Corp.:    
200M 5.75%, 8/15/2025   208,280
250M 5.875%, 12/1/2042   225,000
275M Nabors Industries, Inc., 5.75%, 2/1/2025   245,094
151M Northern Oil and Gas, Inc., 8.5%, 5/15/2023   156,403
  Oasis Petroleum, Inc.:    
250M 6.875%, 1/15/2023   250,625
175M 6.25%, 5/1/2026 (a)   170,188
  Parkland Fuel Corp.:    
250M 6%, 4/1/2026 (a)   256,563
225M   5.875%, 7/15/2027 (a)(b)   229,151

 

16

 



 
 
 
Principal      
Amount   Security   Value
  Energy (continued)    
  Parsley Energy, LLC:    
$     125M 5.25%, 8/15/2025 (a) $          127,500
50M 5.625%, 10/15/2027 (a)   52,500
  Precision Drilling Corp.:    
72M 6.5%, 12/15/2021   72,311
150M 7.125%, 1/15/2026 (a)   145,875
200M QEP Resources, Inc., 6.875%, 3/1/2021   206,500
  Range Resources Corp.:    
75M 5%, 8/15/2022 (a)   71,531
175M 4.875%, 5/15/2025   154,438
  SM Energy Co.:    
300M 5%, 1/15/2024   276,750
50M 6.625%, 1/15/2027   46,500
100M Southwestern Energy Co., 7.5%, 4/1/2026   95,238
  Suburban Propane Partners, LP:    
150M 5.5%, 6/1/2024   151,500
375M 5.875%, 3/1/2027   377,813
300M Sunoco, LP, 4.875%, 1/15/2023   307,125
142M Transocean Pontus, Ltd., 6.125%, 8/1/2025 (a)   146,711
250M Tullow Oil, PLC, 6.25%, 4/15/2022 (a)   252,750
200M USA Compression Partners, LP, 6.875%, 9/1/2027 (a)   211,022
400M   Whiting Petroleum Corp., 6.625%, 1/15/2026   387,750
        14,102,021
  Financials—6.2%    
175M Acrisure, LLC, 8.125%, 2/15/2024 (a)   181,016
225M Ally Financial, Inc., 8%, 11/1/2031   298,510
225M Credit Suisse Group AG, 7.5%, 12/11/2023 (a)   248,118
275M CSTN Merger Sub, Inc., 6.75%, 8/15/2024 (a)   259,187
  DAE Funding, LLC:    
175M 5.75%, 11/15/2023 (a)   184,187
550M 5%, 8/1/2024 (a)   574,062
200M Dresdner Funding Trust I, 8.151%, 6/30/2031 (a)   270,150
550M Eagle Holding Co. II, LLC, 7.75%, 5/15/2022 (a)   555,500
275M Eagle Intermediate Global Holding, 7.5%, 5/1/2025 (a)   262,281
325M GTCR (AP) Finance, Inc., 8%, 5/15/2027 (a)   327,438
  Icahn Enterprises, LP:    
200M 6.25%, 2/1/2022   205,250
275M 6.75%, 2/1/2024   286,688
350M 6.25%, 5/15/2026 (a)   355,688
200M   Intesa Sanpaolo SpA, 5.017%, 6/26/2024 (a)   200,692

 

17

 



Portfolio of Investments (continued)
FUND FOR INCOME
June 30, 2019

 
 
 
Principal      
Amount   Security   Value
  Financials (continued)    
  Ladder Capital Finance Holdings, LLLP:    
$     200M 5.25%, 3/15/2022 (a) $          204,500
400M 5.25%, 10/1/2025 (a)   402,000
575M Navient Corp., 5.875%, 3/25/2021   599,438
  Springleaf Finance Corp.:    
250M 5.625%, 3/15/2023   266,250
100M 6.125%, 3/15/2024   107,750
250M 6.875%, 3/15/2025   274,370
150M 7.125%, 3/15/2026   164,625
200M UniCredit SpA, 5.861%, 6/19/2032 (a)   191,718
225M   Wand Merger Corp., 8.125%, 7/15/2023 (a)   230,063
        6,649,481
  Food/Beverage/Tobacco—2.4%    
250M HLF Financing Sarl, LLC, 7.25%, 8/15/2026 (a)   251,563
100M JBS USA, LLC, 5.875%, 7/15/2024 (a)   103,125
300M JBS USA LUX SA, 6.75%, 2/15/2028 (a)   327,000
275M Pilgrim’s Pride Corp., 5.875%, 9/30/2027 (a)   286,000
  Post Holdings, Inc.:    
250M 5.5%, 3/1/2025 (a)   259,063
400M 5.75%, 3/1/2027 (a)   415,000
250M 5.5%, 12/15/2029 (a)(b)   251,563
550M Sigma Holdco BV, 7.875%, 5/15/2026 (a)   511,500
225M   Simmons Foods, Inc., 5.75%, 11/1/2024 (a)   205,875
        2,610,689
  Food/Drug—.3%    
  Albertson’s Cos., LLC:    
200M 5.75%, 3/15/2025   202,560
100M   7.5%, 3/15/2026 (a)   107,250
        309,810
  Forest Products/Containers—3.1%    
  Ardagh Holdings USA, Inc.:    
200M 4.625%, 5/15/2023 (a)   203,750
475M 7.25%, 5/15/2024 (a)   502,312
250M Berry Global Escrow Corp., 4.875%, 7/15/2026 (a)   255,937
  Berry Global, Inc.:    
250M 5.5%, 5/15/2022   253,750
225M 7%, 2/15/2026 (a)   219,375
250M   BWAY Holding Co., 5.5%, 4/15/2024 (a)   251,062

 

18

 



 
 
 
Principal      
Amount   Security   Value
  Forest Products/Containers (continued)    
$     200M Crown Americas, LLC, 4.5%, 1/15/2023 $          208,750
200M Graphic Packaging International, LLC, 4.75%, 7/15/2027 (a)   205,750
200M Greif, Inc., 6.5%, 3/1/2027 (a)   207,000
  Mercer International, Inc.:    
50M 7.75%, 12/1/2022   51,937
175M 6.5%, 2/1/2024   181,781
150M 7.375%, 1/15/2025 (a)   159,750
175M Multi-Color Corp., 4.875%, 11/1/2025 (a)   184,406
225M Owens-Brockway Glass Container, 5.875%, 8/15/2023 (a)   243,518
250M   Schweitzer-Mauduit International, Inc., 6.875%, 10/1/2026 (a)   256,250
        3,385,328
  Gaming/Leisure—5.5%    
200M AMC Entertainment, Inc., 5.75%, 6/15/2025   186,010
  AMC Networks, Inc.:    
375M 5%, 4/1/2024   386,719
100M 4.75%, 8/1/2025   101,375
375M Boyd Gaming Corp., 6.875%, 5/15/2023   388,594
  Cedar Fair, LP:    
200M 5.375%, 6/1/2024   206,500
125M 5.25%, 7/15/2029 (a)   127,695
1,075M CRC Escrow Issuer, LLC, 5.25%, 10/15/2025 (a)   1,081,047
225M Golden Nugget, Inc., 8.75%, 10/1/2025 (a)   236,812
200M Hilton Domestic Operating Co., LLC, 4.875%, 1/15/2030 (a)   206,500
475M IRB Holding Corp., 6.75%, 2/15/2026 (a)   473,813
575M Jack Ohio Finance, LLC, 6.75%, 11/15/2021 (a)   592,078
150M Lions Gate Entertainment Corp., 5.875%, 11/1/2024 (a)   154,500
200M MGM Resorts International, 6%, 3/15/2023   217,250
250M National CineMedia, LLC, 6%, 4/15/2022   253,125
525M Scientific Games International, Inc., 5%, 10/15/2025 (a)   531,563
  Viking Cruises, Ltd.:    
600M 6.25%, 5/15/2025 (a)   621,000
175M   5.875%, 9/15/2027 (a)   177,625
        5,942,206

 

19

 



Portfolio of Investments (continued)
FUND FOR INCOME
June 30, 2019

 
 
 
Principal      
Amount   Security   Value
  Health Care—7.3%    
$     125M AMN Healthcare, Inc, 5.125%, 10/1/2024 (a) $          127,834
  Bausch Health Cos., Inc.:    
50M 6.5%, 3/15/2022 (a)   51,875
73M 5.5%, 3/1/2023 (a)   73,858
500M 7%, 3/15/2024 (a)   532,550
350M 6.125%, 4/15/2025 (a)   358,302
525M 9%, 12/15/2025 (a)   588,551
225M 8.5%, 1/31/2027 (a)   247,955
300M Centene Corp., 6.125%, 2/15/2024   314,625
375M CHS/Community Health Systems, Inc., 6.25%, 3/31/2023   362,344
1,125M DaVita, Inc., 5.125%, 7/15/2024   1,128,150
225M Endo Finance, LLC, 6%, 7/15/2023 (a)   163,125
  HCA, Inc.:    
475M 5.875%, 5/1/2023   517,693
225M 5.375%, 2/1/2025   243,422
125M 5.875%, 2/15/2026   138,437
  HealthSouth Corp.:    
175M 5.125%, 3/15/2023   178,938
184M 5.75%, 11/1/2024   188,057
  Mallinckrodt Finance SB:    
275M 5.75%, 8/1/2022 (a)   237,875
225M 5.5%, 4/15/2025 (a)   151,875
300M MEDNAX, Inc., 6.25%, 1/15/2027 (a)   295,875
  Molina Healthcare, Inc.:    
400M 5.375%, 11/15/2022   417,500
250M 4.875%, 6/15/2025 (a)   254,688
125M MPH Operating Partnership, LP, 7.125%, 6/1/2024 (a)   117,838
175M Par Pharmaceutical, Inc., 7.5%, 4/1/2027 (a)   172,375
250M Polaris Intermediate Corp., 8.5%, 12/1/2022 (a)   221,875
675M Syneos Health, Inc., 7.5%, 10/1/2024 (a)   708,750
100M   Tenet Healthcare Corp., 5.125%, 5/1/2025   100,750
        7,895,117
  Home-Building—.8%    
350M Century Communities, Inc., 6.75%, 6/1/2027 (a)   355,687
  William Lyon Homes, Inc.:    
250M 6%, 9/1/2023   255,000
275M   6.625%, 7/15/2027 (a)(b)   275,000
        885,687

 

20

 



 
 
 
Principal      
Amount   Security   Value
  Information Technology—4.6%    
$     980M Alliance Data Systems Corp., 5.375%, 8/1/2022 (a) $          996,415
275M Anixter, Inc., 6%, 12/1/2025 (a)   299,062
250M CDW, LLC, 5%, 9/1/2025   261,094
125M CommScope Finance, LLC, 6%, 3/1/2026 (a)   128,750
50M CommScope Technologies, LLC, 6%, 6/15/2025 (a)   47,110
  Diamond 1 Finance Corp.:    
375M 5.875%, 6/15/2021 (a)   381,356
225M 7.125%, 6/15/2024 (a)   237,540
250M J2 Cloud Services, LLC, 6%, 7/15/2025 (a)   262,813
375M Nielsen Finance, LLC, 5%, 4/15/2022 (a)   375,938
  Nuance Communications, Inc.:    
350M 6%, 7/1/2024   363,563
150M 5.625%, 12/15/2026   156,795
250M Rackspace Hosting, Inc., 8.625%, 11/15/2024 (a)   230,625
575M Solera, LLC, 10.5%, 3/1/2024 (a)   624,594
325M Symantec Corp., 5%, 4/15/2025 (a)   333,407
275M   Verscend Holding Corp., 9.75%, 8/15/2026 (a)   286,688
        4,985,750
  Manufacturing—2.9%    
325M Amsted Industries, Inc., 5.625%, 7/1/2027 (a)   339,625
375M ATS Automation Tooling Systems, Inc., 6.5%, 6/15/2023 (a)   388,125
500M Brand Energy & Infrastructure Services, Inc., 8.5%, 7/15/2025 (a)   455,625
250M Cloud Crane, LLC, 10.125%, 8/1/2024 (a)   269,375
275M Grinding Media, Inc., 7.375%, 12/15/2023 (a)   264,688
300M H&E Equipment Services, Inc., 5.625%, 9/1/2025   309,675
200M HAT Holdings I, LLC, 5.25%, 7/15/2024 (a)(b)   204,500
325M Manitowoc Co., Inc., 9%, 4/1/2026 (a)   325,813
200M Park-Ohio Industries, Inc., 6.625%, 4/15/2027   201,000
350M   Wabash National Corp., 5.5%, 10/1/2025 (a)   333,375
        3,091,801
  Media-Broadcasting—3.1%    
  Belo Corp.:    
200M 7.75%, 6/1/2027   221,000
225M 7.25%, 9/15/2027   243,000
450M LIN Television Corp., 5.875%, 11/15/2022   461,250
  Nexstar Broadcasting, Inc.:    
225M 6.125%, 2/15/2022 (a)   228,375
200M 5.625%, 8/1/2024 (a)   207,692
150M   Nexstar Escrow, Inc., 5.625%, 7/15/2027 (a)(b)   153,938

 

21

 



Portfolio of Investments (continued)
FUND FOR INCOME
June 30, 2019

 
 
 
Principal      
Amount   Security   Value
  Media-Broadcasting (continued)    
  Sinclair Television Group, Inc.:    
$     300M 5.625%, 8/1/2024 (a) $          307,500
100M 5.875%, 3/15/2026 (a)   102,595
225M 5.125%, 2/15/2027 (a)   221,625
  Sirius XM Radio, Inc.:    
450M 4.625%, 7/15/2024 (a)(b)   461,601
725M   6%, 7/15/2024 (a)   747,838
        3,356,414
  Media-Cable TV—7.5%    
  Altice Financing SA:    
525M 6.625%, 2/15/2023 (a)   539,437
200M 7.5%, 5/15/2026 (a)   201,520
  Altice France SA:    
200M 6.25%, 5/15/2024 (a)   206,750
300M 7.375%, 5/1/2026 (a)   308,250
200M 8.125%, 2/1/2027 (a)   210,500
  CCO Holdings, LLC:    
200M 5.25%, 9/30/2022   203,395
275M 5.125%, 2/15/2023   280,032
150M 5.75%, 9/1/2023   153,702
500M 5.875%, 4/1/2024 (a)   523,750
275M 5.875%, 5/1/2027 (a)   290,812
150M 5%, 2/1/2028 (a)   153,555
125M 5.375%, 6/1/2029 (a)(b)   129,375
600M Clear Channel International, 8.75%, 12/15/2020 (a)   616,500
  Clear Channel Worldwide Holdings, Inc.:    
650M Series “A”, 6.5%, 11/15/2022   667,875
300M 9.25%, 2/15/2024 (a)   326,250
  CSC Holdings, LLC:    
750M 5.375%, 7/15/2023 (a)   772,500
200M 6.625%, 10/15/2025 (a)   214,500
  DISH DBS Corp.:    
225M 5%, 3/15/2023   218,250
250M 5.875%, 11/15/2024   237,500
  Gray Television, Inc.:    
50M 5.125%, 10/15/2024 (a)   51,063
275M 5.875%, 7/15/2026 (a)   286,000
900M Midcontinent Communications & Finance Corp.,    
    6.875%, 8/15/2023 (a)   938,250

 

22

 



 
 
 
Principal      
Amount   Security   Value
  Media-Cable TV (continued)    
  Netflix, Inc.:    
$     100M 4.375%, 11/15/2026 $          102,530
100M 4.875%, 4/15/2028   103,375
375M   Unitymedia GmbH, 6.125%, 1/15/2025 (a)   391,969
        8,127,640
  Media-Diversified—1.7%    
25M E.W. Scripps Co., 5.125%, 5/15/2025 (a)   24,062
375M Gannett Co., Inc., 6.375%, 10/15/2023   387,656
300M iHeart Communications, 8.375%, 5/1/2027   315,756
225M Outdoor Americas Capital, LLC, 5.875%, 3/15/2025   233,437
900M   Tribune Media Co., 5.875%, 7/15/2022   920,160
        1,881,071
  Metals/Mining—4.7%    
475M Allegheny Technologies, Inc., 7.875%, 8/15/2023   510,767
250M Cleveland-Cliffs, Inc., 5.875%, 6/1/2027 (a)   243,750
  Commercial Metals Co.:    
525M 4.875%, 5/15/2023   531,562
175M 5.375%, 7/15/2027   174,562
250M Constellium NV, 5.75%, 5/15/2024 (a)   257,500
350M First Quantum Minerals, Ltd., 6.5%, 3/1/2024 (a)   328,562
175M HudBay Minerals, Inc., 7.25%, 1/15/2023 (a)   180,906
450M Joseph T. Ryerson & Son, Inc., 11%, 5/15/2022 (a)   476,016
75M Mineral Resources, Ltd., 8.125%, 5/1/2027 (a)   78,281
25M Mountain Province Diamonds, Inc., 8%, 12/15/2022 (a)   24,969
375M Natural Resource Partners, LP, 9.125%, 6/30/2025 (a)   387,188
250M Northwest Acquisitions, ULC, 7.125%, 11/1/2022 (a)   173,125
  Novelis, Inc.:    
275M 6.25%, 8/15/2024 (a)   289,014
225M 5.875%, 9/30/2026 (a)   228,375
700M SunCoke Energy Partners, LP, 7.5%, 6/15/2025 (a)   686,000
525M   TMS International Corp., 7.25%, 8/15/2025 (a)   509,250
        5,079,827
  Real Estate—1.5%    
  Geo Group, Inc.:    
100M 5.125%, 4/1/2023   90,000
225M 6%, 4/15/2026   196,807
325M   Greystar Real Estate Partners, 5.75%, 12/1/2025 (a)   332,313

 

23

 



Portfolio of Investments (continued)
FUND FOR INCOME
June 30, 2019

 
 
 
Principal      
Amount   Security   Value
  Real Estate (continued)    
  Iron Mountain, Inc.:    
$     225M 5.75%, 8/15/2024 $          227,844
250M 5.25%, 3/15/2028 (a)   251,563
175M Lennar Corp., 4.875%, 12/15/2023   185,063
80M MPT Operating Partnership, LP, 6.375%, 3/1/2024   83,900
225M   Sabra Health Care, LP, 5.125%, 8/15/2026   234,410
        1,601,900
  Retail-General Merchandise—1.7%    
  1011778 B.C., ULC:    
500M 4.625%, 1/15/2022 (a)   501,250
250M 5%, 10/15/2025 (a)   252,575
  AmeriGas Partners, LP:    
50M 5.625%, 5/20/2024   53,500
225M 5.5%, 5/20/2025   237,937
225M J.C. Penney Co., Inc., 8.625%, 3/15/2025   111,375
150M KFC Holding Co., LLC, 5%, 6/1/2024 (a)   155,438
425M L Brands, Inc., 6.75%, 7/1/2036   367,625
125M   SRS Distribution, Inc., 8.25%, 7/1/2026 (a)   121,875
        1,801,575
  Services—2.8%    
525M ADT Corp., 3.5%, 7/15/2022   525,656
225M AECOM, 5.125%, 3/15/2027   235,125
  GCI, Inc.:    
300M 6.75%, 6/1/2021   300,375
825M 6.875%, 4/15/2025   864,187
525M GW Honos Security Corp., 8.75%, 5/15/2025 (a)   521,062
50M KAR Auction Services, Inc., 5.125%, 6/1/2025 (a)   51,125
91M Prime Security Services Borrower, LLC, 9.25%, 5/15/2023 (a)   95,739
  United Rentals, Inc.:    
150M 4.625%, 10/15/2025   152,813
325M   5.5%, 5/15/2027   342,875
        3,088,957
  Telecommunications—2.6%    
  Frontier Communications Corp.:    
175M 8.5%, 4/1/2026 (a)   170,187
75M 8%, 4/1/2027 (a)   78,187
400M GCI, LLC, 6.625%, 6/15/2024 (a)   420,120
225M   Qwest Corp., 7.25%, 9/15/2025   250,707

 

24

 



 
 
 
Principal      
Amount   Security   Value
  Telecommunications (continued)    
$     125M Telecom Italia Capital SA, 7.2%, 7/18/2036 $          138,437
200M Telecom Italia SpA, 5.303%, 5/30/2024   207,750
375M Telesat Canada, 8.875%, 11/15/2024 (a)   406,875
  Zayo Group, LLC:    
350M 6%, 4/1/2023   359,625
250M 6.375%, 5/15/2025   255,925
525M   5.75%, 1/15/2027 (a)   536,224
        2,824,037
  Transportation—2.1%    
375M BCD Acquisition, Inc., 9.625%, 9/15/2023 (a)   395,156
  Fly Leasing, Ltd.:    
275M 6.375%, 10/15/2021   282,219
250M 5.25%, 10/15/2024   256,250
225M Mobile Mini, Inc., 5.875%, 7/1/2024   232,313
300M VistaJet Malta Finance, PLC, 10.5%, 6/1/2024 (a)   300,000
750M   XPO Logistics, Inc., 6.125%, 9/1/2023 (a)   779,063
        2,245,001
  Utilities—3.2%    
150M AES Corp., 6%, 5/15/2026   159,750
  Calpine Corp.:    
100M 5.75%, 1/15/2025   99,625
275M 5.25%, 6/1/2026 (a)   280,844
75M Clearway Energy Operating, LLC, 5.75%, 10/15/2025 (a)   76,406
300M Drax Finco, PLC, 6.625%, 11/1/2025 (a)   308,121
257M Dynegy, Inc., 7.375%, 11/1/2022   266,959
21M Indiantown Cogeneration Utilities, LP, 9.77%, 12/15/2020   22,114
400M Nextera Energy Operating Partners, 4.25%, 7/15/2024 (a)   403,258
125M NRG Yield Operating, LLC, 5%, 9/15/2026   123,338
289M NSG Holdings, LLC, 7.75%, 12/15/2025 (a)   311,310
  Talen Energy Supply, LLC:    
100M 7.25%, 5/15/2027 (a)   102,750
175M 6.625%, 1/15/2028 (a)(b)   174,563
850M Targa Resources Partners, LP, 4.25%, 11/15/2023   853,188
250M   Terraform Power Operating, LLC, 5%, 1/31/2028 (a)   251,875
        3,434,101

 

25

 



Portfolio of Investments (continued)
FUND FOR INCOME
June 30, 2019

 
 
 
Principal      
Amount   Security   Value
  Waste Management—.8%    
$     100M Clean Harbors, Inc., 4.875%, 7/15/2027 (a)(b) $          101,885
275M Covanta Holding Corp., 5.875%, 7/1/2025   287,031
  GFL Environmental, Inc.:    
175M 5.625%, 5/1/2022 (a)   177,187
250M   8.5%, 5/1/2027 (a)   269,687
        835,790
  Wireless Communications—3.9%    
275M Consolidated Communications, Inc., 6.5%, 10/1/2022   257,727
175M Hughes Satellite Systems Corp., 6.625%, 8/1/2026   184,406
150M Inmarsat Finance, PLC, 4.875%, 5/15/2022 (a)   151,688
275M Intelsat Jackson Holdings SA, 8.5%, 10/15/2024 (a)   273,625
  Level 3 Financing, Inc.:    
250M 6.125%, 1/15/2021   251,875
75M 5.375%, 8/15/2022   75,281
250M 5.125%, 5/1/2023   253,025
300M 5.375%, 1/15/2024   307,500
175M Sprint Capital Corp., 8.75%, 3/15/2032   203,000
  Sprint Corp.:    
1,150M 7.875%, 9/15/2023   1,252,063
125M 7.125%, 6/15/2024   132,850
150M 7.625%, 2/15/2025   160,125
450M 7.625%, 3/1/2026   480,825
  T-Mobile USA, Inc.:    
50M 6.5%, 1/15/2024   51,875
200M   5.125%, 4/15/2025   208,906
        4,244,771
Total Value of Corporate Bonds (cost $97,549,197)   98,765,216
  LOAN PARTICIPATIONS†—5.0%    
  Chemicals—.4%    
  Flint Group:    
69M 5.5811%, 9/6/2021   59,066
423M   5.5811%, 9/7/2021   361,805
        420,871
  Financials—.5%    
598M   TransUnion, LLC, 4.4023%, 6/30/2025   598,118

 

26

 



 
 
 
Principal        
Amount   Security         Value
  Food/Beverage/Tobacco—.2%      
$     237M   Chobani, LLC, 5.9023%, 10/9/2023         $          233,886
  Gaming/Leisure—.4%      
400M   Dorna Sports SL, 5.883%, 4/12/2024         393,418
  Health Care—.3%      
347M   Inovalon Holdings, Inc., 5.9375%, 4/2/2025         347,809
  Media-Cable TV—.1%      
150M   Nexstar Broadcasting, Inc., 2.75%, 6/19/2026 (b)       149,562
  Media-Diversified—1.1%      
125M DiscoverOrg., LLC, 6.9023%, 2/2/2026     124,337
550M iHeart Communications, 4%, 5/1/2026 (b)     551,238
500M   Tribune Media Co., 5.4023%, 1/29/2024         500,625
              1,176,200
  Metals/Mining—.5%      
500M   Zekelman Industries, Inc., 4.6523%, 6/14/2021       499,062
  Telecommunication Services—1.2%      
497M CenturyLink, Inc., 5.1523%, 1/31/2025     486,593
800M   Intelsat Jackson Holdings SA, 6.9041%, 1/2/2024       804,000
              1,290,593
  Utilities—.3%      
  Edgewater Generation:      
120M 6.1524%, 12/12/2025     119,926
160M   3.75%, 12/15/2025 (b)         159,600
              279,526
Total Value of Loan Participations (cost $5,419,977)         5,389,045
Total Value of Investments (cost $102,969,174) 96.4 %   104,154,261
Other Assets, Less Liabilities 3.6       3,859,401
Net Assets     100.0 %   $108,013,662

 

(a)  Security exempt from registration under Rule 144A of the Securities Act of 1933 (see Note 5).
 
(b)  A portion or all of the security purchased on a when-issued or delayed delivery basis (see Note 1G).
 
†  Interest rates are determined and reset periodically. The interest rates above are the rates in effect
at June 30, 2019.

 

27

 



Portfolio of Investments (continued)
FUND FOR INCOME
June 30, 2019

Summary of Abbreviations:
LLLP Limited Liability Limited Partnership
ULC Unlimited Liability Corporation

 

The Fund’s assets and liabilities are classified into the following three levels based on the inputs used to value the assets and liabilities:

Level 1 — Unadjusted quoted prices in active markets for identical securities that the Fund has the ability to access.

Level 2 — Observable inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly. These inputs may include quoted prices for the identical instrument on an inactive market, prices for similar instruments, interest rates, prepayment speeds, credit risk, yield curves, default rates and similar data.

Level 3 — Unobservable inputs for the asset or liability, to the extent relevant observable inputs are not available, representing the Fund’s own assumption about the assumptions a market participant would use in valuing the asset or liability, and would be based on the best information available.

The inputs methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities. For example, U.S. Government securities are reflected as Level 2 because the inputs used to determine fair value may not always be quoted prices in an active market.

The following is a summary, by category of Level, of inputs used to value the Fund’s investments as of June 30, 2019:

    Level 1   Level 2   Level 3   Total
Corporate Bonds $ $ 98,765,216 $ $  98,765,216
Loan Participations     5,389,045     5,389,045
Total Investments in Securities* $ $ 104,154,261 $ $ 104,154,261

 

The Portfolio of Investments provides information on the industry categorization of corporate bonds
and loan participations.
 
There were no transfers into or from Level 1 and Level 2 by the Fund for the six months ended
June 30, 2019. Transfers, if any, between Levels are recognized at the end of the reporting period.

 

28 See notes to financial statements

 



Fund Expenses (unaudited)
GOVERNMENT CASH MANAGEMENT FUND

The examples below show the ongoing costs (in dollars) of investing in your Fund and will help you in comparing these costs with costs of other mutual funds. Please refer to page 1 for a detailed explanation of the information presented in these examples.

 
  Beginning Ending  
  Account Account Expenses Paid
  Value Value During Period
  (1/1/19) (6/30/19) (1/1/19–6/30/19)*
Expense Examples      
Actual $1,000.00 $1,008.26 $3.83
Hypothetical      
(5% annual return before expenses) $1,000.00 $1,020.97 $3.86

 

Expenses are equal to the annualized expense ratio of .77%, multiplied by the average account
value over the period, multiplied by 181/365 (to reflect the one-half year period). Expenses paid
during the period are net of expenses waived and/or assumed.

 

Portfolio Composition
BY SECTOR


Portfolio holdings and allocations are subject to change. Percentages are as of June 30, 2019, and are
based on the total value of investments.

 

29

 



Portfolio of Investments
GOVERNMENT CASH MANAGEMENT FUND
June 30, 2019

 
  
 
Principal   Interest    
Amount   Security     Rate *  Value
  SHORT-TERM U.S. GOVERNMENT      
  OBLIGATIONS—65.7%      
  U.S. Treasury Bills:      
$800M 7/5/2019 2.38 % $          799,788
350M 7/11/2019 2.40   349,765
800M 7/18/2019 2.36   799,106
400M 7/25/2019 2.40   399,353
500M 7/30/2019 2.28   499,079
500M 8/1/2019 2.30   499,008
200M 8/8/2019 2.06   199,565
400M 8/8/2019 2.37   398,995
600M 8/22/2019 2.19   598,103
400M 9/19/2019 2.17   398,071
500M 10/17/2019 2.39   496,407
400M 10/24/2019 2.35   396,985
350M 10/31/2019 2.35   347,199
400M   11/21/2019     2.23   396,448
Total Value of Short-Term U.S. Government Obligations (cost $6,577,872)   6,577,872
  VARIABLE AND FLOATING RATE NOTES—30.4%    
  Federal Farm Credit Bank:      
400M 7/2/2019 2.30   399,999
400M 8/9/2019 2.60   400,104
900M 11/14/2019 2.57   900,684
  Federal Home Loan Bank:      
440M 7/5/2019 2.44   440,007
400M 7/25/2019 2.31   399,992
500M   10/11/2019     2.32   499,864
Total Value of Variable and Floating Rate Notes (cost $3,040,650)         3,040,650

 

30

 



 
 
 
Principal     Interest  
Amount   Security     Rate *  Value
  SHORT-TERM U.S. GOVERNMENT AGENCY    
  OBLIGATIONS—4.0%      
$400M   Federal Home Loan Bank, 7/12/2019 (cost $399,718)   2.30 % $      399,718
Total Value of Investments (cost $10,018,240)** 100.1 %   10,018,240
Excess of Liabilities Over Other Assets (.1 )     (7,000)
Net Assets     100.0 %     $10,011,240

 

The interest rates shown are the effective rates at the time of purchase by the Fund. The interest
rates shown on variable and floating rate notes are adjusted periodically; the rates shown are the
rates in effect at June 30, 2019.
 
**  Aggregate cost for federal income tax purposes is the same.

 

31

 



Portfolio of Investments (continued)
GOVERNMENT CASH MANAGEMENT FUND
June 30, 2019

The Fund’s assets and liabilities are classified into the following three levels based on the inputs used to value the assets and liabilities:

Level 1 — Unadjusted quoted prices in active markets for identical securities that the Fund has the ability to access.

Level 2 — Observable inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly. These inputs may include quoted prices for the identical instrument on an inactive market, prices for similar instruments, interest rates, prepayment speeds, credit risk, yield curves, default rates and similar data.

Level 3 — Unobservable inputs for the asset or liability, to the extent relevant observable inputs are not available, representing the Fund’s own assumption about the assumptions a market participant would use in valuing the asset or liability, and would be based on the best information available.

The inputs methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities. For example, U.S. Government securities are reflected as Level 2 because the inputs used to determine fair value may not always be quoted prices in an active market.

The following is a summary, by category of Level, of inputs used to value the Fund’s investments as of June 30, 2019:

    Level 1   Level 2   Level 3   Total
Short-Term U.S. Government            
Obligations $ $ 6,577,872 $ $ 6,577,872
Variable and Floating Rate Notes:            
U.S. Government Agency            
Obligations   3,040,650   3,040,650
Short-Term U.S. Government            
Agency Obligations     399,718     399,718
Total Investments in Securities $ $ 10,018,240 $ $ 10,018,240

 

There were no transfers into or from Level 1 and Level 2 by the Fund for the six months ended
June 30, 2019. Transfers, if any, between Levels are recognized at the end of the reporting period.

 

32 See notes to financial statements

 



Fund Expenses (unaudited)
GROWTH & INCOME FUND

The examples below show the ongoing costs (in dollars) of investing in your Fund and will help you in comparing these costs with costs of other mutual funds. Please refer to page 1 for a detailed explanation of the information presented in these examples.

 
  Beginning Ending  
  Account Account Expenses Paid
  Value Value During Period
  (1/1/19) (6/30/19) (1/1/19–6/30/19)*
Expense Examples      
Actual $1,000.00 $1,153.73 $4.17
Hypothetical      
(5% annual return before expenses) $1,000.00 $1,020.92 $3.91

 

Expenses are equal to the annualized expense ratio of .78%, multiplied by the average account
value over the period, multiplied by 181/365 (to reflect the one-half year period).

 

Portfolio Composition
TOP TEN SECTORS


Portfolio holdings and allocations are subject to change. Percentages are as of June 30, 2019, and are
based on the total value of investments.

 

33

 



Portfolio of Investments
GROWTH & INCOME FUND
June 30, 2019

 
 
 
 
Shares   Security   Value
  COMMON STOCKS—92.6%    
  Communication Services—8.8%    
4,950 Alphabet, Inc. – Class “A” $          5,359,860
226,550 AT&T, Inc.   7,591,690
52,100 CBS Corp. – Class “B”   2,599,790
217,450 Comcast Corp. – Special Shares “A”   9,193,786
86,650 Fox Corp. – Class “B”   3,165,324
36,250 Take-Two Interactive Software, Inc.   4,115,463
162,600 Verizon Communications, Inc.   9,289,338
19,927   Walt Disney Co.   2,782,606
        44,097,857
  Consumer Discretionary—4.1%    
35,650 Aptiv, PLC   2,881,590
1,650 Booking Holdings, Inc.   3,093,271
10,000 Burlington Stores, Inc.   1,701,500
24,350 Home Depot, Inc.   5,064,069
24,100 Lowe’s Cos., Inc.   2,431,931
18,900 McDonald’s Corp.   3,924,774
15,700   Ross Stores, Inc.   1,556,184
        20,653,319
  Consumer Staples—6.8%    
106,668 Coca-Cola Co.   5,431,535
65,079 Koninklijke Ahold Delhaize NV (ADR)   1,461,674
73,300 Mondelez International, Inc. – Class “A”   3,950,870
43,300 PepsiCo, Inc.   5,677,929
50,300 Philip Morris International, Inc.   3,950,059
62,200 Procter & Gamble Co.   6,820,230
62,350   Walmart, Inc.   6,889,052
        34,181,349
  Energy—8.3%    
131,638 BP, PLC (ADR)   5,489,305
64,700 Chevron Corp.   8,051,267
65,500 ConocoPhillips   3,995,500
22,800 EOG Resources, Inc.   2,124,048
101,350 ExxonMobil Corp.   7,766,450
45,700   Hess Corp.   2,905,149

 

34

 



 
 
 
 
Shares   Security   Value
  Energy (continued)    
76,652 Marathon Petroleum Corp. $          4,283,314
111,607 Suncor Energy, Inc.   3,477,674
45,550   Valero Energy Corp.   3,899,536
        41,992,243
  Financials—18.5%    
44,506 American Express Co.   5,493,821
46,500 American International Group, Inc.   2,477,520
298,150 Bank of America Corp.   8,646,350
82,950 Bank of New York Mellon Corp.   3,662,242
36,650 Berkshire Hathaway, Inc. – Class “B”   7,812,680
55,500 Chubb, Ltd.   8,174,595
93,250 Citigroup, Inc.   6,530,297
104,850 Citizens Financial Group, Inc.   3,707,496
29,093 Discover Financial Services   2,257,326
18,250 Goldman Sachs Group, Inc.   3,733,950
110,288 JPMorgan Chase & Co.   12,330,198
51,100 MetLife, Inc.   2,538,137
54,950 Morgan Stanley   2,407,360
34,400 PNC Financial Services Group, Inc.   4,722,432
27,600 Travelers Cos., Inc.   4,126,752
120,200 U.S. Bancorp   6,298,480
173,667   Wells Fargo & Co.   8,217,922
        93,137,558
  Health Care—14.4%    
53,000 Abbott Laboratories   4,457,300
8,639 Anthem, Inc.   2,438,012
66,750 Centene Corp.   3,500,370
34,850 Eli Lilly & Co.   3,861,032
54,000 Gilead Sciences, Inc.   3,648,240
38,100 Hill-Rom Holdings, Inc.   3,986,022
44,925 Johnson & Johnson   6,257,154
54,600 Koninklijke Philips NV (ADR)   2,379,468
72,512 Medtronic, PLC   7,061,944
107,943 Merck & Co., Inc.   9,051,021
198,993 Pfizer, Inc.   8,620,377
60,350 Smith & Nephew, PLC (ADR)   2,627,639
20,943   Thermo Fisher Scientific, Inc.   6,150,540

 

35

 



Portfolio of Investments (continued)
GROWTH & INCOME FUND
June 30, 2019

 
 
 
 
Shares   Security   Value
  Health Care (continued)    
6,759 UnitedHealth Group, Inc. $          1,649,264
42,700 Zimmer Biomet Holdings, Inc.   5,027,498
15,772   Zoetis, Inc.   1,789,964
        72,505,845
  Industrials—10.4%    
4,200 Boeing Co.   1,528,842
45,350 Eaton Corp., PLC   3,776,748
59,400 Gardner Denver Holdings, Inc.   2,055,240
39,300 Honeywell International, Inc.   6,861,387
35,950 Ingersoll-Rand, PLC   4,553,787
64,250 Jacobs Engineering Group, Inc.   5,422,058
13,608 Lockheed Martin Corp.   4,947,052
97,600 Masco Corp.   3,829,824
16,300 Northrop Grumman Corp.   5,266,693
12,748 Stanley Black & Decker, Inc.   1,843,488
33,600 Union Pacific Corp.   5,682,096
49,550   United Technologies Corp.   6,451,410
        52,218,625
  Information Technology—11.6%    
53,200 Advanced Micro Devices, Inc.   1,615,684
73,021 Applied Materials, Inc.   3,279,373
8,909 ASML Holdings NV   1,852,448
184,050 Cisco Systems, Inc.   10,073,056
130,850 Corning, Inc.   4,348,145
89,350 eBay, Inc.   3,529,325
5,500 FleetCor Technologies, Inc.   1,544,675
88,656 HP, Inc.   1,843,158
125,750 Intel Corp.   6,019,653
60,000 Microsoft Corp.   8,037,600
45,300 Oracle Corp.   2,580,741
69,688 QUALCOMM, Inc.   5,301,166
22,350 Synopsys, Inc.   2,876,222
29,500 TE Connectivity, Ltd.   2,825,510
25,250   Texas Instruments, Inc.   2,897,690
        58,624,446

 

36

 



 
 
Shares or        
Principal        
Amount   Security         Value
  Materials—2.7%      
25,700 Celanese Corp.   $          2,770,460
28,666 Dow, Inc.     1,413,520
28,666 DuPont de Nemours, Inc.     2,151,957
26,520 FMC Corp.     2,199,834
13,150 Linde, PLC     2,640,520
28,800   LyondellBasell Industries NV – Class “A”         2,480,544
              13,656,835
  Real Estate—2.0%      
8,100 American Tower Corp. (REIT)     1,656,045
21,800 Crown Castle International Corp. (REIT)     2,841,630
12,800 Federal Realty Investment Trust (REIT)     1,648,128
43,421   iShares U.S. Real Estate (ETF)         3,791,088
              9,936,891
  Utilities—5.0%      
28,100 American Electric Power Co., Inc.     2,473,081
46,350 CMS Energy Corp.     2,684,128
26,950 Entergy Corp.     2,773,963
50,450 Exelon Corp.     2,418,573
64,100 FirstEnergy Corp.     2,744,121
15,600 NextEra Energy, Inc.     3,195,816
18,052 Pinnacle West Capital Corp.     1,698,513
47,050 Utilities Select Sector SPDR Fund (ETF)     2,805,592
24,250 WEC Energy Group, Inc.     2,021,723
42,300   Xcel Energy, Inc.         2,516,427
              25,331,937
Total Value of Common Stocks (cost $329,279,491)         466,336,905
  SHORT-TERM U.S. GOVERNMENT      
  OBLIGATIONS—6.8%      
  U.S. Treasury Bills:      
$20,000M 2.05%, 7/2/2019     19,998,920
14,000M   1.989%, 7/16/2019         13,988,072
Total Value of Short-Term U.S. Government Obligations (cost $33,987,255)       33,986,992
Total Value of Investments (cost $363,266,746) 99.4 % 500,323,897
Other Assets, Less Liabilities .6       3,105,836
Net Assets     100.0 %       $503,429,733

 

Non-income producing

 

37

 



Portfolio of Investments (continued)
GROWTH & INCOME FUND
June 30, 2019

Summary of Abbreviations:
ADR American Depositary Receipts
ETF Exchange Traded Fund
REIT Real Estate Investment Trust
SPDR Standard & Poor’s Depository Receipts

 

The Fund’s assets and liabilities are classified into the following three levels based on the inputs used to value the assets and liabilities:

Level 1 — Unadjusted quoted prices in active markets for identical securities that the Fund has the ability to access.

Level 2 — Observable inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly. These inputs may include quoted prices for the identical instrument on an inactive market, prices for similar instruments, interest rates, prepayment speeds, credit risk, yield curves, default rates and similar data.

Level 3 — Unobservable inputs for the asset or liability, to the extent relevant observable inputs are not available, representing the Fund’s own assumption about the assumptions a market participant would use in valuing the asset or liability, and would be based on the best information available.

The inputs methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities. For example, U.S. Government securities are reflected as Level 2 because the inputs used to determine fair value may not always be quoted prices in an active market.

The following is a summary, by category of Level, of inputs used to value the Fund’s investments as of June 30, 2019:

    Level 1   Level 2   Level 3   Total
Common Stocks $ 466,336,905 $ $ $ 466,336,905
Short-Term U.S. Government            
Obligations     33,986,992     33,986,992
Total Investments in Securities* $ 466,336,905 $ 33,986,992 $ $ 500,323,897

 

The Portfolio of Investments provides information on the industry categorization for common stocks.
 
There were no transfers into or from Level 1 and Level 2 by the Fund for the six months ended
June 30, 2019. Transfers, if any, between Levels are recognized at the end of the reporting period.

 

38 See notes to financial statements

 


 


Fund Expenses (unaudited)
INTERNATIONAL FUND

The examples below show the ongoing costs (in dollars) of investing in your Fund and will help you in comparing these costs with costs of other mutual funds. Please refer to page 1 for a detailed explanation of the information presented in these examples.

       
  Beginning Ending  
  Account Account Expenses Paid
  Value Value During Period
  (1/1/19) (6/30/19) (1/1/19–6/30/19)*
Expense Examples      
Actual $1,000.00 $1,189.12 $4.67
Hypothetical      
(5% annual return before expenses) $1,000.00 $1,020.53 $4.31

 

Expenses are equal to the annualized expense ratio of .86%, multiplied by the average account
value over the period, multiplied by 181/365 (to reflect the one-half year period).

 

Portfolio Composition
BY SECTOR


Portfolio holdings and allocations are subject to change. Percentages are as of June 30, 2019, and are
based on the total value of investments.

 

39

 



Portfolio of Investments
INTERNATIONAL FUND
June 30, 2019

         
  
  
  
Shares   Security   Value
  COMMON STOCKS—96.6%    
  France—12.7%    
30,605 Air Liquide SA $          4,282,257
5,883 L’Oreal SA   1,675,735
6,105 LVMH Moet Hennessy Louis Vuitton SE   2,598,389
34,855 Safran SA   5,106,793
19,846 Teleperformance   3,976,286
34,773   VINCI SA   3,561,007
        21,200,467
  United Kingdom—12.4%    
86,609 Ashtead Group, PLC   2,479,162
81,983 Bunzl, PLC   2,162,461
35,024 DCC, PLC   3,122,417
60,714 Diageo, PLC   2,609,199
38,230 London Stock Exchange   2,663,472
173,469 RELX NV   4,197,515
691,049   Rentokil Initial, PLC   3,488,462
        20,722,688
  India—11.0%    
226,669 HDFC Bank, Ltd.   8,024,662
114,721 Housing Development Finance Corp., Ltd.   3,643,184
1,138,336 Power Grid Corp. of India, Ltd.   3,411,998
101,800   Tata Consultancy Services, Ltd.   3,284,618
        18,364,462
  Canada—10.1%    
101,232 Alimentation Couche-Tard, Inc. – Class “B”   6,370,531
91,755 CAE, Inc.   2,467,026
39,705 Canadian National Railway Co.   3,674,733
4,540   Constellation Software, Inc.   4,278,947
        16,791,237
  United States—9.8%    
3,245 * Alphabet, Inc. – Class “C”   3,507,553
2,826 * Booking Holdings, Inc.   5,297,930
18,788 Mastercard, Inc. – Class “A”   4,969,990
25,748   Medtronic, PLC   2,507,598
        16,283,071

 

40

 



         
 
 
 
Shares   Security   Value
  Netherlands—6.5%    
15,161 Heineken NV $          1,691,892
94,809 Unilever NV – CVA   5,774,161
46,207   Wolters Kluwer NV   3,363,738
        10,829,791
  Switzerland—5.2%    
41,813 * Alcon, Inc.   2,581,938
59,220   Nestle SA   6,130,684
        8,712,622
  Germany—5.0%    
11,564 Adidas AG   3,570,069
34,140   SAP SE   4,687,976
        8,258,045
  Belgium—3.4%    
64,336   Anheuser-Busch InBev SA   5,694,500
  Spain—3.4%    
45,052 * Cellnex Telecom SA   1,666,980
134,298   Grifols SA – Class “A”   3,970,467
        5,637,447
  China—3.2%    
19,412 * Alibaba Group Holding, Ltd. (ADR)   3,289,363
44,510   Tencent Holdings, Ltd.   2,009,067
        5,298,430
  Ireland—2.5%    
18,411 Flutter Entertainment, PLC   1,384,651
51,838   Kingspan Group, PLC   2,815,213
        4,199,864
  Brazil—2.5%    
79,781 Equatorial Energia SA   1,919,132
232,826   Itau Unibanco Holding SA (ADR)   2,193,221
        4,112,353

 

41

 



Portfolio of Investments (continued)
INTERNATIONAL FUND
June 30, 2019

           
 
Shares or      
Principal      
Amount   Security     Value
  Japan—2.4%    
6,422   Keyence Corp.     $         3,939,033
  Hong Kong—2.2%    
469,440   Techtronic Industries Co., Ltd.     3,593,650
  Mexico—1.9%    
1,138,160   Walmart de Mexico SAB de CV     3,106,647
  Taiwan—1.2%    
52,949   Taiwan Semiconductor Manufacturing Co. , Ltd. (ADR)   2,074,012
  Australia—1.2%    
13,330   CSL, Ltd.     2,012,040
Total Value of Common Stocks (cost $115,915,787)     160,830,359
  SHORT-TERM U.S.GOVERNMENT    
  OBLIGATIONS—1.8%    
  United States    
$3,000M   U.S. Treasury Bills, 2.05%, 7/2/2019 (cost $2,999,829)   2,999,838
Total Value of Investments (cost $118,915,616) 98.4 % 163,830,197
Other Assets, Less Liabilities 1.6   2,619,512
Net Assets     100.0 % $166,449,709

 

Non-income producing
 
Summary of Abbreviations:
ADR American Depositary Receipts

 

42

 



The Fund’s assets and liabilities are classified into the following three levels based on the inputs used to value the assets and liabilities:

Level 1 — Unadjusted quoted prices in active markets for identical securities that the Fund has the ability to access.

Level 2 — Observable inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly. These inputs may include quoted prices for the identical instrument on an inactive market, prices for similar instruments, interest rates, prepayment speeds, credit risk, yield curves, default rates and similar data.

Level 3 — Unobservable inputs for the asset or liability, to the extent relevant observable inputs are not available, representing the Fund’s own assumption about the assumptions a market participant would use in valuing the asset or liability, and would be based on the best information available.

The inputs methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities. For example, U.S. Government securities are reflected as Level 2 because the inputs used to determine fair value may not always be quoted prices in an active market.

The following is a summary, by category of Level, of inputs used to value the Fund’s investments as of June 30, 2019:

  Level 1 Level 2 Level 3 Total
Common Stocks            
France $ 21,200,467 $ $ $ 21,200,467
United Kingdom 20,722,688     20,722,688
India 18,364,462     18,364,462
Canada 16,791,237     16,791,237
United States 16,283,071     16,283,071
Netherlands 10,829,791     10,829,791
Switzerland 8,712,622     8,712,622
Germany 8,258,045     8,258,045
Belgium 5,694,500     5,694,500
Spain 5,637,447     5,637,447
China 5,298,430     5,298,430
Ireland 4,199,864     4,199,864
Brazil 4,112,353     4,112,353
Japan 3,939,033     3,939,033
Hong Kong 3,593,650     3,593,650
Mexico 3,106,647     3,106,647
Taiwan 2,074,012     2,074,012
Australia 2,012,040     2,012,040
Short-Term U.S. Government            
Obligations     2,999,838     2,999,838
Total Investments in Securities $ 160,830,359 $ 2,999,838 $ $ 163,830,197

 

Transfers between Level 2 and Level 1 securities as of June 30, 2019 resulted from securities priced
previously with an official close price (Level 1 securities) or securities fair valued by the Valuation
Committee (Level 2 securities). Transfers from Level 2 to Level 1 for the six months ended June 30, 2019
were $18,957,557. Transfers, if any, between Levels are recognized at the end of the reporting period.

 

See notes to financial statements 43

 



Fund Expenses (unaudited)
INVESTMENT GRADE FUND

The examples below show the ongoing costs (in dollars) of investing in your Fund and will help you in comparing these costs with costs of other mutual funds. Please refer to page 1 for a detailed explanation of the information presented in these examples.

       
  Beginning Ending  
  Account Account Expenses Paid
  Value Value During Period
  (1/1/19) (6/30/19) (1/1/19–6/30/19)*
Expense Examples      
Actual $1,000.00 $1,091.47 $3.63
Hypothetical      
(5% annual return before expenses) $1,000.00 $1,021.32 $3.51

 

Expenses are equal to the annualized expense ratio of .70%, multiplied by the average account
value over the period, multiplied by 181/365 (to reflect the one-half year period). Expenses paid
during the period are net of expenses waived.

 

Portfolio Composition
TOP TEN SECTORS


Portfolio holdings and allocations are subject to change. Percentages are as of June 30, 2019, and are
based on thetotal value of investments.

 

44

 



Portfolio of Investments
INVESTMENT GRADE FUND
June 30, 2019

         
 
 
Principal      
Amount   Security   Value
  CORPORATE BONDS—83.1%    
  Aerospace/Defense—.8%    
$   500M   Rockwell Collins, Inc., 3.5%, 3/15/2027   $          520,761
  Automotive—5.3%    
500M Daimler Finance NA, LLC, 3.3%, 5/19/2025 (a)   512,066
  Ford Motor Credit Co., LLC:    
600M 8.125%, 1/15/2020   617,068
400M 3.81%, 1/9/2024   400,134
  General Motors Financial Co., Inc.:    
400M 5.25%, 3/1/2026   429,408
100M 5.65%, 1/17/2029   110,061
  Lear Corp.:    
400M 5.25%, 1/15/2025   414,456
300M 3.8%, 9/15/2027   297,240
400M O’Reilly Automotive, Inc., 3.55%, 3/15/2026   412,767
300M   Volkswagen Group America, 4%, 11/12/2021   309,756
        3,502,956
  Chemicals—2.9%    
500M Dow Chemical Co., 3.5%, 10/1/2024   520,004
500M DowDuPont, Inc., 4.725%, 11/15/2028   566,656
500M LyondellBasell Industries NV, 6%, 11/15/2021   536,284
300M   Nutrien, Ltd., 3.375%, 3/15/2025   307,727
        1,930,671
  Energy—9.5%    
500M Andeavor Logistics, LP, 5.25%, 1/15/2025   529,260
399M Continental Resources, Inc., 5%, 9/15/2022   402,687
400M Enable Midstream Partners, LP, 4.4%, 3/15/2027   403,504
500M Enbridge Energy Partners, LP, 4.2%, 9/15/2021   515,650
  Enterprise Products Operating:    
300M 7.55%, 4/15/2038   415,980
200M 4.8%, 2/1/2049   222,265
200M 4.2%, 1/31/2050 (b)   205,386
500M Kinder Morgan Energy Partners, LP, 3.45%, 2/15/2023   514,004
450M Kinder Morgan, Inc., 5.625%, 11/15/2023 (a)   498,570
  Magellan Midstream Partners, LP:    
500M 5%, 3/1/2026   555,942
400M 4.85%, 2/1/2049   447,641
400M Midwest Connector Capital Co., LLC, 4.625%, 4/1/2029 (a)   429,064
400M   Noble Energy, Inc., 3.85%, 1/15/2028   408,239

 

45

 



Portfolio of Investments (continued)
INVESTMENT GRADE FUND
June 30, 2019

         
 
 
Principal      
Amount   Security   Value
  Energy (continued)    
  Valero Energy Corp.:    
$   300M 4.35%, 6/1/2028 $          320,253
300M   6.625%, 6/15/2037   380,593
        6,249,038
  Financial Services—6.6%    
750M Brookfield Finance, Inc., 4.85%, 3/29/2029   820,996
500M ERAC USA Finance, LLC, 4.5%, 8/16/2021 (a)   521,395
250M GE Capital International Funding Services, Ltd., 4.418%, 11/15/2035   247,853
700M General Electric Capital Corp., 4.65%, 10/17/2021   729,568
500M International Lease Finance Corp., 8.25%, 12/15/2020   539,621
400M Liberty Mutual Group, Inc., 4.95%, 5/1/2022 (a)   423,795
  Protective Life Corp.:    
600M 7.375%, 10/15/2019   608,047
400M   4.3%, 9/30/2028 (a)   421,696
        4,312,971
  Financials—23.1%    
  Bank of America Corp.:    
1,000M 4.2%, 8/26/2024   1,063,716
500M 4%, 1/22/2025   526,270
300M 3.559%, 4/23/2027   313,420
475M 5.875%, 2/7/2042   632,118
600M Barclays Bank, PLC, 3.75%, 5/15/2024   622,058
300M Capital One Financial Corp., 3.75%, 4/24/2024   315,031
  Citigroup, Inc.:    
200M 2.9%, 12/8/2021   202,150
450M 4.5%, 1/14/2022   473,211
450M 4.3%, 11/20/2026   478,301
300M 4.075%, 4/23/2029   322,529
  Goldman Sachs Group, Inc.:    
250M 3.85%, 7/8/2024   262,450
1,100M 3.5%, 11/16/2026   1,128,038
700M 4.223%, 5/1/2029   751,367
250M HSBC Holdings, PLC, 3.95%, 5/18/2024   261,694
  JPMorgan Chase & Co.:    
800M 3.54%, 5/1/2028 †   833,402
250M 4.452%, 12/5/2029   278,976
850M   6.4%, 5/15/2038   1,174,270

 

46

 



         
 
 
Principal      
Amount   Security   Value
  Financials (continued)    
  Morgan Stanley:    
$   500M 4.1%, 5/22/2023 $          526,692
300M 4%, 7/23/2025   321,592
400M 3.625%, 1/20/2027   420,189
400M UBS AG, 4.875%, 8/4/2020   411,241
  UBS Group Funding (Switzerland) AG:    
500M 3.491%, 5/23/2023 (a)   512,856
300M 4.253%, 3/23/2028 (a)   323,614
  Wells Fargo & Co.:    
900M 3.45%, 2/13/2023   925,589
500M 3.196%, 6/17/2027   510,021
750M 4.75%, 12/7/2046   856,145
  Wells Fargo Bank, NA:    
250M 5.85%, 2/1/2037   321,434
250M   6.6%, 1/15/2038   348,091
        15,116,465
  Food/Beverage/Tobacco—2.0%    
900M Anheuser-Busch Cos., LLC, 4.7%, 2/1/2036   988,804
300M   Anheuser-Busch InBev Worldwide, 4.15%, 1/23/2025   325,183
        1,313,987
  Forest Products/Containers—.6%    
400M   Packaging Corp. of America, 3.4%, 12/15/2027   404,886
  Health Care—2.0%    
  CVS Health Corp.:    
400M 3.875%, 7/20/2025   418,007
200M 4.3%, 3/25/2028   211,076
200M 5.05%, 3/25/2048   213,352
450M   Express Scripts Holding Co., 4.75%, 11/15/2021   472,651
        1,315,086
  Information Technology—3.0%    
400M Corning, Inc., 7.25%, 8/15/2036   484,785
900M Diamond 1 Finance Corp., 4.42%, 6/15/2021 (a)   927,687
500M   International Business Machines Corp., 4.25%, 5/15/2049   539,567
        1,952,039

 

47

 



Portfolio of Investments (continued)
INVESTMENT GRADE FUND
June 30, 2019

         
 
 
Principal      
Amount   Security   Value
  Manufacturing—1.8%    
$   400M Crane Co., 4.2%, 3/15/2048 $          395,787
250M CRH America, Inc., 3.4%, 5/9/2027 (a)   249,716
500M   Johnson Controls International, PLC, 5%, 3/30/2020   509,250
        1,154,753
  Media-Broadcasting—.3%    
200M   ABC, Inc., 8.75%, 8/15/2021   225,950
  Media-Cable TV—2.0%    
  Comcast Corp.:    
700M 4.25%, 1/15/2033   785,910
250M 4.2%, 8/15/2034   277,590
200M   4.7%, 10/15/2048   234,576
        1,298,076
  Media-Diversified—1.3%    
  Fox Corp.:    
300M 4.03%, 1/25/2024 (a)   319,304
500M   4.709%, 1/25/2029 (a)   559,822
        879,126
  Metals/Mining—2.4%    
500M Arconic, Inc., 6.15%, 8/15/2020   517,629
500M Glencore Funding, LLC, 4.625%, 4/29/2024 (a)   529,010
500M   Newmont Mining Corp., 5.125%, 10/1/2019   502,993
        1,549,632
  Real Estate—6.6%    
  Alexandria Real Estate Equities, Inc.:    
400M 3.95%, 1/15/2028   421,025
200M 4.85%, 4/15/2049   229,605
  Digital Realty Trust, LP:    
800M 4.75%, 10/1/2025   877,479
250M 3.6%, 7/1/2029   253,820
  Duke Realty, LP:    
200M 3.25%, 6/30/2026   203,443
300M 4%, 9/15/2028   321,465
300M Essex Portfolio, LP, 3.875%, 5/1/2024   314,779
200M   HCP, Inc., 4.25%, 11/15/2023   212,555

 

48

 



         
 
 
Principal      
Amount   Security   Value
  Real Estate (continued)    
$   500M National Retail Properties, Inc., 4%, 11/15/2025 $          527,917
500M Realty Income Corp., 3.875%, 4/15/2025   532,338
400M   STORE Capital Corp., 4.5%, 3/15/2028   421,901
        4,316,327
  Retail-General Merchandise—1.0%    
500M   Home Depot, Inc., 5.875%, 12/16/2036   664,272
  Telecommunications—4.9%    
  AT&T, Inc.:    
400M 3.6%, 7/15/2025   415,434
500M 4.25%, 3/1/2027   536,336
600M 4.85%, 3/1/2039   645,122
  Verizon Communications, Inc.:    
600M 4.329%, 9/21/2028   665,480
900M   4.272%, 1/15/2036   976,316
        3,238,688
  Transportation—2.3%    
400M Air Lease Corp., 4.25%, 2/1/2024   422,262
300M Aviation Capital Group, LLC, 3.5%, 11/1/2027 (a)   300,456
  Burlington Northern Santa Fe, LLC:    
200M 5.75%, 5/1/2040   264,022
400M   5.15%, 9/1/2043   497,708
        1,484,448
  Utilities—4.7%    
200M Energy Transfer Partners, LP, 5.25%, 4/15/2029   223,656
300M Entergy Arkansas, Inc., 4.95%, 12/15/2044   317,797
400M Exelon Generation Co., LLC, 3.4%, 3/15/2022   410,044
400M NRG Energy, Inc., 3.75%, 6/15/2024 (a)   411,308
500M Ohio Power Co., 5.375%, 10/1/2021   534,157
300M Oklahoma Gas & Electric Co., 4%, 12/15/2044   314,017
500M ONEOK, Inc., 4.55%, 7/15/2028   543,201
300M   Sempra Energy, 3.0968%, 1/15/2021 †   299,097
        3,053,277
Total Value of Corporate Bonds (cost $51,780,291)   54,483,409

 

49

 



Portfolio of Investments (continued)
INVESTMENT GRADE FUND
June 30, 2019

           
 
Shares or      
Principal      
Amount   Security     Value
  U.S. GOVERNMENT OBLIGATIONS—8.0%  
  U.S. Treasury Bonds:    
$   650M 3%, 2/15/2048   $     712,220
920M 3%, 8/15/2048   1,009,161
200M 3%, 2/15/2049   219,695
180M 3.125%, 5/15/2048   202,018
  U.S. Treasury Notes:    
800M 2.25%, 3/31/2021   806,313
250M 2.375%, 3/15/2022   254,478
500M 2.375%, 2/29/2024   514,140
425M 2.5%, 1/31/2025   440,805
400M 2.75%, 6/30/2025   421,024
620M   2.875%, 8/15/2028     666,355
Total Value of U.S. Government Obligations (cost $4,915,157)   5,246,209
  EXCHANGE TRADED FUNDS—4.6%    
34,370 iShares iBoxx USD High Yield Corporate Bond ETF (ETF)  
    (cost $2,947,627)     2,996,377
  PASS-THROUGH CERTIFICATES—.7%  
  Transportation    
$ 473M American Airlines 17-2 AA PTT, 3.35%, 10/15/2029  
    (cost $472,939)     478,793
Total Value of Investments (cost $60,116,014) 96.4 % 63,204,788
Other Assets, Less Liabilities 3.6   2,361,549
Net Assets     100.0 % $65,566,337

 

(a)  Security exempt from registration under Rule 144A of the Securities Act of 1933 (see Note 5).
 
(b)  A portion or all of the security purchased on a when-issued or delayed delivery basis (see
Note 1G).
 
†  Interest rates are determined and reset periodically. The interest rates above are the rates in effect
at June 30, 2019.

 

Summary of Abbreviations:
ETF Exchange Traded Fund
PTT Pass Through Trust
USD United States Dollar

 

50

 



The Fund’s assets and liabilities are classified into the following three levels based on the inputs used to value the assets and liabilities:

Level 1 — Unadjusted quoted prices in active markets for identical securities that the Fund has the ability to access.

Level 2 — Observable inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly. These inputs may include quoted prices for the identical instrument on an inactive market, prices for similar instruments, interest rates, prepayment speeds, credit risk, yield curves, default rates and similar data.

Level 3 — Unobservable inputs for the asset or liability, to the extent relevant observable inputs are not available, representing the Fund’s own assumption about the assumptions a market participant would use in valuing the asset or liability, and would be based on the best information available.

The inputs methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities. For example, U.S. Government securities are reflected as Level 2 because the inputs used to determine fair value may not always be quoted prices in an active market.

The following is a summary, by category of Level, of inputs used to value the Fund’s investments as of June 30, 2019:

  Level 1 Level 2 Level 3 Total
Corporate Bonds $ $ 54,483,409 $ $ 54,483,409
U.S. Government Obligations   5,246,209   5,246,209
Exchange Traded Funds   2,996,377   2,996,377
Pass-Through Certificates     478,793     478,793
Total Investments in Securities* $ 2,996,377 $ 60,208,411 $ $ 63,204,788

 

The Portfolio of Investments provides information on the industry categorization for corporate bonds
and pass-through certificates.
 
There were no transfers into or from Level 1 and Level 2 by the Fund for the six months ended
June 30, 2019. Transfers, if any, between Levels are recognized at the end of the reporting period.

 

See notes to financial statements 51

 



Fund Expenses (unaudited)
LIMITED DURATION BOND FUND

The examples below show the ongoing costs (in dollars) of investing in your Fund and will help you in comparing these costs with costs of other mutual funds. Please refer to page 1 for a detailed explanation of the information presented in these examples.

       
  Beginning Ending  
  Account Account Expenses Paid
  Value Value During Period
  (1/1/19) (6/30/19) (1/1/19–6/30/19)*
Expense Examples      
Actual $1,000.00 $1,032.28 $3.78
Hypothetical      
(5% annual return before expenses) $1,000.00 $1,021.07 $3.76

 

Expenses are equal to the annualized expense ratio of .75%, multiplied by the average account
value over the period, multiplied by 181/365 (to reflect the one-half year period). Expenses paid
during the period are net of expenses waived.

 

Portfolio Composition
TOP TEN SECTORS


Portfolio holdings and allocations are subject to change. Percentages are as of June 30, 2019, and are
based on the total value of investments.

 

52

 



Portfolio of Investments (continued)
LIMITED DURATION BOND FUND
June 30, 2019

         
 
 
Principal      
Amount   Security   Value
  CORPORATE BONDS—51.2%    
  Automotive—7.2%    
  General Motors Financial Co., Inc.:    
$   700M 3.2%, 7/13/2020 $          702,610
100M 4.2%, 11/6/2021   103,003
108M 4.1468%, 1/14/2022 †   109,061
200M 3.55%, 7/8/2022   203,657
  Hyundai Capital America:    
550M 3.45%, 3/12/2021 (a)   556,290
150M 3.5286%, 7/8/2021 (a)†   150,205
510M O’Reilly Automotive, Inc., 4.625%, 9/15/2021   532,394
100M   Volkswagen Group America, 4%, 11/12/2021   103,252
        2,460,472
  Chemicals—1.2%    
400M   DowDuPont, Inc., 3.766%, 11/15/2020   407,786
  Energy—4.9%    
580M Continental Resources, Inc., 5%, 9/15/2022   585,360
750M Magellan Midstream Partners, LP, 4.25%, 2/1/2021   771,014
300M   Midwest Connector Capital Co., LLC, 3.625%, 4/1/2022 (a)   307,499
        1,663,873
  Financial Services—5.7%    
220M Compass Bank, 5.5%, 4/1/2020   224,529
500M DNB Boligkreditt AS, 2.5%, 3/28/2022 (a)   506,325
900M PNC Bank, NA, 2.7%, 11/1/2022   909,356
200M Protective Life Corp., 7.375%, 10/15/2019   202,682
100M   SunTrust Bank, 2.8%, 5/17/2022   101,312
        1,944,204
  Financials—13.4%    
450M Bank of Montreal, 1.9%, 8/27/2021   447,305
600M Capital One Financial Corp., 3.05%, 3/9/2022   609,565
750M Citigroup, Inc., 2.65%, 10/26/2020   752,800
100M Goldman Sachs Group, Inc., 5.75%, 1/24/2022   108,117
300M HSBC Holdings, PLC, 3.803%, 3/11/2025   312,754
500M JPMorgan Chase & Co., 4.5%, 1/24/2022   527,059
820M Morgan Stanley, 5.5%, 7/28/2021   871,494
450M Wells Fargo & Co., 3.45%, 2/13/2023   462,794
450M   Wells Fargo Bank, NA, 2.6%, 1/15/2021   451,984
        4,543,872

 

53

 



Portfolio of Investments (continued) (continued)
LIMITED DURATION BOND FUND
June 30, 2019

         
 
 
Principal      
Amount   Security   Value
  Food/Beverage/Tobacco—2.4%    
$   500M General Mills, Inc., 3.141%, 4/16/2021 † $          500,332
310M   Ingredion, Inc., 4.625%, 11/1/2020   318,492
        818,824
  Health Care—5.0%    
250M CVS Health Corp., 2.8%, 7/20/2020   250,686
500M Gilead Sciences, Inc., 2.55%, 9/1/2020   501,577
950M   Halfmoon Parent, Inc., 3.2%, 9/17/2020 (a)   958,977
        1,711,240
  Media-Cable TV—.9%    
300M   Comcast Corp., 3.3%, 10/1/2020   304,176
  Metals/Mining—.3%    
100M   Viterra, Inc., 5.95%, 8/1/2020   103,347
  Real Estate—2.1%    
100M Digital Realty Trust, LP, 2.75%, 2/1/2023   99,971
610M   Realty Income Corp., 3.25%, 10/15/2022   626,060
        726,031
  Transportation—2.8%    
200M Aviation Capital Group, LLC, 7.125%, 10/15/2020 (a)   211,598
691M   Heathrow Funding, Ltd., 4.875%, 7/15/2021 (a)   736,081
        947,679
  Utilities—5.3%    
500M DTE Energy Co., 3.3%, 6/15/2022   510,911
138M Entergy Corp., 5.125%, 9/15/2020   141,267
472M Exelon Generation Co., LLC, 5.2%, 10/1/2019   474,892
100M Florida Power & Light Co., 2.9651%, 5/6/2022 †   100,050
565M   Sempra Energy, 2.8603%, 3/15/2021 †   562,827
        1,789,947
Total Value of Corporate Bonds (cost $17,088,213)   17,421,451

 

54

 



         
 
 
Principal      
Amount   Security   Value
  ASSET-BACKED SECURITIES—16.5%    
  Fixed Autos—7.6%    
$   300M AmeriCredit Automobile Receivables Trust, 3.13%, 2/18/2025 $          305,775
100M BMW Vehicle Lease Trust, 3.26%, 7/20/2021   101,330
150M CarMax Auto Owner Trust, 3.37%, 10/16/2023   153,789
100M GM Financial Automobile Leasing Trust, 3.31%, 4/20/2022   101,058
  Hertz Vehicle Financing Trust:    
200M 2.27%, 7/25/2020   199,923
300M 2.96%, 10/25/2021   301,888
300M 3.29%, 2/25/2024 (a)   305,510
360M Santander Drive Auto Receivables Trust, 3.03%, 9/15/2022   361,564
558M Tesla Auto Lease Trust, 3.71%, 8/20/2021 (a)   566,441
187M   Volkswagen Auto Loan Enhanced Trust, 3.05%, 8/20/2021   187,563
        2,584,841
  Fixed Communication Services—3.8%    
  Verizon Owner Trust:    
663M 1.92%, 12/20/2021 (a)   661,746
230M 3.23%, 4/20/2023   234,521
400M   2.93%, 9/20/2023   407,238
        1,303,505
  Fixed Credit Cards—3.9%    
14M American Credit Acceptance Trust, 2.61%, 5/10/2021 (a)   14,044
300M Citibank Credit Card Issuance Trust, 2.49%, 1/20/2023   302,139
700M Discover Card Execution Note Trust, 2.19%, 4/17/2023 †   701,207
300M   Synchrony Credit Card Master Trust, 1.93%, 6/15/2023   298,940
        1,316,330
  Fixed Manufacturing—1.2%    
200M John Deere Owner Trust, 2.91%, 7/17/2023   203,726
210M   Kubota Credit Owner Trust, 3.1%, 8/15/2022 (a)   213,005
        416,731
Total Value of Asset-Backed Securities (cost $5,544,243)   5,621,407
  U.S. GOVERNMENT OBLIGATIONS—13.0%    
  U.S. Treasury Notes:    
200M 2%, 5/31/2024   202,371
1,150M 2.375%, 2/29/2024   1,182,523
2,980M   2.75%, 11/30/2020   3,017,715
Total Value of U.S. Government Obligations (cost $4,345,938)   4,402,609

 

55

 



Portfolio of Investments (continued) (continued)
LIMITED DURATION BOND FUND
June 30, 2019

           
 
Shares or      
Principal      
Amount   Security     Value
  U.S. GOVERNMENT AGENCY    
  OBLIGATIONS—8.4%    
$   300M Fannie Mae, 1.5%, 11/30/2020   $     298,570
2,500M   Federal Farm Credit Bank, 2.7%, 8/27/2021     2,548,093
Total Value of U.S. Government Agency Obligations (cost $2,787,797)   2,846,663
  EXCHANGE TRADED FUNDS—5.0%    
19,500 iShares iBoxx USD High Yield Corporate Bond ETF (ETF)  
    (cost $1,628,955)     1,700,010
  COVERED BONDS—1.9%    
  Financial Services    
$   650M Canadian Imperial Bank of Commerce, 2.35%, 7/27/2022  
    (cost $650,257) (a)     657,196
  COMMERCIAL MORTGAGE-BACKED  
  SECURITIES—1.3%    
  Fannie Mae—.8%    
247M   Fannie Mae, 2.995%, 11/1/2022     252,073
  Federal Home Loan Mortgage Corporation—. 5%  
181M   Multi-Family Structured Pass-Throughs, 2.768%, 5/25/2024 †   180,394
Total Value of Commercial Mortgage-Backed Securities (cost $248,778)   432,467
  COLLATERALIZED MORTGAGE    
  OBLIGATIONS—1.1%    
349M   Fannie Mae, 4%, 2/25/2025 (cost $537,846)     362,530
Total Value of Investments (cost $32,832,027) 98.4 % 33,444,333
Other Assets, Less Liabilities 1.6   547,050
Net Assets     100.0 % $33,991,383

 

(a)  Security exempt from registration under Rule 144A of the Securities Act of 1933 (see Note 5).
 
†  Interest rates are determined and reset periodically. The interest rates above are the rates in effect
at June 30, 2019.

 

Summary of Abbreviations:
ETF Exchange Traded Fund
USD United States Dollar

 

56

 



The Fund’s assets and liabilities are classified into the following three levels based on the inputs used to value the assets and liabilities:

Level 1 — Unadjusted quoted prices in active markets for identical securities that the Fund has the ability to access.

Level 2 — Observable inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly. These inputs may include quoted prices for the identical instrument on an inactive market, prices for similar instruments, interest rates, prepayment speeds, credit risk, yield curves, default rates and similar data.

Level 3 — Unobservable inputs for the asset or liability, to the extent relevant observable inputs are not available, representing the Fund’s own assumption about the assumptions a market participant would use in valuing the asset or liability, and would be based on the best information available.

The inputs methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities. For example, U.S. Government securities are reflected as Level 2 because the inputs used to determine fair value may not always be quoted prices in an active market.

The following is a summary, by category of Level, of inputs used to value the Fund’s investments as of June 30, 2019:

  Level 1 Level 2 Level 3 Total
Corporate Bonds $ $ 17,421,451 $ $ 17,421,451
Asset-Backed Securities   5,621,407   5,621,407
U.S. Government Obligations   4,402,609   4,402,609
U.S. Government Agency            
Obligations   2,846,663   2,846,663
Exchange Traded Funds   1,700,010   1,700,010
Covered Bonds   657,196   657,196
Commercial Mortgage-Backed            
Securities   432,467   432,467
Collateralized Mortgage            
Obligations     362,530     362,530
Total Investments in Securities* $ 1,700,010 $ 31,744,323 $ $ 33,444,333

 

The Portfolio of Investments provides information on the industry categorization of corporate
bonds, covered bonds and asset-backed securities.
 
There were no transfers into or from Level 1 and Level 2 by the Fund for the six months ended
June 30, 2019. Transfers, if any, between Levels are recognized at the end of the reporting period.

 

See notes to financial statements 57

 



Fund Expenses (unaudited)
OPPORTUNITY FUND

The examples below show the ongoing costs (in dollars) of investing in your Fund and will help you in comparing these costs with costs of other mutual funds. Please refer to page 1 for a detailed explanation of the information presented in these examples.

       
  Beginning Ending  
  Account Account Expenses Paid
  Value Value During Period
  (1/1/19) (6/30/19) (1/1/19–6/30/19)*
Expense Examples      
Actual $1,000.00 $1,194.34 $4.52
Hypothetical      
(5% annual return before expenses) $1,000.00 $1,020.67 $4.16

 

Expenses are equal to the annualized expense ratio of .83%, multiplied by the average account
value over the period, multiplied by 181/365 (to reflect the one-half year period).

 

Portfolio Composition
TOP TEN SECTORS


Portfolio holdings and allocations are subject to change. Percentages are as of June 30, 2019, and are
based on the total value of investments.

 

58

 



Portfolio of Investments (continued)
OPPORTUNITY FUND
June 30, 2019

         
 
 
 
Shares    Security   Value
  COMMON STOCKS—96.7%    
  Communication Services—3.2%    
5,200 * IAC/InterActive Corp. $         1,131,156
7,700 Meredith Corp.   423,962
8,200 * Take-Two Interactive Software, Inc.   930,946
        2,486,064
  Consumer Discretionary—10.4%    
24,200 Acushnet Holdings Corp.   635,492
18,900 Aramark Holdings Corp.   681,534
3,300 * Burlington Stores, Inc.   561,495
18,050 Designer Brands, Inc. – Class “A”   346,018
2,650 Lear Corp.   369,066
23,050 * LKQ Corp.   613,361
5,500 Oxford Industries, Inc.   416,900
11,150 Penske Automotive Group, Inc.   527,395
6,750 Ross Stores, Inc.   669,060
24,400 * ServiceMaster Global Holdings, Inc.   1,270,996
20,850 Tapestry, Inc.   661,571
30,150 * Taylor Morrison Home Corp. – Class “A”   631,944
12,900   Wyndham Hotels & Resorts, Inc.   719,046
        8,103,878
  Consumer Staples—5.5%    
18,400 Conagra Brands, Inc.   487,968
39,050 Koninklijke Ahold Delhaize NV (ADR)   877,063
2,600 Lancaster Colony Corp.   386,360
4,800 McCormick & Co., Inc.   744,048
19,000 * Performance Food Group Co.   760,570
28,300 * U.S. Foods Holding Corp.   1,012,008
        4,268,017
  Energy—4.0%    
21,050 Cabot Oil & Gas Corp.   483,308
75,300 EnCana Corp.   386,289
30,550 Noble Energy, Inc.   684,320
14,600 PBF Energy, Inc. – Class “A”   456,980
29,850 * ProPetro Holding Corp.   617,895
5,700   Valero Energy Corp.   487,977
        3,116,769

 

59

 



Portfolio of Investments (continued) (continued)
OPPORTUNITY FUND
June 30, 2019

         
 
 
 
Shares   Security   Value
  Financials—15.9%    
5,800 American Financial Group, Inc. $          594,326
6,150 Ameriprise Financial, Inc.   892,734
27,900 Brown & Brown, Inc.   934,650
41,400 Citizens Financial Group, Inc.   1,463,904
28,200 Fidelity National Financial, Inc.   1,136,460
7,958 First Republic Bank   777,099
8,650 IBERIABANK Corp.   656,102
13,900 Nasdaq, Inc.   1,336,763
16,950 Popular, Inc.   919,368
12,450 Selective Insurance Group, Inc.   932,381
42,050 Sterling Bancorp   894,824
27,300 Synchrony Financial   946,491
10,000   Torchmark Corp.   894,600
        12,379,702
  Health Care—13.0%    
19,450 * Centene Corp.   1,019,958
8,800 * Charles River Laboratories International, Inc.   1,248,720
8,500 Gilead Sciences, Inc.   574,260
8,300 Hill-Rom Holdings, Inc.   868,346
4,100 iShares Nasdaq Biotechnology (ETF)   447,310
6,300 * Jazz Pharmaceuticals, PLC   898,128
9,400 PerkinElmer, Inc.   905,596
21,400 Phibro Animal Health Corp. – Class “A”   679,878
6,800 Quest Diagnostics, Inc.   692,308
20,200 Smith & Nephew, PLC (ADR)   879,508
3,600 Thermo Fisher Scientific, Inc.   1,057,248
3,900 * Waters Corp.   839,436
        10,110,696
  Industrials—14.4%    
11,300 ESCO Technologies, Inc.   933,606
31,450 * Gardner Denver Holdings, Inc.   1,088,170
9,550 Ingersoll-Rand, PLC   1,209,699
13,900 ITT, Inc.   910,172
4,000 J. B. Hunt Transport Services, Inc.   365,640
13,400 Jacobs Engineering Group   1,130,826
7,200 Kansas City Southern, Inc.   877,104
21,750 Korn/Ferry International   871,522
25,600   Masco Corp.   1,004,544

 

60

 



         
 
 
 
Shares   Security   Value
  Industrials (continued)    
13,100 * MasTec, Inc. $          675,043
11,750 Owens Corning   683,850
2,300 Roper Technologies, Inc.   842,398
2,700 Snap-On, Inc.   447,228
4,300   Triton International, Ltd.   140,868
        11,180,670
  Information Technology—17.1%    
7,300 * Aspen Technology, Inc.   907,244
4,800 * Autodesk, Inc.   781,920
10,000 * Cadence Design Systems, Inc.   708,100
7,000 * Cree, Inc.   393,260
9,600 * Fiserv, Inc.   875,136
3,000 * FleetCor Technologies, Inc.   842,550
5,300 KLA-Tencor Corp.   626,460
6,700 Leidos Holdings, Inc.   534,995
7,900 LogMeIn, Inc.   582,072
14,200 Maxim Integrated Products, Inc.   849,444
9,150 NetApp, Inc.   564,555
5,700 * Proofpoint, Inc.   685,425
11,100 * Qorvo, Inc.   739,371
1,900 * ServiceNow, Inc.   521,683
18,800 SS&C Technologies Holdings, Inc.   1,083,068
11,600 * Synopsys, Inc.   1,492,804
5,300 * Zebra Technologies Corp. – Class “A”   1,110,297
        13,298,384
  Materials—2.1%    
9,700 FMC Corp.   804,615
4,150   Linde, PLC   833,320
        1,637,935
  Real Estate—5.9%    
15,350 American Campus Communities, Inc. (REIT)   708,556
40,500 Brixmor Property Group, Inc. (REIT)   724,140
17,200 Alexander & Baldwin, Inc. (REIT)   397,320
20,500 Douglas Emmett, Inc. (REIT)   816,720
6,700 Federal Realty Investment Trust (REIT)   862,692
7,750 iShares U.S. Real Estate (ETF)   676,652
8,700   Liberty Property Trust (REIT)   435,348
        4,621,428

 

61

 



Portfolio of Investments (continued) (continued)
OPPORTUNITY FUND
June 30, 2019

           
 
Shares or      
Principal      
Amount   Security     Value
  Utilities—5.2%    
33,250 CenterPoint Energy, Inc.   $     951,947
17,650 CMS Energy Corp.   1,022,111
12,700 Portland General Electric Co.   687,959
16,400   WEC Energy Group, Inc.     1,367,268
          4,029,285
Total Value of Common Stocks (cost $62,821,517)     75,232,828
  SHORT-TERM U.S. GOVERNMENT    
  OBLIGATIONS—1.3%    
$1,000M   U.S. Treasury Bills, 2.05%, 7/2/2019 (cost $999,943)   999,946
Total Value of Investments (cost $63,821,460) 98.0 % 76,232,774
Other Assets, Less Liabilities 2.0   1,587,877
Net Assets     100.0 % $77,820,651

 

Non-income producing
 
Summary of Abbreviations:
ADR American Depositary Receipts
ETF Exchange Traded Fund
REIT Real Estate Investment Trust

 

62

 



The Fund’s assets and liabilities are classified into the following three levels based on the inputs used to value the assets and liabilities:

Level 1 — Unadjusted quoted prices in active markets for identical securities that the Fund has the ability to access.

Level 2 — Observable inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly. These inputs may include quoted prices for the identical instrument on an inactive market, prices for similar instruments, interest rates, prepayment speeds, credit risk, yield curves, default rates and similar data.

Level 3 — Unobservable inputs for the asset or liability, to the extent relevant observable inputs are not available, representing the Fund’s own assumption about the assumptions a market participant would use in valuing the asset or liability, and would be based on the best information available.

The inputs methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities. For example, U.S. Government securities are reflected as Level 2 because the inputs used to determine fair value may not always be quoted prices in an active market.

The following is a summary, by category of Level, of inputs used to value the Fund’s investments as of June 30, 2019:

  Level 1 Level 2 Level 3 Total
Common Stocks $ 75,232,828 $ $ $ 75,232,828
Short-Term U.S. Government            
Obligations     999,946     999,946
Total Investments in Securities* $ 75,232,828 $ 999,946 $ $ 76,232,774

 

The Portfolio of Investments provides information on the industry categorization for common stocks.
 
There were no transfers into or from Level 1 and Level 2 by the Fund for the six months ended
June 30, 2019. Transfers, if any, between Levels are recognized at the end of the reporting period.

 

See notes to financial statements 63

 



Fund Expenses (unaudited)
SELECT GROWTH FUND

The examples below show the ongoing costs (in dollars) of investing in your Fund and will help you in comparing these costs with costs of other mutual funds. Please refer to page 1 for a detailed explanation of the information presented in these examples.

       
  Beginning Ending  
  Account Account Expenses Paid
  Value Value During Period
  (1/1/19) (6/30/19) (1/1/19–6/30/19)*
Expense Examples      
Actual $1,000.00 $1,138.94 $4.30
Hypothetical      
(5% annual return before expenses) $1,000.00 $1,020.77 $4.06

 

Expenses are equal to the annualized expense ratio of .81%, multiplied by the average account
value over the period, multiplied by 181/365 (to reflect the one-half year period).

 

Portfolio Composition
BY SECTOR


Portfolio holdings and allocations are subject to change. Percentages are as of June 30, 2019, and
are based on thetotal value of investments.

 

64

 



Portfolio of Investments
SELECT GROWTH FUND
June 30, 2019

         
 
 
 
Shares    Security   Value
  COMMON STOCKS—97.1%    
  Communication Services—12.1%    
2,600 * Alphabet, Inc. – Class “A” $         2,815,280
37,248 Cinemark Holdings, Inc.   1,344,653
45,100 Comcast Corp. – Special Shares “A”   1,906,828
14,300 * Facebook, Inc.   2,759,900
34,800 * TripAdvisor, Inc.   1,610,892
        10,437,553
  Consumer Discretionary—10.0%    
2,800 * AutoZone, Inc.   3,078,516
14,800 * Deckers Outdoor Corp.   2,604,356
13,500 PVH Corp.   1,277,640
19,871   Target Corp.   1,721,027
        8,681,539
  Consumer Staples—4.2%    
16,226 Procter & Gamble Co.   1,779,181
16,928   Walmart, Inc.   1,870,375
        3,649,556
  Energy—.8%    
5,360   Chevron Corp.   666,998
  Financials—7.8%    
59,200 Bank of America Corp.   1,716,800
16,390 Discover Financial Services   1,271,700
29,300 Progressive Corp.   2,341,949
27,800   U.S. Bancorp   1,456,720
        6,787,169
  Health Care—18.0%    
11,800 Allergan, PLC   1,975,674
28,900 Baxter International, Inc.   2,366,910
5,500 * Biogen, Inc.   1,286,285
35,500 Bristol-Myers Squibb Co.   1,609,925
47,500 * Centene Corp.   2,490,900
20,286 Eli Lilly & Co.   2,247,486
19,000 Merck & Co., Inc.   1,593,150
15,000 * Varian Medical Systems, Inc.   2,041,950
        15,612,280

 

65

 



Portfolio of Investments (continued) (continued)
SELECT GROWTH FUND
June 30, 2019

           
 
 
 
Shares   Security     Value
  Industrials—10.1%    
22,800 Dover Corp.   $     2,284,560
19,600 Eaton Corp., PLC   1,632,288
9,936 Huntington Ingalls Industries, Inc.   2,233,017
12,800   Norfolk Southern Corp.     2,551,424
          8,701,289
  Information Technology—34.1%    
12,900 * Adobe Systems, Inc.   3,800,985
17,881 Automatic Data Processing, Inc.   2,956,266
56,600 * Cadence Design Systems, Inc.   4,007,846
11,300 * EPAM Systems, Inc.   1,956,030
34,957 * Fortinet, Inc.   2,685,746
21,100 Microsoft Corp.   2,826,556
39,400 NetApp, Inc.   2,430,980
28,500 Oracle Corp.   1,623,645
10,700 * Palo Alto Networks, Inc.   2,180,232
22,100 * PayPal Holdings, Inc.   2,529,566
12,000 * Zebra Technologies Corp. – Class “A”     2,513,880
          29,511,732
Total Value of Common Stocks (cost $70,010,546) 97.1 % 84,048,116
Other Assets, Less Liabilities 2.9   2,500,670
Net Assets     100.0 % $86,548,786

 

Non-income producing

 

66

 



The Fund’s assets and liabilities are classified into the following three levels based on the inputs used to value the assets and liabilities:

Level 1 — Unadjusted quoted prices in active markets for identical securities that the Fund has the ability to access.

Level 2 — Observable inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly. These inputs may include quoted prices for the identical instrument on an inactive market, prices for similar instruments, interest rates, prepayment speeds, credit risk, yield curves, default rates and similar data.

Level 3 — Unobservable inputs for the asset or liability, to the extent relevant observable inputs are not available, representing the Fund’s own assumption about the assumptions a market participant would use in valuing the asset or liability, and would be based on the best information available.

The inputs methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities. For example, U.S. Government securities are reflected as Level 2 because the inputs used to determine fair value may not always be quoted prices in an active market.

The following is a summary, by category of Level, of inputs used to value the Fund’s investments as of June 30, 2019:

  Level 1 Level 2 Level 3 Total
Common Stocks* $ 84,048,116 $ $ $ 84,048,116

 

The Portfolio of Investments provides information on the industry categorization for common stocks.
 
There were no transfers into or from Level 1 and Level 2 by the Fund for the six months ended
June 30, 2019. Transfers, if any, between Levels are recognized at the end of the reporting period.

 

See notes to financial statements 67

 



Fund Expenses (unaudited)
SPECIAL SITUATIONS FUND

The examples below show the ongoing costs (in dollars) of investing in your Fund and will help you in comparing these costs with costs of other mutual funds. Please refer to page 1 for a detailed explanation of the information presented in these examples.

       
  Beginning Ending  
  Account Account Expenses Paid
  Value Value During Period
  (1/1/19) (6/30/19) (1/1/19–6/30/19)*
Expense Examples      
Actual $1,000.00 $1,122.47 $4.26
Hypothetical      
(5% annual return before expenses) $1,000.00 $1,020.77 $4.06

 

Expenses are equal to the annualized expense ratio of .81%, multiplied by the average account
value over the period, multiplied by 181/365 (to reflect the one-half year period).

 

Portfolio Composition
BY SECTOR


Portfolio holdings and allocations are subject to change. Percentages are as of June 30, 2019, and are
based on the total value of investments.

 

68

 



Portfolio of Investments
SPECIAL SITUATIONS FUND
June 30, 2019

         
 
 
 
Shares   Security   Value
  COMMON STOCKS—95.0%    
  Consumer Discretionary—10.5%    
96,900 American Eagle Outfitters, Inc. $        1,637,610
33,000 Cheesecake Factory, Inc.   1,442,760
16,400 Children’s Place, Inc.   1,564,232
125,400 Dana, Inc.   2,500,476
82,400 Designer Brands, Inc. – Class “A”   1,579,608
68,700 Haverty Furniture Cos., Inc.   1,169,961
20,600 * Helen of Troy, Ltd.   2,690,154
74,200 * MasterCraft Boat Holdings, Inc.   1,453,578
21,100 Oxford Industries, Inc.   1,599,380
45,400 Penske Automotive Group, Inc.   2,147,420
60,200 Ruth’s Hospitality Group, Inc.   1,367,142
158,600 * TRI Pointe Group, Inc.   1,898,442
19,200 * Visteon Corp.   1,124,736
82,000   Wolverine World Wide, Inc.   2,258,280
        24,433,779
  Consumer Staples—3.9%    
66,100 Energizer Holdings, Inc.   2,554,104
46,800 * Performance Food Group Co.   1,873,404
79,077 Tootsie Roll Industries, Inc.   2,920,314
51,500 * U.S. Foods Holding Corp.   1,841,640
        9,189,462
  Energy—5.4%    
106,200 * Carrizo Oil & Gas, Inc.   1,064,124
73,800 Delek U.S. Holdings, Inc.   2,990,376
129,500 * Jagged Peak Energy, Inc.   1,070,965
172,500 * Keane Group, Inc.   1,159,200
132,400 Liberty Oilfield Services, Inc. – Class “A”   2,142,232
175,800 * Oasis Petroleum, Inc.   998,544
61,400 PBF Energy, Inc. – Class “A”   1,921,820
119,700 * WPX Energy, Inc.   1,377,747
        12,725,008
  Financials—25.5%    
127,800 * AllianceBernstein Holding, LP (MLP)   3,798,216
103,890 Amalgamated Bank – Class “A”   1,812,880
32,100 American Financial Group, Inc.   3,289,287
95,500 Berkshire Hills Bancorp, Inc.   2,997,745
73,800   Brown & Brown, Inc.   2,472,300

 

69

 



Portfolio of Investments (continued)
SPECIAL SITUATIONS FUND
June 30, 2019

         
 
 
 
Shares    Security   Value
  Financials (continued)    
79,800 Capstar Financial Holdings, Inc. $        1,208,970
225,000 CNO Financial Group, Inc.   3,753,000
103,400 Great Western Bancorp, Inc.   3,693,448
19,700 IBERIABANK Corp.   1,494,245
43,000 Independent Bank Group, Inc.   2,363,280
33,100 James River Group Holdings, Ltd.   1,552,390
22,700 Kemper Corp.   1,958,783
111,800 OceanFirst Financial Corp.   2,778,230
210,300 Old National Bancorp of Indiana   3,488,877
37,700 Prosperity Bancshares, Inc.   2,490,085
42,300 QCR Holdings, Inc.   1,475,001
45,400 * Seacoast Banking Corp.   1,154,976
123,700 Simmons First National Corp. – Class “A”   2,877,262
205,800 Sterling Bancorp   4,379,424
70,200 Synovus Financial Corp.   2,457,000
130,700 TCF Financial Corp.   2,717,253
101,100 Veritex Holdings, Inc.   2,623,545
163,200   Waddell & Reed Financial, Inc. – Class “A”   2,720,544
        59,556,741
  Health Care—5.4%    
14,000 * Charles River Laboratories International, Inc.   1,986,600
13,300 Hill-Rom Holdings, Inc.   1,391,446
9,500 * ICON, PLC   1,462,715
77,900 Phibro Animal Health Corp. – Class “A”   2,474,883
118,000 * Prestige Brands, Inc.   3,738,240
17,300   SPDR S&P Biotech ETF (ETF)   1,517,383
        12,571,267
  Industrials—14.8%    
67,900 AAR Corp.   2,498,041
111,000 * Atkore International Group Co.   2,871,570
75,300 Columbus McKinnon Corp.   3,160,341
38,800 Comfort Systems USA, Inc.   1,978,412
24,100 ESCO Technologies, Inc.   1,991,142
89,700 * Gardner Denver Holdings, Inc.   3,103,620
19,100 ICF International, Inc.   1,390,480
44,500 Kennametal, Inc.   1,646,055
50,100 Korn/Ferry International   2,007,507
39,500 Park-Ohio Holdings Corp.   1,287,305
33,000   Regal Beloit Corp.   2,696,430

 

70

 



         
 
 
 
Shares   Security   Value
  Industrials (continued)    
26,000 SPDR S&P Transportation (ETF) $        1,591,720
101,300 * SPX Corp.   3,344,926
69,700 Timken Co.   3,578,398
45,300   Triton International, Ltd.   1,484,028
        34,629,975
  Information Technology—9.4%    
35,500 * Alpha & Omega Semiconductor, Ltd.   331,570
23,100 * Cree, Inc.   1,297,758
55,000 * Diodes, Inc.   2,000,350
72,700 * Ichor Holdings, Ltd.   1,718,628
11,300 * MicroStrategy, Inc. – Class “A”   1,619,403
28,700 MKS Instruments, Inc.   2,235,443
64,900 * NETGEAR, Inc.   1,641,321
202,900 * PDF Solutions, Inc.   2,662,048
100,700 * Perficient, Inc.   3,456,024
60,000 * Rambus, Inc.   722,400
174,700 * TTM Technologies, Inc.   1,781,940
48,000 * Verint Systems, Inc.   2,581,440
        22,048,325
  Materials—7.1%    
13,700 AptarGroup, Inc.   1,703,458
50,100 * Berry Global Group, Inc.   2,634,759
85,100 * Ferro Corp.   1,344,580
83,600 Louisiana-Pacific Corp.   2,191,992
140,000 * PQ Group Holdings, Inc.   2,219,000
47,000 Schweitzer-Mauduit International., Inc.   1,559,460
41,700 Sensient Technologies Corp.   3,064,116
62,200   SPDR S&P Metals & Mining (ETF)   1,765,236
        16,482,601
  Real Estate—6.7%    
117,300 Americold Realty Trust (REIT)   3,802,866
127,000 Brixmor Property Group, Inc. (REIT)   2,270,760
63,500 Douglas Emmett, Inc. (REIT)   2,529,840
10,000 Federal Realty Investment Trust (REIT)   1,287,600
93,998 Industrial Logistics Properties Trust (REIT)   1,957,038
54,100 JBG SMITH Properties (REIT)   2,128,294
130,000   Sunstone Hotel Investors, Inc. (REIT)   1,782,300
        15,758,698

 

71

 



Portfolio of Investments (continued)
SPECIAL SITUATIONS FUND
June 30, 2019

           
 
Shares or      
Principal      
Amount   Security     Value
  Utilities—6.3%    
59,600 Black Hills Corp.   $     4,658,932
31,900 IDACORP, Inc.   3,203,717
34,000 Pinnacle West Capital Corp.   3,199,060
66,800   Portland General Electric Co.     3,618,556
          14,680,265
Total Value of Common Stocks (cost $202,167,043)     222,076,121
  SHORT-TERM U.S. GOVERNMENT    
  OBLIGATIONS—3.9%    
  U.S. Treasury Bills:    
$4,000M 2.05%, 7/2/2019   3,999,784
5,000M   1.989%, 7/16/2019     4,995,740
Total Value of U.S. Government Obligations (cost $8,995,627)   8,995,524
Total Value of Investments (cost $211,162,670) 98.9 % 231,071,645
Other Assets, Less Liabilities 1.1   2,598,684
Net Assets     100.0 % $233,670,329

 

Non-income producing
 
Summary of Abbreviations:
ETF Exchange Traded Funds
MLP Master Limited Partnership
REIT Real Estate Investment Trust
SPDR Standard & Poor’s Depository Receipts

 

72

 



The Fund’s assets and liabilities are classified into the following three levels based on the inputs used to value the assets and liabilities:

Level 1 — Unadjusted quoted prices in active markets for identical securities that the Fund has the ability to access.

Level 2 — Observable inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly. These inputs may include quoted prices for the identical instrument on an inactive market, prices for similar instruments, interest rates, prepayment speeds, credit risk, yield curves, default rates and similar data.

Level 3 — Unobservable inputs for the asset or liability, to the extent relevant observable inputs are not available, representing the Fund’s own assumption about the assumptions a market participant would use in valuing the asset or liability, and would be based on the best information available.

The inputs methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities. For example, U.S. Government securities are reflected as Level 2 because the inputs used to determine fair value may not always be quoted prices in an active market.

The following is a summary, by category of Level, of inputs used to value the Fund’s investments as of June 30, 2019:

  Level 1 Level 2 Level 3 Total
Common Stocks $ 222,076,121 $ $ $ 222,076,121
Short-Term U.S. Government            
Obligations     8,995,524     8,995,524
Total Investments in Securities* $ 222,076,121 $ 8,995,524 $ $ 231,071,645

 

The Portfolio of Investments provides information on the industry categorization for common stocks.
 
There were no transfers into or from Level 1 and Level 2 by the Fund for the six months ended
June 30, 2019. Transfers, if any, between Levels are recognized at the end of the reporting period.

 

See notes to financial statements 73

 



Fund Expenses (unaudited)
TOTAL RETURN FUND

The examples below show the ongoing costs (in dollars) of investing in your Fund and will help you in comparing these costs with costs of other mutual funds. Please refer to page 1 for a detailed explanation of the information presented in these examples.

       
  Beginning Ending  
  Account Account Expenses Paid
  Value Value During Period
  (1/1/19) (6/30/19) (1/1/19–6/30/19)*
Expense Examples      
Actual $1,000.00 $1,128.93 $4.59
Hypothetical      
(5% annual return before expenses) $1,000.00 $1,020.48 $4.36

 

Expenses are equal to the annualized expense ratio of .87%, multiplied by the average account
value over the period, multiplied by 181/365 (to reflect the one-half year period).

 

Portfolio Composition
TOP TEN SECTORS


Portfolio holdings and allocations are subject to change. Percentages are as of June 30, 2019, and are
based on the total value of investments.

 

74

 



Portfolio of Investments
TOTAL RETURN FUND
June 30, 2019

         
 
 
 
Shares   Security   Value
  COMMON STOCKS—56.5%    
  Communication Services—4.5%    
500 * Alphabet, Inc. – Class “A” $         541,400
9,000 AT&T, Inc.   301,590
6,960 CBS Corp. – Class “B”   347,304
7,100 Comcast Corp. – Special Shares “A”   300,188
3,150 * Take-Two Interactive Software, Inc.   357,620
7,650 Verizon Communications, Inc.   437,045
2,420   Walt Disney Co.   337,929
        2,623,076
  Consumer Discretionary—2.1%    
155 * Amazon.com, Inc.   293,513
6,150 American Eagle Outfitters, Inc.   103,935
750 * Burlington Stores, Inc.   127,612
1,650 Home Depot, Inc.   343,150
2,050 Lowe’s Cos., Inc.   206,865
1,250   Ross Stores, Inc.   123,900
        1,198,975
  Consumer Staples—4.5%    
10,350 Coca-Cola Co.   527,022
5,859 Koninklijke Ahold Delhaize NV (ADR)   131,593
5,700 Mondelez International, Inc. – Class “A”   307,230
4,210 PepsiCo, Inc.   552,057
3,730 Philip Morris International, Inc.   292,917
3,560 Procter & Gamble Co.   390,354
3,960   Wal-Mart, Inc.   437,540
        2,638,713
  Energy—4.3%    
8,045 BP, PLC (ADR)   335,476
4,000 Chevron Corp.   497,760
3,220 ConocoPhillips   196,420
26,450 EnCana Corp.   135,688
4,350 ExxonMobil Corp.   333,340
6,740 Marathon Petroleum Corp.   376,631
3,460 Schlumberger, Ltd.   137,500
4,180 Suncor Energy, Inc.   130,249
4,150   Valero Energy Corp.   355,282
        2,498,346

 

75

 



Portfolio of Investments (continued)
TOTAL RETURN FUND
June 30, 2019

         
 
 
 
Shares    Security   Value
  Financials—10.9%    
2,750 American Express Co. $       339,460
1,200 Aon, PLC   231,576
18,610 Bank of America Corp.   539,690
3,410 Chubb, Ltd.   502,259
5,650 Citigroup, Inc.   395,669
1,700 Goldman Sachs Group, Inc.   347,820
7,550 Hamilton Lane, Inc. – Class “A”   430,803
6,490 JPMorgan Chase & Co.   725,582
5,350 MetLife, Inc.   265,734
5,250 Morgan Stanley   230,002
2,620 PNC Financial Services Group, Inc.   359,674
5,850 Popular, Inc.   317,304
11,250 Sterling Bancorp   239,400
10,100 Synchrony Financial   350,167
2,650 Travelers Cos., Inc.   396,228
7,990 U.S. Bancorp   418,676
6,060    Wells Fargo & Co.   286,759
        6,376,803
  Health Care—9.9%    
4,710 Abbott Laboratories   396,111
1,050 Anthem, Inc.   296,320
6,700 * Centene Corp.   351,348
1,950 * Charles River Laboratories International, Inc.   276,705
1,600 Eli Lilly & Co.   177,264
3,150 * Exact Sciences Corp.   371,826
3,990 Hill-Rom Holdings, Inc.   417,434
1,420 Johnson & Johnson   197,778
4,300 Koninklijke Philips NV (ADR)   187,394
3,940 Medtronic, PLC   383,717
4,870 Merck & Co., Inc.   408,349
8,700 Pfizer, Inc.   376,884
9,200 Smith & Nephew, PLC (ADR)   400,568
1,490 Thermo Fisher Scientific, Inc.   437,583
1,950 * Vertex Pharmaceuticals, Inc.   357,591
3,700 Zimmer Biomet Holdings, Inc.   435,638
2,850    Zoetis, Inc.   323,447
        5,795,957

 

76

 



         
 
 
 
Shares   Security   Value
  Industrials—7.8%    
6,850 * Gardner Denver Holdings, Inc. $         237,010
3,060 Honeywell International, Inc.   534,245
4,750 Ingersoll-Rand, PLC   601,683
4,800 Jacobs Engineering Group, Inc.   405,072
3,050 Kansas City Southern, Inc.   371,551
1,500 Lockheed Martin Corp.   545,310
1,350 Northrop Grumman Corp.   436,199
4,300 Republic Services, Inc.   372,552
1,290 Stanley Black & Decker, Inc.   186,547
2,100 Union Pacific Corp.   355,131
3,880   United Technologies Corp.   505,176
        4,550,476
  Information Technology—11.6%    
1,750 * Adobe Systems, Inc.   515,637
7,050 * Advanced Micro Devices, Inc.   214,108
10,003 Cisco Systems, Inc.   547,464
10,450 Corning, Inc.   347,253
7,050 * Cree, Inc.   396,069
4,850 * Fiserv, Inc.   442,126
8,190 Intel Corp.   392,055
3,900 Maxim Integrated Products, Inc.   233,298
3,600 * Mellanox Technologies, Ltd.   398,412
3,760 Microsoft Corp.   503,690
8,750 Nintendo Co., Ltd. (ADR)   400,488
1,300 NVIDIA Corp.   213,499
6,200 Oracle Corp.   353,214
4,750 QUALCOMM, Inc.   361,333
600 * salesforce.com, Inc.   91,038
2,800 * Synopsys, Inc.   360,332
2,100 Texas Instruments, Inc.   240,996
2,900 Visa, Inc. – Class “A”   503,295
2,150 * Worldpay, Inc. – Class “A”   263,483
        6,777,790

 

77

 



Portfolio of Investments (continued)
TOTAL RETURN FUND
June 30, 2019

         
 
Shares or      
Principal      
Amount   Security   Value
  Materials—.9%    
1,783 Dow, Inc. $          87,920
1,783 DuPont de Nemours, Inc.   133,850
1,650   Linde, PLC   331,320
        553,090
Total Value of Common Stocks (cost $27,207,400)   33,013,226
  CORPORATE BONDS—21.9%    
  Aerospace/Defense—.5%    
$   300M   Rockwell Collins, Inc., 3.5%, 3/15/2027   312,456
  Automotive—1.5%    
100M Ford Motor Credit Co., LLC, 8.125%, 1/15/2020   102,845
308M General Motors Financial Co., Inc., 5.25%, 3/1/2026   330,644
200M Lear Corp., 5.25%, 1/15/2025   207,228
200M   O’Reilly Automotive, Inc., 3.55%, 3/15/2026   206,384
        847,101
  Energy—4.1%    
300M Cimarex Energy Co., 4.375%, 3/15/2029   319,234
300M Continental Resources, Inc., 5%, 9/15/2022   302,772
300M Enterprise Products Operating, 7.55%, 4/15/2038   415,980
300M Kinder Morgan Energy Partners, LP, 3.45%, 2/15/2023   308,402
150M Kinder Morgan, Inc., 5.625%, 11/15/2023 (a)   166,190
400M Magellan Midstream Partners, LP, 5%, 3/1/2026   444,753
300M Midwest Connector Capital Co., LLC, 4.625%, 4/1/2029 (a)   321,798
100M   Valero Energy Corp., 6.625%, 6/15/2037   126,864
        2,405,993
  Financial Services—1.3%    
400M Brookfield Finance, Inc., 4%, 4/1/2024   420,693
100M ERAC USA Finance, LLC, 4.5%, 8/16/2021 (a)   104,279
100M Key Bank NA, 3.4%, 5/20/2026   102,677
100M   Liberty Mutual Group, Inc., 4.95%, 5/1/2022 (a)   105,949
        733,598
  Financials—4.2%    
  Bank of America Corp.:    
300M 4%, 1/22/2025   315,762
100M   5.875%, 2/7/2042   133,077

 

78

 



         
 
 
Principal      
Amount   Security   Value
  Financials (continued)    
  Citigroup, Inc.:    
$   300M 4.5%, 1/14/2022 $         315,474
100M 4.3%, 11/20/2026   106,289
  JPMorgan Chase & Co.:    
100M 4.452%, 12/5/2029   111,591
200M 3.702%, 5/6/2030   211,050
100M 6.4%, 5/15/2038   138,149
  Morgan Stanley:    
200M 5.5%, 7/28/2021   212,560
200M 4%, 7/23/2025   214,394
200M UBS Group Funding (Switzerland) AG, 4.253%, 3/23/2028 (a)   215,742
500M   Wells Fargo & Co., 3.196%, 6/17/2027   510,021
        2,484,109
  Forest Products/Containers—.4%    
250M   Packaging Corp. of America, 3.4%, 12/15/2027   253,054
  Health Care—1.4%    
  CVS Health Corp.:    
200M 3.875%, 7/20/2025   209,004
500M 5.05%, 3/25/2048   533,380
100M   Express Scripts Holding Co., 4.75%, 11/15/2021   105,033
        847,417
  Information Technology—1.9%    
300M Corning, Inc., 7.25%, 8/15/2036   363,589
200M Diamond 1 Finance Corp., 4.42%, 6/15/2021 (a)   206,153
500M   International Business Machines Corp., 4.25%, 5/15/2049   539,568
        1,109,310
  Manufacturing—.7%    
300M Crane Co., 4.2%, 3/15/2048   296,840
100M   Johnson Controls International, PLC, 5%, 3/30/2020   101,850
        398,690
  Media-Cable TV—.8%    
  Comcast Corp.:    
100M 5.15%, 3/1/2020   101,802
300M   4.25%, 1/15/2033   336,819
        438,621

 

79

 



Portfolio of Investments (continued)
TOTAL RETURN FUND
June 30, 2019

         
 
 
Principal      
Amount   Security   Value
  Metals/Mining—.6%    
$   235M Glencore Funding, LLC, 4.625%, 4/29/2024 (a) $        248,635
100M   Newmont Mining Corp., 5.125%, 10/1/2019   100,599
        349,234
  Real Estate—1.5%    
300M Alexandria Real Estate Equities, Inc., 3.95%, 1/15/2028   315,769
  Digital Realty Trust, LP:    
200M 4.75%, 10/1/2025   219,370
250M 3.6%, 7/1/2029   253,820
100M   HCP, Inc., 4.25%, 11/15/2023   106,277
        895,236
  Retail-General Merchandise—.2%    
100M   Home Depot, Inc., 5.875%, 12/16/2036   132,854
  Telecommunications—1.1%    
  AT&T, Inc.:    
100M 3.6%, 7/15/2025   103,858
400M 4.25%, 3/1/2027   429,069
100M   Verizon Communications, Inc., 4.272%, 1/15/2036   108,480
        641,407
  Transportation—.4%    
250M   Air Lease Corp., 3.875%, 7/3/2023   260,738
  Utilities—1.3%    
400M Duke Energy Corp., 3.75%, 4/15/2024   422,252
100M Entergy Arkansas, Inc., 4.95%, 12/15/2044   105,932
100M Ohio Power Co., 5.375%, 10/1/2021   106,831
100M   Oklahoma Gas & Electric Co., 4%, 12/15/2044   104,672
        739,687
Total Value of Corporate Bonds (cost $12,433,662)   12,849,505
  U.S. GOVERNMENT OBLIGATIONS—5.2%    
  U.S. Treasury Bonds:    
300M 3%, 8/15/2048   329,074
100M 3.125%, 8/15/2044   111,590
150M 3.125%, 5/15/2048   168,349
900M   3.375%, 11/15/2048   1,059,627

 

80

 



         
 
 
Principal      
Amount   Security   Value
  U.S. GOVERNMENT OBLIGATIONS (continued)    
  U.S. Treasury Notes:    
$   150M 2%, 11/30/2022 $          151,374
100M 2%, 11/15/2026   100,779
100M 2.625%, 12/31/2023   103,777
900M   3.125%, 11/15/2028   987,293
Total Value of U.S. Government Obligations (cost $2,778,828)   3,011,863
  RESIDENTIAL MORTGAGE-BACKED    
  SECURITIES—4.7%    
  Fannie Mae—3.9%    
196M 3%, 5/1/2029 – 11/1/2030   200,340
289M 3.5%, 11/1/2028 – 12/1/2047   299,311
680M 4%, 7/1/2041 – 8/1/2047   712,110
939M 4.5%, 8/1/2041 – 1/1/2049   983,019
62M   5%, 3/1/2042   67,004
        2,261,784
  Freddie Mac—.8%    
269M 3.5%, 5/1/2033 – 7/1/2044   280,352
61M 4%, 7/1/2044 – 4/1/2045   63,456
93M   4.5%, 12/1/2043   99,177
        442,985
Total Value of Residential Mortgage-Backed Securities (cost $2,692,322)   2,704,769
  ASSET-BACKED SECURITIES—2.2%    
  Fixed Autos—1.7%    
300M AmeriCredit Automobile Receivables Trust, 3.13%, 2/18/2025   305,775
700M   Hertz Vehicle Financing Trust, 2.96%, 10/25/2021   704,406
        1,010,181
  Fixed Communication Services—.5%    
  Verizon Owner Trust:    
200M 1.92%, 12/20/2021 (a)   199,622
100M   3.23%, 4/20/2023   101,966
        301,588
Total Value of Asset-Backed Securities (cost $1,292,715)   1,311,769

 

81

 



Portfolio of Investments (continued)
TOTAL RETURN FUND
June 30, 2019

           
 
Shares or      
Principal      
Amount   Security     Value
  EXCHANGE TRADED FUNDS—1.8%    
11,165 iShares iBoxx USD High Yield Corporate Bond ETF (ETF) $     973,365
558   SPDR Bloomberg Barclays High Yield Bond ETF (ETF)   60,789
Total Value of Exchange Traded Funds (cost $1,013,852)     1,034,154
  COMMERCIAL MORTGAGE-BACKED  
  SECURITIES—1.4%    
  Federal Home Loan Mortgage Corporation  
  Multi-Family Structured Pass-Throughs:    
$   541M 3.725%, 12/25/2027   582,514
200M   3.422%, 2/25/2052     215,731
Total Value of Commercial Mortgage-Backed Securities (cost $757,658)   798,245
  COLLATERALIZED MORTGAGE    
  OBLIGATIONS—1.0%    
  Fannie Mae:    
245M 3.0856%, 12/25/2027 †   254,822
300M   3.273%, 1/25/2029     316,782
Total Value of Collateralized Mortgage Obligations (cost $539,231)   571,604
U.S. GOVERNMENT AGENCY OBLIGATIONS—. 3%
200M   Federal Farm Credit Bank, 3%, 9/13/2029 (cost $189,196)   200,000
  PASS-THROUGH CERTIFICATES—.3%  
  Transportation    
189M   American Airlines 17-2 AA PTT, 3.35%, 10/15/2029 (cost $190,550)   191,517
  SHORT-TERM U.S. GOVERNMENT    
  OBLIGATIONS—1.7%    
1,000M   U.S. Treasury Bills, 2.05%, 7/2/2019 (cost $999,943)   999,946
Total Value of Investments (cost $50,095,357) 97.0 % 56,686,598
Other Assets, Less Liabilities 3.0   1,766,829
Net Assets     100.0 % $58,453,427

 

Non-income producing
 
(a)  Security exempt from registration under Rule 144A of the Securities Act of 1933 (see Note 5).
 
†  Interest rates are determined and reset periodically. The interest rates above are the rates in effect
at June 30, 2019.

 

82

 



Summary of Abbreviations:
ADR American Depositary Receipts
ETF Exchange Traded Fund
PTT Pass-Through Trust
SPDR Standard & Poor’s Depository Receipts
USD United States Dollar

 

The Fund’s assets and liabilities are classified into the following three levels based on the inputs used to value the assets and liabilities:

Level 1 — Unadjusted quoted prices in active markets for identical securities that the Fund has the ability to access.

Level 2 — Observable inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly. These inputs may include quoted prices for the identical instrument on an inactive market, prices for similar instruments, interest rates, prepayment speeds, credit risk, yield curves, default rates and similar data.

Level 3 — Unobservable inputs for the asset or liability, to the extent relevant observable inputs are not available, representing the Fund’s own assumption about the assumptions a market participant would use in valuing the asset or liability, and would be based on the best information available.

The inputs methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities. For example, U.S. Government securities are reflected as Level 2 because the inputs used to determine fair value may not always be quoted prices in an active market.

83

 



The following is a summary, by category of Level, of inputs used to value the Fund’s investments as of June 30, 2019:

  Level 1 Level 2 Level 3 Total
Common Stocks $ 33,013,226 $ $ $ 33,013,226
Corporate Bonds   12,849,505   12,849,505
U.S. Government Obligations   3,011,863   3,011,863
Residential Mortgage-Backed            
Securities   2,704,769   2,704,769
Asset-Backed Securities   1,311,769   1,311,769
Exchange Traded Funds 1,034,154     1,034,154
Commercial Mortgaged-Backed            
Securities   798,245   798,245
Collateralized Mortgage            
Obligations   571,604   571,604
U.S. Government Agency            
Obligations   200,000   200,000
Pass-Through Certificates   191,517   191,517
Short-Term U.S. Government            
Obligations     999,946     999,946
Total Investments in Securities* $ 34,047,380 $ 22,639,218 $ $ 56,686,598

 

The Portfolio of Investments provides information on the industry categorization for common
stocks, corporate bonds, asset-backed securities and pass-through certificates.
 
There were no transfers into or from Level 1 and Level 2 by the Fund for the six months ended
June 30, 2019. Transfers, if any, between Levels are recognized at the end of the reporting period.

 

84 See notes to financial statements

 


 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

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85

 


Statements of Assets and Liabilities
FIRST INVESTORS LIFE SERIES FUNDS
June 30, 2019

                                   
  COVERED     GOVERNMENT    
  CALL EQUITY FUND FOR   CASH GROWTH &  
    STRATEGY    INCOME   INCOME MANAGEMENT   INCOME   INTERNATIONAL
Assets              
Investments in securities:              
At identified cost $  18,804,082   93,562,950 $  102,969,174 $ 10,018,240 $ 363,266,746 $  118,915,616
 
At value (Note 1A) $ 21,799,910   123,902,764 $  104,154,261 $  10,018,240 $  500,323,897 $  163,830,197
Cash 280,656 2,418,166 4,432,656   195,210 3,085,018 2,307,632
Receivables:              
Investment securities sold 95,893 859,944  
Interest and dividends 27,530 154,938 1,584,159   7,823 350,590 601,123
Trust shares sold 10,872 2,291 100,297   1,449 187,242 4,567
Other assets   692    6,667   5,661     607    27,060    8,135
 
Total Assets   22,119,660    126,580,719    111,136,978     10,223,329    503,973,807    166,751,654
 
Liabilities              
Options written, at value (Note 6) 442,457 (a)  
Payables:              
Investment securities purchased 2,864,202  
Trust shares redeemed 23,207 86,526 107,314   189,246 160,030 119,061
Accrued advisory fees 13,045 76,594 65,960   6,488 299,007 100,279
Accrued expenses   18,398    19,957    85,840     16,355    85,037    82,605
 
Total Liabilities   497,107    183,077    3,123,316      212,089    544,074    301,945
 
Net Assets $ 21,622,553 $  126,397,642 $  108,013,662 $  10,011,240 $  503,429,733 $ 166,449,709
 
Net Assets Consist of:              
Capital paid in $  19,878,698 $   92,511,344 $  110,459,886 $  10,011,240 $  341,450,199 $ 123,259,296
Distributable earnings   1,743,855    33,886,298    (2,446,224)        161,979,534    43,190,413
 
Total $  21,622,553 $ 126,397,642 $  108,013,662 $  10,011,240 $ 503,429,733 $  166,449,709
 
Shares of beneficial interest outstanding (Note 2)   1,851,884    6,122,742    17,556,156     10,011,240    12,716,184    6,994,455
 
Net asset value, offering and redemption price per share —              
(Net assets divided by shares outstanding) $11.68 $20.64 $6.15   $1.00 $39.59 $23.80

 

(a) Premiums received from written options $464,079

86 See notes to financial statements 87

 



Statements of Assets and Liabilities
FIRST INVESTORS LIFE SERIES FUNDS
June 30, 2019

                                   
      LIMITED          
  INVESTMENT DURATION     SELECT SPECIAL TOTAL
    GRADE     BOND   OPPORTUNITY     GROWTH     SITUATIONS     RETURN
Assets                
Investments in securities:                
At identified cost $ 60,116,014 $ 32,832,027 $ 63,821,460 $  70,010,546 $ 211,162,670 $  50,095,357
 
At value (Note 1A) $ 63,204,788 $ 33,444,333 $ 76,232,774 $  84,048,116 $ 231,071,645 $  56,686,598
Cash   1,862,220 334,372   1,652,055 2,443,632 2,698,846 1,605,331
Receivables:                
Investment securities sold    
Interest and dividends   668,877 245,023   53,792 30,770 198,197 209,301
Trust shares sold   87,566 6,830   80,216 134,022 25,653 66,742
Other assets   3,384   2,177   3,625   3,842   13,023   2,948
Total Assets   65,826,835   34,032,735   78,022,462   86,660,382   234,007,364   58,570,920
 
Liabilities                
Payables:                
Investment securities purchased   199,584  
Trust shares redeemed   9,513 6,005   139,435 48,277 147,505 64,350
Accrued advisory fees   31,976 16,741   46,924 52,075 140,263 35,427
Accrued expenses   19,425    18,606    15,452    11,244    49,267    17,716
 
Total Liabilities   260,498   41,352   201,811    111,596     337,035     117,493
 
Net Assets $ 65,566,337 $  33,991,383 $ 77,820,651 $  86,548,786 $ 233,670,329 $  58,453,427
 
Net Assets Consist of:                
Capital paid in $ 64,064,351 $ 35,569,046 $ 64,241,028 $  66,275,218 $ 207,018,866 $  51,266,525
Distributable earnings   1,501,986   (1,577,663)   13,579,623   20,273,568   26,651,463   7,186,902
 
Total $ 65,566,337 $  33,991,383 $ 77,820,651 $  86,548,786 $ 233,670,329 $  58,453,427
 
Shares of beneficial interest outstanding (Note 2)   6,136,837    3,548,673   4,347,287   5,714,762   7,779,212   4,306,416
 
Net asset value, offering and redemption price per share —                
(Net assets divided by shares outstanding) $10.68 $9.58   $17.90 $15.14   $30.04   $13.57

 

88 See notes to financial statements 89

 



Statements of Operations
FIRST INVESTORS LIFE SERIES FUNDS
Six Months Ended June 30, 2019

                                 
  COVERED       GOVERNMENT      
  CALL   EQUITY FUND FOR   CASH GROWTH &    
    STRATEGY      INCOME     INCOME    MANAGEMENT     INCOME   INTERNATIONAL  
Investment Income                  
Income:                  
Interest $  — $ 58,732 $  3,153,784 $ 127,643 $  255,847 $ 30,612
Dividends   233,831   1,668,319 (a)         5,742,969 (b)   1,731,745 (c)
 
Total income   233,831   1,727,051   3,153,784     127,643   5,998,816   1,762,357
 
Expenses (Notes 1 and 4):                  
Advisory fees 74,898   456,417 391,863   39,440 1,779,342   580,788
Professional fees 9,631   14,174 15,772   8,356 36,551   20,278
Custodian fees and expenses 1,854   2,049 2,508   1,642 7,452   26,776
Reports and notices to shareholders 2,600   8,450 7,701   2,828 27,500   9,107
Registration fees 755   100 650   198 153   650
Trustees’ fees 871   5,319 4,558   452 21,141   6,757
Other expenses   2,164   5,552   7,956     (6,668 )   17,007   22,331
 
Total expenses 92,773   492,061 431,008   46,248 1,889,146   666,687
Less: Expenses waived and/or assumed (Note 4)     (5,824 )  
Expenses paid indirectly (Note 1G)   (259 )   (1,752 )   (1,223 )   (136 )   (7,011 )   (348 )
 
Net expenses   92,514   490,309   429,785     40,288   1,882,135   666,339
 
Net investment income.   141,317   1,236,742   2,723,999     87,355   4,116,681   1,096,018
 
Realized and Unrealized Gain (Loss) on Investments, Foreign                  
Currency Transactions and Options Contracts (Notes 3 and 6):                  
Net realized gain (loss) from:                  
Investments (383,287 )   2,645,834 (7,962 ) 22,848,488   (2,511,396 )
Foreign currency transactions (Note 1C)       (68,808 )
Options contracts   (882,817 )   25,477         75,074  
Net realized gain (loss) on investments,                  
foreign currency transactions and options contracts   (1,266,104 )   2,671,311   (7,962 )     22,923,562   (2,580,204 )
Net unrealized appreciation (depreciation) on:                  
Investments 3,691,311 11,051,707 6,262,161   41,311,764   28,174,470
Foreign currency transactions (Note 1C)       4,615
Options contracts   (69,269 )            
Net unrealized appreciation on investments, foreign currency transactions and                  
options contracts   3,622,042 11,051,707   6,262,161       41,311,764   28,179,085
Net gain on investments, foreign currency transactions and                  
options contracts   2,355,938 13,723,018   6,254,199       64,235,326   25,598,881
 
Net Increase in Net Assets Resulting from Operations $ 2,497,255 $ 14,959,760 $  8,978,198 $ 87,355 $  68,352,007 $ 26,694,899

 

(a) Net of $6,197 foreign taxes withheld
(b) Net of $39,569 foreign taxes withheld
(c) Net of $210,866 foreign taxes withheld

90 See notes to financial statements 91

 



Statements of Operations
FIRST INVESTORS LIFE SERIES FUNDS
Six Months Ended June 30, 2019

                                         
    LIMITED          
  INVESTMENT DURATION     SELECT SPECIAL TOTAL
      GRADE       BOND   OPPORTUNITY     GROWTH     SITUATIONS     RETURN
Investment Income              
Income:              
Interest $  1,224,753 $  535,434 $ 2,054 $  5,487 $  41,668 $  384,997
Dividends       553,272 (d)   591,129   1,961,853   316,640 (e)
 
Total income   1,224,753   535,434   555,326   596,616   2,003,521   701,637
 
Expenses (Notes 1 and 4):              
Advisory fees 235,141 125,080   274,935 310,473 859,261 207,397
Professional fees. 11,900 13,217   9,874 10,704 21,762 13,975
Custodian fees and expenses 958 778   8,442 3,121 9,773 1,455
Reports and notices to shareholders 5,293 3,945   5,454 4,692 15,151 7,010
Registration fees 650 650   126 206 650 599
Trustees’ fees 2,727 1,453   3,210 3,634 10,090 2,413
Other expenses   9,254   5,304   3,898   2,091   8,913   8,913
 
Total expenses 265,923 150,427   305,939 334,921 925,600 241,762
Less: Expenses waived (Note 4) (47,028 ) (25,016 )  
Expenses paid indirectly (Note 1G)   (787 )   (418 )   (1,040 )   (1,056 )   (3,367 )   (769 )
 
Net expenses   218,108   124,993   304,899   333,865   922,233   240,993
 
Net investment income   1,006,645   410,441   250,427   262,751   1,081,288   460,644
 
Realized and Unrealized Gain (Loss) on Investments              
and Futures Contracts (Note 3):              
Net realized gain (loss) on investments   107,420   (5,296 )   1,011,424   5,973,247   5,973,530   562,734
 
Net unrealized appreciation on investments   4,454,656   676,378   11,318,147   4,098,789   18,656,238   5,668,517
 
Net gain on investments   4,562,076   671,082   12,329,571   10,072,036   24,629,768   6,231,251
 
Net Increase in Net Assets Resulting from Operations $  5,568,721 $  1,081,523 $ 12,579,998 $  10,334,787 $  25,711,056 $  6,691,895

 

(d) Net of $5,316 foreign taxes withheld
(e) Net of $2,132 foreign taxes withheld

92 See notes to financial statements 93

 



Statements of Changes in Net Assets
FIRST INVESTORS LIFE SERIES FUNDS

                                                      
  COVERED CALL         GOVERNMENT
       STRATEGY     EQUITY INCOME    FUND FOR INCOME      CASH MANAGEMENT  
  1/1/19 to 1/1/18 to 1/1/19 to 1/1/18 to 1/1/19 to 1/1/18 to 1/1/19 to 1/1/18 to
        6/30/19       12/31/18       6/30/19       12/31/18     6/30/19       12/31/18       6/30/19       12/31/18  
Increase (Decrease) in Net Assets From Operations                
Net investment income $ 141,317 $  214,738 $  1,236,742 $  3,708,762 $  2,723,999 $  5,136,389 $  87,355 $  123,522
Net realized gain (loss) on investments, foreign currency                
transactions and options contracts (1,266,104 ) 79,161 2,671,311 10,345,512 (7,962 ) (135,135 )
Net unrealized appreciation (depreciation) of investments,                
foreign currency transactions and options contracts   3,622,042   (2,140,100 )   11,051,707   (24,510,582 )   6,262,161   (7,547,381 )      
Net increase (decrease) in net assets resulting                
from operations   2,497,255   (1,846,201 )   14,959,760   (10,456,308 )   8,978,198   (2,546,127 )   87,355   123,522  
 
Distributions to Shareholders                
Distributions   (214,737 )   (132,946 )   (14,210,932 )   (6,132,576 )   (5,659,504 )   (5,406,594 )   (87,355 )   (123,522 )
 
Trust Share Transactions                
Proceeds from shares sold. 2,259,903 8,617,171 1,405,807 3,601,599 2,504,092 4,700,129 11,141,359 34,404,223
Reinvestment of distributions 214,737 132,946 14,210,932 6,132,576 5,659,504 5,406,594 87,355 123,522
Cost of shares redeemed   (493,856 )   (795,938 )   (3,852,652 )   (9,254,741 )   (3,667,079 )   (7,966,143 )   (12,871,609 )   (31,536,951 )
 
Net increase (decrease) from trust share transactions   1,980,784   7,954,179   11,764,087   479,434   4,496,517   2,140,580   (1,642,895 )   2,990,794
 
Net increase (decrease) in net assets 4,263,302 5,975,032 12,512,915 (16,109,450 ) 7,815,211 (5,812,141 ) (1,642,895 ) 2,990,794
 
Net Assets                
Beginning of period   17,359,251   11,384,219   113,884,727   129,994,177   100,198,451   106,010,592   11,654,135   8,663,341  
 
End of period $  21,622,553 $  17,359,251 $  126,397,642 $  113,884,727 $  108,013,662 $  100,198,451 $  10,011,240 $  11,654,135  
 
Trust Shares Issued and Redeemed                
Sold 202,323 753,965 68,439 159,530 410,041 760,276 11,141,359 34,404,223
Issued for distributions reinvested. 19,139 11,796 716,277 276,242 947,991 887,782 87,355 123,522
Redeemed    (43,661 )   (68,955 )   (186,823 )   (410,580 )   (601,513 )   (1,294,191 )   (12,871,609 )   (31,536,951 )
 
Net increase (decrease) in trust shares outstanding    177,801    696,806    597,893    25,192   756,519   353,867   (1,642,895 )   2,990,794

 

94 See notes to financial statements 95

 



Statements of Changes in Net Assets
FIRST INVESTORS LIFE SERIES FUNDS

                                                 
                 LIMITED DURATION
  GROWTH & INCOME   INTERNATIONAL   INVESTMENT GRADE   BOND  
  1/1/19 to 1/1/18 to 1/1/19 to 1/1/18 to 1/1/19 to   1/1/18 to 1/1/19 to   1/1/18 to
     6/30/19       12/31/18       6/30/19       12/31/18     6/30/19      12/31/18     6/30/19     12/31/18  
Increase (Decrease) in Net Assets From Operations                    
Net investment income $  4,116,681 $ 7,887,300 $  1,096,018 $  1,315,927 $  1,006,645 $ 1,947,725 $ 410,441 $ 41,887
Net realized gain (loss) on investments, foreign currency                    
transactions and options contracts 22,923,562 79,189,083 (2,580,204 ) 13,130,271 107,420   (192,933 ) (5,296 )   (114,370 )
Net unrealized appreciation (depreciation) of investments                    
and foreign currency transactions   41,311,764   (137,968,673 )   28,179,085   (34,079,938 )   4,454,656   (3,142,639 )   676,378   139,774
 
Net increase (decrease) in net assets resulting                    
from operations   68,352,007   (50,892,290 )   26,694,899   (19,633,740 )   5,568,721   (1,387,847 )   1,081,523   67,291
 
Distributions to Shareholders                    
Distributions   (88,019,342 )   (30,287,733 )   (14,342,500 )   (8,452,691 )   (2,419,791 )   (2,464,911 )   (212,829 )   (181,149 )
 
Trust Share Transactions                    
Proceeds from shares sold. 2,268,916 4,272,429 2,177,576 8,719,408 1,238,871   3,265,357 1,000,800   2,471,009
Reinvestment of distributions 88,019,342 30,287,733 14,342,500 8,452,691 2,419,791   2,464,911 212,829   181,149
Cost of shares redeemed (16,166,432 ) (36,099,781 ) (4,670,915 ) (6,965,544 ) (2,871,384 )   (6,410,479 ) (1,612,695 )   (1,483,283 )
Shares issued in merger (see Note 9)                 25,246,765
 
Net increase (decrease) from trust share transactions   74,121,826   (1,539,619 )   11,849,161   10,206,555   787,278   (680,211 )   (399,066 )   26,415,640
 
Net increase (decrease) in net assets 54,454,491 (82,719,642 ) 24,201,560 (17,879,876 ) 3,936,208   (4,532,969 ) 469,628   26,301,782
 
Net Assets                    
Beginning of period   448,975,242   531,694,884   142,248,149   160,128,025   61,630,129   66,163,098   33,521,755   7,219,973
 
End of period $  503,429,733 $  448,975,242 $  166,449,709 $  142,248,149 $  65,566,337 $ 61,630,129 $  33,991,383 $ 33,521,755
 
Trust Shares Issued and Redeemed                    
Sold 55,311 91,611 95,186 355,497 119,963   318,410 106,207   265,394
Issued for distributions reinvested. 2,334,731 656,716 662,471 342,492 241,255   242,371 22,690   19,541
Redeemed (404,032 ) (769,522 ) (204,534 ) (282,708 ) (278,195 )   (630,374 ) (171,199 )   (158,651 )
Shares issued in merger (see Note 9)                 2,713,185
 
Net increase (decrease) in trust shares outstanding   1,986,010   (21,195 )   553,123   415,281   83,023   (69,593 )   (42,302 )   2,839,469

 

96 See notes to financial statements 97

 



Statements of Changes in Net Assets
FIRST INVESTORS LIFE SERIES FUNDS

                   
    OPPORTUNITY   SELECT GROWTH   SPECIAL SITUATIONS   TOTAL RETURN
  1/1/19 to 1/1/18 to 1/1/19 to 1/1/18 to 1/1/19 to 1/1/18 to 1/1/19 to 1/1/18 to
      6/30/19     12/31/18     6/30/19     12/31/18     6/30/19 12/31/18     6/30/19     12/31/18
Increase (Decrease) in Net Assets From Operations                
Net investment income $  250,427 $  941,034 $  262,751 $  260,357 $  1,081,288 $  1,626,398 $  460,644 $  871,169
Net realized gain on investments 1,011,424 1,873,756 5,973,247 4,817,300 5,973,530 15,731,287 562,734 1,088,676
Net unrealized appreciation (depreciation) of investments   11,318,147   (14,258,572 )   4,098,789   (8,481,984 )   18,656,238   (59,007,907 )   5,668,517 (5,855,570 )
 
Net increase (decrease) in net assets resulting                
from operations   12,579,998   (11,443,782 )   10,334,787   (3,404,327 )   25,711,056   (41,650,222 )   6,691,895   (3,895,725 )
Distributions to Shareholders                
Distributions (2,832,760 ) (1,264,074) (5,077,656 ) (5,263,578 ) (17,270,300 ) (33,554,496 ) (2,116,836 ) (1,009,297 )
 
Trust Share Transactions                
Proceeds from shares sold. 3,602,333 10,438,149 4,798,614 11,136,982 3,483,763 8,412,913 2,113,953 5,027,378
Reinvestment of distributions   2,832,760 1,264,074 5,077,656 5,263,578 17,270,300 33,554,496 2,116,836 1,009,297
Cost of shares redeemed (2,556,846 ) (4,776,699 ) (2,213,309 ) (3,933,445 ) (5,350,466 ) (12,935,929 ) (1,982,011 ) (3,358,122 )
Shares issued in merger (see Note 9)                 5,946,557
 
Net increase from trust share transactions   3,878,247   6,925,524   7,662,961   12,467,115 15,403,597   29,031,480   2,248,778   8,625,110
 
Net increase (decrease) in net assets 13,625,485 (5,782,332 ) 12,920,092 3,799,210 23,844,353 (46,173,238 ) 6,823,837 3,720,088
 
Net Assets                
Beginning of period   64,195,166   69,977,498   73,628,694   69,829,484   209,825,976   255,999,214   51,629,590   47,909,502
 
End of period $  77,820,651 $  64,195,166 $   86,548,786 $  73,628,694 $  233,670,329 $ 209,825,976 $  58,453,427 $  51,629,590
 
Trust Shares Issued and Redeemed                
Sold 208,179 580,446 317,255 707,116 115,313 244,269 161,545 376,074
Issued for distributions reinvested. 164,983 70,383 336,715 347,890 569,038 1,006,132 165,120 75,659
Redeemed (147,141 ) (260,692 ) (145,959 ) (247,891 ) (176,195 ) (366,438 ) (151,009 ) (253,482 )
Shares issued in merger (see Note 9)                 469,477
 
Net increase in trust shares outstanding 226,021   390,137   508,011   807,115   508,156   883,963   175,656   667,728

 

98 See notes to financial statements 99

 



Notes to Financial Statements
FIRST INVESTORS LIFE SERIES FUNDS
June 30, 2019

1. Significant Accounting Policies—First Investors Life Series Funds, a Delaware statutory trust (“the Trust”), is registered under the Investment Company Act of 1940 (the “1940 Act”) as an open-end management investment company. The Trust operates as a series fund, issuing shares of beneficial interest in the Covered Call Strategy Fund, Equity Income Fund, Fund For Income, Government Cash Management Fund, Growth & Income Fund, International Fund, Investment Grade Fund, Limited Duration Bond Fund, Opportunity Fund, Select Growth Fund, Special Situations Fund and Total Return Fund (each a “Fund”, collectively, “the Funds”), and accounts separately for the assets, liabilities and operations of each Fund. Each Fund is an investment company and accordingly follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (“FASB”) Accounting Standard Codification Topic 946 “Financial Services—Investment Companies” including FASB Accounting Standard Update ASU 2013-08. Each Fund is diversified. The objective of each Fund as of June 30, 2019 is as follows:

Covered Call Strategy Fund seeks long-term capital appreciation.

Equity Income Fund seeks total return.

Fund For Income seeks high current income.

Government Cash Management Fund seeks to earn a high rate of current income consistent with the preservation of capital and maintenance of liquidity.

Growth & Income Fund seeks long-term growth of capital and current income.

International Fund primarily seeks long-term capital growth.

Investment Grade Fund seeks to generate a maximum level of income consistent with investment primarily in investment grade debt securities.

Limited Duration Bond Fund seeks current income consistent with low volatility of principal.

Opportunity Fund seeks long-term capital growth.

Select Growth Fund seeks long-term growth of capital.

Special Situations Fun d seeks long-term growth of capital.

Total Return Fund seeks high, long-term total investment return consistent with moderate investment risk.

A. Security Valuation—Except as provided below, a security listed or traded on an exchange or the Nasdaq Stock Market is valued at its last sale price on the exchange

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or market where the security is principally traded, and lacking any sales, the security is valued at the mean between the closing bid and asked prices. Securities traded in the over-the-counter (“OTC”) market (including securities listed on exchanges whose primary market is believed to be OTC) and call and put options are valued at the mean between the last bid and asked prices based on quotes furnished by a market maker for such securities or an authorized pricing service. Fixed income securities, other than short-term debt securities held by the Government Cash Management Fund, are priced based upon evaluated prices that are provided by a pricing service approved by the Trust’s Board of Trustees (“the Board”). Other securities may also be priced based upon valuations that are provided by pricing services approved by the Board. The pricing services consider security type, rating, market condition and yield data as well as market quotations, prices provided by market makers and other available information in determining evaluated prices.

The Funds monitor for significant events occurring prior to the close of trading on the New York Stock Exchange that could have a material impact on the value of any securities that are held by the Funds. Examples of such events include trading halts, natural disasters, political events and issuer-specific developments. If the Valuation Committee of Foresters Investment Management Company, Inc. (“FIMCO”) decides that such events warrant using fair value estimates, it will take such events into consideration in determining the fair values of such securities. If market quotations or prices are not readily available or are deemed to be unreliable, or do not appear to reflect significant events that have occurred prior to the time as of which the net asset value is calculated, the securities may be valued at fair value as determined in good faith pursuant to procedures adopted by the Board. The Funds also use evaluated prices from a pricing service to fair value certain foreign equity securities in the event that fluctuations in U.S. securities markets exceed a predetermined level or if a foreign market is closed. For valuation purposes, where applicable, quotations of foreign securities in foreign currencies are translated to U.S. dollar equivalents using the foreign exchange quotation in effect.

The Government Cash Management Fund values its portfolio securities in accordance with the amortized cost method of valuation under Rule 2a-7 under the 1940 Act. Amortized cost is an approximation of market value of an instrument, whereby the difference between its acquisition cost and market value at maturity is amortized on a straight-line basis over the remaining life of the instrument. The effect of changes in the market value of a security as a result of fluctuating interest rates is not taken into account and thus the amortized cost method of valuation may result in the value of a security being higher or lower than its actual market value.

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Notes to Financial Statements (continued)
FIRST INVESTORS LIFE SERIES FUNDS
June 30, 2019

In accordance with Accounting Standards Codification 820 “Fair Value Measurements and Disclosures” (“ASC 820”), investments held by the Funds are carried at “fair value”. As defined by ASC 820, fair value is the price that a fund would receive upon selling an investment in an orderly transaction to an independent buyer in the principal or most advantageous market for the investment under current market conditions. Various inputs are used in determining the value of the Funds’ investments.

In addition to defining fair value, ASC 820 established a three-tier hierarchy of inputs to establish a classification of fair value measurements for disclosure purposes. The three-tier hierarchy of inputs is summarized in the three broad Levels listed below:

Level 1— Unadjusted quoted prices in active markets for identical securities that the
Fund has the ability to access.
 
Level 2— Observable inputs other than quoted prices included in Level 1 that are
observable for the asset or liability, either directly or indirectly. These
inputs may include quoted prices for the identical instrument on an inactive
market, prices for similar instruments, interest rates, prepayment speeds,
credit risk, yield curves, default rates and similar data.
 
Level 3— Unobservable inputs for the asset or liability, to the extent relevant observ-
able inputs are not available, representing the Fund’s own assumption about
the assumptions a market participant would use in valuing the asset or
liability, and would be based on the best information available.

 

Equity securities and futures contracts traded on an exchange or the Nasdaq Stock Market are categorized in Level 1 of the fair value hierarchy to the extent that they are actively traded and valuation adjustments are not applied. Foreign securities that are fair valued in the event that fluctuations in U.S. securities markets exceed a predetermined level or if a foreign market is closed are categorized in Level 2. Corporate, covered and municipal bonds, asset backed, U.S. Government and U.S. Government Agency securities, pass-through certificates and loan participations are categorized in Level 2 to the extent that the inputs are observable and timely, otherwise they would be categorized in Level 3. Short-term notes that are valued at amortized cost by the Government Cash Management Fund are categorized in Level 2. Options contracts are categorized in Level 2 to the extent that the inputs are observable and timely. Foreign exchange contracts that are considered derivative instruments and are valued at the net unrealized appreciation or depreciation on the instruments are categorized in Level 2. Securities that are fair valued by the Valuation Committee may be categorized in either Level 2 or Level 3 of the fair value hierarchy depending on the relative significance of the unobservable valuation inputs.

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The aggregate value by input level, as of June 30, 2019, for each Fund’s investments is included following each Fund’s portfolio of investments.

B. Federal Income Tax—No provision has been made for federal income taxes on net income or capital gains since it is the policy of each Fund to continue to comply with the special provisions of the Internal Revenue Code applicable to investment companies, and to make sufficient distributions of income and capital gains (in excess of any available capital loss carryovers), to relieve each Fund from all, or substantially all, federal income taxes. At December 31, 2018, capital loss carryovers were as follows:

    Not Subject  
    to Expiration  
Fund Total Long-Term Short-Term Utilized
Covered Call Strategy $   109,497 $            — $   109,497 $116,891
Fund For Income 5,709,301 4,446,962 1,262,339 125,024
Investment Grade 1,526,639 1,457,013 69,626
Limited Duration Bond 426,747 322,689 104,058

 

The Funds recognize the tax benefits of uncertain tax positions only where the position is “more likely than not” to be sustained assuming examination by tax authorities. Management has analyzed the Funds’ tax positions, and has concluded that no liability for unrecognized tax benefits should be recorded related to uncertain tax positions taken on returns filed for open tax years 2016–2018, or are expected to be taken in the Funds’ 2019 tax returns. The Funds identify their major tax jurisdictions as U.S. Federal, New York State, New York City and foreign jurisdictions where the Funds make significant investments; however, the Funds are not aware of any tax position for which it is reasonably possible that the total amounts of unrecognized tax benefits will change materially in the next twelve months.

C. Foreign Currency Translations and Transactions—The accounting records of the International Fund are maintained in U.S. dollars. Portfolio securities and other assets and liabilities denominated in foreign currencies are translated into U.S. dollars at the date of valuation. Purchases and sales of investment securities, dividend income and certain expenses are translated to U.S. dollars at the prevailing rates of exchange on the respective dates of such transactions.

The International Fund does not isolate that portion of gains and losses on investments which is due to changes in foreign exchange rates from that which is due to changes in market prices of the investments. These changes are included with the net realized and unrealized gains and losses from investments.

103

 



Notes to Financial Statements (continued)
FIRST INVESTORS LIFE SERIES FUNDS
June 30, 2019

Net realized and unrealized gains and losses on foreign currency transactions include gains and losses from the sales of spot currency transactions and gains and losses on accrued foreign dividends and related withholding taxes.

D. Distributions to Shareholders—The Separate Accounts, which own the shares of the Funds, will receive all dividends and other distributions by the Funds. All dividends and distributions are reinvested by the Separate Accounts in additional shares of the distributing Funds. Distributions from net investment income and net realized capital gains are generally declared and paid annually on all Funds, except for the Government Cash Management Fund which declares dividends, if any, from the total of net investment income (plus or minus all realized short-term gains and losses on investments) daily and pays monthly. Dividends from net investment income and capital gain distributions are determined in accordance with income tax regulations which may differ from accounting principles generally accepted in the United States of America. These differences are primarily due to differing treatments for capital loss carryforwards, deferral of wash sale losses, late loss deferrals, post-October capital losses, net operating losses and foreign currency transactions.

E. Expense Allocation—Expenses directly charged or attributable to a Fund are paid from the assets of that Fund. General expenses of the Trust are allocated among and charged to the assets of each Fund on a fair and equitable basis, which may be based on the relative assets of each Fund or the nature of the services performed and relative applicability to each Fund.

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

G. Other—Security transactions are generally accounted for on the first business day following the date the securities are purchased or sold, except for financial reporting purposes which is trade date. Investments in securities issued on a when-issued or delayed delivery basis are generally reflected in the assets of the Funds on the first business day following the date the securities are purchased and the Funds segregate assets for these transactions. Cost of securities is determined and gains and losses are based on the identified cost basis for securities for both financial statement and federal income tax purposes. Dividend income is recorded on the ex-dividend date or

104

 



for certain foreign dividends, as soon as the Fund becomes aware of the dividends. Interest income and estimated expenses are accrued daily. Bond discounts and premiums are accreted or amortized using the interest method. Interest income on zero coupon bonds and step bonds is accrued daily at the effective interest rate. Withholding taxes on foreign dividends have been provided in accordance with the Funds’ understanding of the applicable country’s tax rules and rates. The Bank of New York Mellon serves as custodian for the Funds and may provide credits against custodian charges based on uninvested cash balances of the Funds. For the six months ended June 30, 2019, the Funds received credits in the amount of $16,470. Some of the Funds reduced expenses through brokerage service arrangements. For the six months ended June 30, 2019, the Equity Income, Growth & Income, Opportunity, Special Situations and Total Return Funds’ expenses were reduced by a total of $1,696 under these arrangements.

2. Trust Shares —The Trust is authorized to issue an unlimited number of shares of beneficial interest without par value. The Trust consists of the Funds listed on the cover page, each of which is a separate and distinct series of the Trust. Shares in the Funds are acquired through the purchase of variable annuity or variable life insurance contracts for which a Fund is an investment option.

3. Security Transactions —For the six months ended June 30, 2019, purchases and sales of securities and long-term U.S. Government obligations (excluding U.S. Treasury bills, short-term securities and foreign currencies) were as follows:

Long-Term U.S.
  Securities Government Obligations
Cost of   Proceeds Cost of Proceeds
Fund             Purchases   of Sales Purchases of Sales
Covered Call Strategy 7,041,024     $ 5,983,731  $ $
Equity Income 29,397,714 39,168,461
Fund For Income 40,528,470 36,539,864
Growth & Income 136,697,224 162,288,962
International 54,418,739 54,330,548
Investment Grade 14,576,708 18,963,036 3,593,602 1,010,090
Limited Duration Bond   2,938,788 4,313,197 1,366,977 607,500
Opportunity 16,230,576 14,929,113
Select Growth 28,982,515 26,871,452
Special Situations 59,964,311 63,457,926
Total Return 19,822,051 22,549,204 2,481,027 953,121

 

105

 



Notes to Financial Statements (continued)
FIRST INVESTORS LIFE SERIES FUNDS
June 30, 2019

At June 30, 2019, aggregate cost and net unrealized appreciation of securities for federal income tax purposes were as follows:

Gross Gross   Net
Aggregate   Unrealized Unrealized Unrealized
Fund             Cost   Appreciation   Depreciation Appreciation
Covered Call Strategy $ 18,360,212 $ 3,448,425 $ 451,184 $ 2,997,241
Equity Income 93,648,590 31,904,264 1,650,090   30,254,174
Fund For Income 103,506,824 2,191,260 1,543,823   647,437
Growth & Income 364,517,592 138,937,237 3,130,932   135,806,305
International 119,156,902 45,296,764 623,469   44,673,295
Investment Grade 60,941,558 2,898,144 634,914   2,263,230
Limited Duration Bond 32,948,699 562,289 66,655   495,634
Opportunity 63,878,954 14,336,501 1,982,681   12,353,820
Select Growth 70,010,546 16,427,420 2,389,850   14,037,570
Special Situations 211,216,878 34,885,021 15,030,254   19,854,767
Total Return 50,305,441 6,975,050 593,893   6,381,157

 

4. Advisory Fee and Other Transactions With Affiliates—Certain officers of the Trust are officers of the Trust’s investment adviser, FIMCO, and its transfer agent, Foresters Investor Services, Inc. (“FIS”). Trustees of the Trust who are not officers or directors of FIMCO or its affiliates are remunerated by the Funds. For the six months ended June 30, 2019, total trustee fees accrued by the Funds amounted to $62,625.

The Investment Advisory Agreement provides as compensation to FIMCO for each Fund, an annual fee, payable monthly, at the rate of .75% on the first $250 million of each Fund’s average daily net assets, .72% on the next $250 million, .69% on the next $250 million, .66% on the next $500 million, declining by .02% on each $500 million thereafter, down to .60% on average daily net assets over $2.25 billion. For the six months ended June 30, 2019, FIMCO has voluntarily waived advisory fees in the amount of $47,028 on Investment Grade Fund and $25,016 on Limited Duration Bond Fund in order to limit the advisory fees on these Funds to .60% of their average daily net assets. FIMCO has entered into an expense limitation agreement with the Government Cash Management Fund (“GCM”) on June 1, 2018, to limit GCM’s total annual fund operating expenses (exclusive of interest expenses, taxes, brokerage commissions, acquired fund fees and expenses, dividend costs related to short sales, and extraordinary expenses, such as litigation expenses, if any) to .70% of GCM’s average daily net assets. The agreement expired on May 1, 2019. During the period January 1, 2019 through May 1, 2019, FIMCO assumed $2,341 under the terms of the agreement. FIMCO and GCM have agreed that any expenses of GCM assumed by FIMCO and/or FIS pursuant to this agreement be repaid to FIMCO by GCM within three years after the date the fee limitation and/or expense

106

 



reimbursement has been made by FIMCO, provided that such repayment does not cause the expenses of GCM’s shares to exceed the applicable expense ratio in place at the time the expenses are waived or assumed or the current limits established under the expense limitation agreement. For the period June 1, 2018 (commencement of the expense limitation agreement) through May 1, 2019 (expiration of expense limitation agreement), FIMCO assumed $20,484 under the terms of the agreement of which $18,143 expires December 31, 2021 and $2,341 expires December 31, 2022. For the six months ended June 30, 2019, FIMCO also voluntarily waived an additional $3,483 in advisory fees to further limit GCM’s total annual fund operating expenses to .60% of its average daily net assets. For the six months ended June 30, 2019, total advisory fees accrued to FIMCO were $5,335,035 of which $77,868 was waived by FIMCO as noted above.

Ziegler Capital Management, LLC serves as investment subadviser to Covered Call Strategy Fund, Muzinich & Co., Inc. serves as investment subadviser to Fund For Income, Investment Grade Fund, Limited Duration Bond Fund and Total Return Fund, Vontobel Asset Management, Inc. serves as investment subadviser to International Fund and Smith Asset Management Group, L.P. serves as investment subadviser to Select Growth Fund. The subadvisers are paid by FIMCO and not by the Funds.

5. Restricted Securities—Certain restricted securities are exempt from the registration requirements under Rule 144A of the Securities Act of 1933 and may only be sold to qualified institutional investors. Unless otherwise noted, 144A securities are deemed to be liquid. These securities are valued as set forth in Note 1A. At June 30, 2019, the Fund For Income held one hundred ninety-nine 144A securities with an aggregate value of $57,309,131 representing 53.1% of the Fund’s net assets, the Investment Grade Fund held fifteen 144A securities with an aggregate value of $6,940,359 representing 10.6% of the Fund’s net assets, the Limited Duration Bond Fund held thirteen 144A securities with an aggregate value of $5,844,917 representing 17.2% of the Fund’s net assets and the Total Return Fund held eight 144A securities with an aggregate value of $1,568,368 representing 2.7% of the Fund’s net assets.

6. Derivatives—Some of the Funds may invest in various derivatives. A derivative is a financial instrument which has a value that is based on—or “derived from”—the values of other assets, reference rates, or indices. The Funds may invest in derivatives for hedging purposes.

Derivatives may relate to a wide variety of underlying references, such as commodities, stocks, bonds, interest rates, currency exchange rates, and related indices. Derivatives include futures contracts and options on futures contracts, forward- commitment transactions, options on securities, caps, floors, collars, swap contracts, and other financial instruments. Some derivatives, such as futures contracts and certain

107

 



Notes to Financial Statements (continued)
FIRST INVESTORS LIFE SERIES FUNDS
June 30, 2019

options, are traded on U.S. commodity and securities exchanges, while other derivatives, such as swap contracts, are privately negotiated and entered into in the over-the-counter market (“OTC”). The risks associated with the use of derivatives are different from, and possibly greater than, the risks associated with investing directly in securities and other traditional investments.

The use of a derivative involves the risk that a loss may be sustained as a result of the insolvency or bankruptcy of the other party to the contract (usually referred to as a “counterparty”) or the failure of the counterparty to make required payments or otherwise comply with the terms of the contract. Additionally, the use of credit derivatives can result in losses if FIMCO, or a Fund’s subadviser, as applicable, does not correctly evaluate the creditworthiness of the issuer on which the credit derivative is based.

Derivatives may be subject to liquidity risk, which exists when a particular derivative is difficult to purchase or sell. If a derivative transaction is particularly large or if the relevant market is relatively illiquid (as is the case with many OTC derivatives), it may not be possible to initiate a transaction or liquidate a position at an advantageous time or price.

Derivatives may be subject to pricing or “basis” risk, which exists when a particular derivative becomes extraordinarily expensive relative to historical prices or the prices of corresponding cash market instruments. Under certain market conditions, it may not be economically feasible to initiate a transaction or liquidate a position in time to avoid a loss or take advantage of an opportunity.

Because many derivatives have leverage or borrowing components, adverse changes in the value or level of the underlying asset, reference rate, or index can result in a loss substantially greater than the amount invested in the derivative itself. Certain derivatives have the potential for unlimited loss, regardless of the size of the initial investment.

Like most other investments, derivative instruments are subject to the risk that the market value of the instrument will change in a way detrimental to the Funds’ interest. The Funds bear the risk that FIMCO will incorrectly forecast future market trends or the values of assets, reference rates, indices, or other financial or economic factors in establishing derivative positions for the Funds. If FIMCO attempts to use a derivative as a hedge against, or as a substitute for, a portfolio investment, the Funds will be exposed to the risk that the derivative will have or will develop an imperfect or no correlation with the portfolio investment. This could cause substantial losses for the Funds. While hedging strategies involving derivative instruments can reduce the risk of loss, they can also reduce the opportunity for gain or even result in losses by offsetting favorable price movements in other investments. Many derivatives, in

108

 



particular OTC derivatives, are complex and often valued subjectively. Improper valuations can result in increased cash payment requirements to counterparties or a loss of value to a Fund.

The following provides more information on specific types of derivatives and activity in the Funds. The use of derivative instruments by certain of the Funds for the six months ended June 30, 2019 was related to the use of written options and futures contracts, as discussed further below.

Options Contracts—Some of the Funds may write covered call options on securities, derivative instruments, or currencies the Fund owns or in which it may invest. Writing call options tends to decrease a Fund’s exposure to the underlying instrument. When a Fund writes a call, an amount equal to the premium received is recorded as a liability and subsequently marked to market to reflect the current value of the option written. These liabilities are reflected as written options outstanding in the Statement of Assets and Liabilities. Payments received or made, if any, from writing options with premiums to be determined on a future date are reflected as such on the Statement of Assets and Liabilities. Premiums received from writing options which expire are treated as realized gains. Premiums received from writing options which are exercised or closed are added to the proceeds or offset against amounts paid on the underlying future, swap, security or currency transaction to determine the realized gain or loss. A Fund, as a writer of an option, has no control over whether the underlying future, swap, security or currency may be sold (call) or purchased (put) and, as a result, bears the market risk of an unfavorable change in the price of the future, swap, security or currency underlying the written option. The risk exists that a Fund may not be able to enter into a closing transaction because of an illiquid market. A premium paid by a Fund is included in its Statement of Assets and Liabilities as an investment and subsequently marked to market to reflect the current value of the option. Premiums paid for purchasing options which expire are treated as realized losses. The risk associated with purchasing put and call options is limited to the premium paid. Premiums paid for purchasing options which are exercised or closed are added to the amounts paid or offset against the proceeds on the underlying future, swap, security or currency transaction to determine the realized gain or loss.

109

 



Notes to Financial Statements (continued)
FIRST INVESTORS LIFE SERIES FUNDS
June 30, 2019

The premium amount and the number of option contracts written by the Funds during the six months ended June 30, 2019, were as follows:

  Covered Call Strategy Equity Income Growth & Income
  Call Options Call Options Call Options
  Number of Premium Number of Premium Number of Premium
  Contracts Amount Contracts Amount Contracts Amount
Options outstanding at            
December 31, 2018 (2,207 ) $   (500,520 ) $         — $            —
Call options written (7,342 ) (1,252,510 ) (294 ) (40,864 ) (1,116 ) (151,636 )
Call options exercised 189 40,332 114 15,387 489 76,562
Call options purchased            
to cover 6,128 1,090,994
Call options expirations 1,040 157,625 180 25,477 627 75,074
Balance at            
June 30, 2019 (2,192 ) $  (464,079 ) $        — $          —

 

Derivative Investment Holdings Categorized by Risk Exposure —The following table sets forth the fair value and the location in the Statement of Assets and Liabilities of the Funds’ derivative contracts by primary risk exposure as of June 30, 2019:

  Asset Derivatives   Liability Derivatives   
  Statement of Assets and   Statement of Assets and  
Risk exposure category Liabilities location   Value     Liabilities location   Value
Options Contracts:        
Covered Call Strategy N/A   N/A     Written options, at value   $    442,457

 

The following table sets forth the Funds’ realized gain (loss), as reflected in the Statement of Operations, by primary risk exposure and by type of derivative contract for the six months ended June 30, 2019:

   
Risk exposure category Written options
Option contracts:  
Covered Call Strategy $  (882,817 )
Equity Income $     25,477
Growth & Income $     75,074

 

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The following table sets forth the Funds’ change in unrealized appreciation/(depreciation) by primary risk exposure and by type of derivative contract for the six months ended June 30, 2019:

   
Risk exposure category Written options
Option contracts:  
Covered Call Strategy $(69,269)  

 

Futures Contracts—The Funds may enter into futures contracts including interest rate futures contracts and index futures, including futures on equity market indices and debt market indices. A futures contract is an agreement between two parties to buy or sell a specified underlying instrument for a fixed price at a specified future date. The Funds may use futures contracts to manage exposure to the stock market. Upon entering into a futures contract, a fund is required to deposit either cash or securities (initial margin) with a clearing broker in an amount equal to a certain percentage of the face value of the contract. Futures contracts are marked-to-market daily and subsequent daily payments (variation margin) are made or received by a fund depending on the daily fluctuations in the value of the futures contracts and are recorded as unrealized appreciation or (depreciation). This receivable and/or payable, if any, is included in daily variation margin on futures contracts in the Statement of Assets and Liabilities. Realized gain or (loss) is recorded upon the expiration or closing of a futures contract. The net realized gain (loss) and change in net unrealized appreciation (depreciation) on futures contracts during the period is presented in the Statement of Operations. Any open futures contracts at period end are presented in the Schedule of Investments under the caption “Futures Contracts”. The notional amount at value reflects each contract’s exposure to the underlying instrument or index at period end.

The Funds may enter into interest rate futures contracts on U.S. Treasury obligations and options thereon that are traded on a U.S. exchange. An interest rate futures contract provides for the future sale by one party and the purchase by another party of a specified amount of a particular financial instrument (debt security) at a speci-fied price, date, time and place. Such investments may be used for, among other purposes, the purpose of hedging against changes in the value of a Fund’s portfolio securities due to anticipated changes in interest rates and market conditions. A public market exists for interest rate futures contracts covering a number of debt securities, including long-term U.S. Treasury Bonds, 10-year U.S. Treasury Notes and three-month U.S. Treasury Bills. No price is paid upon entering into futures contracts. Instead, upon entering into a futures contract, a Fund is required to deposit with its custodian in a segregated account in the name of the futures broker through

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Notes to Financial Statements (continued)
FIRST INVESTORS LIFE SERIES FUNDS
June 30, 2019

which the transaction is effected an amount of cash or U.S. Government securities generally equal to 3%-5% or less of the contract value. This amount is known as “initial margin.”

An option on an interest rate futures contract generally gives the purchaser the right, in return for the premium paid, to assume a position in a futures contract at a speci-fied exercise price at any time prior to the expiration date of the option. The Funds may purchase put and call options on interest rate futures contracts on U.S. Treasury obligations which are traded on a U.S. exchange as a hedge against changes in interest rates, and may enter into closing transactions with respect to such options to terminate existing positions. There is no guarantee such closing transactions can be effected. When writing a call or put option on a futures contract, margin also must be deposited in accordance with applicable exchange rules. Initial margin on futures contracts is in the nature of a performance bond or good-faith deposit that is returned to a Fund upon termination of the transaction, assuming all obligations have been satisfied. Under certain circumstances, such as periods of high volatility, a Fund may be required by an exchange to increase the level of its initial margin payment. Subsequent payments, called “variation margin,” to and from the broker, are made on a daily basis as the value of the futures position varies, a process known as “marking to market.” Variation margin does not involve borrowing to finance the futures transactions, but rather represents a daily settlement of a Fund’s obligation to or from a clearing organization. A Fund is also obligated to make initial and variation margin payments when it writes options on futures contracts.

To the extent that a Fund participates in the futures or options markets, it will incur investment risks and transaction costs to which it would not be subject absent the use of these strategies. The use of these strategies involves certain special risks, including: (1) dependence on the ability of the Funds’ investment adviser, FIMCO, or a Fund’s subadviser, as applicable, to predict correctly movements in the direction of interest rates and securities prices; (2) imperfect correlation between the price of futures contracts and options thereon and movements in the prices of the securities or currencies being hedged; (3) the fact that skills needed to use these strategies are different from those needed to select portfolio securities; (4) the leverage (if any) that is created by investing in the option or futures contract; and (5) the possible absence of a liquid secondary market for any particular instrument at any time. If FIMCO’s, or a Fund’s subadviser, as applicable, prediction of movements in the direction of the securities and interest rate markets is inaccurate, the adverse consequences to that Fund may leave it in a worse position than if such strategies were not used. Derivatives may be difficult to sell, unwind or value.

The Funds held no interest rate futures contracts at June 30, 2019.

112

 



7. High Yield Credit Risk—The investments of Fund For Income, Investment Grade Fund, Limited Duration Bond Fund and Total Return Fund in high yield securities, whether rated or unrated, may be considered speculative and subject to greater market fluctuations and risks of loss of income and principal than lower-yielding, higher-rated, fixed-income securities. The risk of loss due to default by the issuer may be significantly greater for the holders of high-yielding securities, because such securities are generally unsecured and are often subordinated to other creditors of the issuer.

8. Litigation—The Blue Chip and Equity Income Funds have been named, and have received notice that they may be putative members of the proposed defendant class of shareholders, in a lawsuit filed in the United States Bankruptcy Court for the District of Delaware on November 1, 2010, by the Official Committee of Unsecured Creditors of Tribune Company (the “Committee”). The Committee is seeking to recover all payments made to beneficial owners of common stock in connection with a leveraged buyout of the Tribune Company (“LBO”), including payments made in connection with a 2007 tender offer into which the Blue Chip and Equity Income Funds tendered their shares of common stock of the Tribune Company. On December 9, 2011, the Blue Chip Fund was reorganized into the Growth & Income Fund pursuant to a Plan of Reorganization and Termination, whereby all of the assets of the Blue Chip Fund were transferred to the Growth & Income Fund, the Growth & Income Fund assumed all of the liabilities of the Blue Chip Fund, including any contingent liabilities with respect to pending or threatened litigation or actions, and shareholders of Blue Chip Fund became shareholders of Growth & Income Fund. The adversary proceeding brought by the Committee has been transferred to the Southern District of New York and administratively consolidated with other similar suits as discussed below. In addition, on June 2, 2011, the Blue Chip and Equity Income Funds were named as defendants in a lawsuit brought in connection with the Tribune Company’s LBO by Deutsche Bank Trust Company Americas, in its capacity as successor indenture trustee for a certain series of Senior Notes, Law Debenture Trust Company of New York, in its capacity as successor indenture trustee for a certain series of Senior Notes, and Wilmington Trust Company, in its capacity as successor indenture trustee for the PHONES Notes (together, the “Bondholder Plaintiffs”) in the Supreme Court of the State of New York. The Blue Chip and Equity Income Funds have also been named in a similar suit filed on behalf of participants in Tribune defined-compensation plans (the “Retiree Plaintiffs”). As with the Bondholder Plaintiffs and the Committee, the Retiree Plaintiffs seek to recover payments of the proceeds of the LBO. (All of these suits have been removed to the United States District Court for the Southern District of New York and administratively consolidated with other substantially similar suits against other former Tribune shareholders (the “MDL Proceeding”)). On September 23, 2013, the Judge in the MDL Proceeding dismissed various state

113

 



Notes to Financial Statements (continued)
FIRST INVESTORS LIFE SERIES FUNDS
June 30, 2019

law constructive fraudulent transfer suits, resulting in the Funds being dismissed from the Bondholder and Retiree Plaintiffs’ actions. On March 24, 2016, the Second Circuit Court of Appeals affirmed the MDL Judge’s dismissal of the various state law constructive fraudulent transfer suits. In September 2016, the Bondholder and Retiree Plaintiffs petitioned the U.S. Supreme Court to review the Second Circuit’s decision. The Supreme Court has not yet ruled on that request. On January 9, 2017, the Tribune MDL judge granted the defendants’ motion to dismiss the Committee lawsuit alleging a single claim for intentional fraudulent transfer. Settlement offers were made in January 2018 and April 2018, both of which were rejected. The extent of the Funds’ potential liability in any such actions has not been determined. The Funds have been advised by counsel that the Funds could be held liable to return all or part of the proceeds received in any of these actions, as well as interest and court costs, even though the Funds had no knowledge of, or participation in, any misconduct. The Equity Income Fund received proceeds of $376,754 in connection with the LBO, representing 0.30% of its net assets as of June 30, 2019. The Blue Chip Fund received proceeds of $288,456 in connection with the LBO, representing 0.06% of the net assets of Growth & Income Fund as of June 30, 2019. The Equity Income and Growth & Income Funds cannot predict the outcomes of these proceedings, and thus have not accrued any of the amounts sought in the various actions in the accompanying financial statements.

9. Reorganization of Government Fund into Limited Duration Bond Fund—On December 14, 2018, the Limited Duration Bond Fund acquired all of the net assets of the Government Fund in connection with a tax-free reorganization that was approved by the Life Series Funds’ Board of Trustees. The Limited Duration Bond Fund issued 2,713,185 shares to the Government Fund in connection with the reorganization.

In return, it received net assets of $25,246,765 from the Government Fund (which included $163,690 of unrealized depreciation and $2,168,077 of accumulated net realized losses). The Limited Duration Bond Fund’s shares were issued at their current net asset values as of the date of the reorganization. The aggregate net assets of the Limited Duration Bond Fund and Government Fund immediately before the acquisition were $33,754,482 consisting of, with respect to Limited Duration Bond Fund, $8,507,717 and, with respect to Government Fund, $25,246,765.

Reorganization of Balanced Income Fund into Total Return Fund—On December 14, 2018, the Total Return Fund acquired all of the net assets of the Balanced Income Fund in connection with a tax-free reorganization that was approved by the Life Series Funds’ Board of Trustees. The Total Return Fund issued 469,477 shares to the Balanced Income Fund in connection with the reorganization. In return, it received net assets of $5,946,557 from the Balanced Income Fund (which included $134,488 of unrealized appreciation and $23,828 of accumulated net realized losses).

114

 



The Total Return Fund’s shares were issued at their current net asset values as of the date of the reorganization. The aggregate net assets of the Total Return Fund and Balanced Income Fund immediately before the acquisition were $52,445,432 consisting of, with respect to Total Return Fund, $46,498,875 and, with respect to Balanced Income Fund, $5,946,557.

10. Matters Submitted to a Vote by Shareholders—On April 9, 2019, The Independent Order of Foresters, the ultimate parent company of Foresters Investment Management Company, Inc. (“FIMCO”), which is the investment adviser to the separate series of the trusts listed above (the “Funds”), Foresters Financial Services, Inc. (“FFS”), which is the Funds’ distributor, and Foresters Investors Services, Inc. (“FIS”), which is the Funds’ transfer agent, announced that it has entered into the two definitive purchase agreements described below that, once completed, will result in the sale of its U.S. North American Asset Management businesses.

First, FIMCO has entered into an Asset Purchase Agreement with Macquarie Management Holdings, Inc. (“Macquarie”) whereby Macquarie, a global investment management firm headquartered in Philadelphia, Pennsylvania, will purchase FIMCO’s assets related to the mutual fund management business, including the Funds (the “Transaction”). The Transaction is not expected to result in any material changes to the Funds’ investment objectives and principal investment strategies. However, upon the completion of the Transaction, Macquarie expects that each Fund will be reorganized into a substantially similar fund that is managed by Delaware Management Company, a subsidiary of Macquarie (the “Reorganizations”). The Transaction is expected to be completed during the fourth calendar quarter of 2019, pending the satisfaction of certain closing conditions. The Funds’ Board of Trustees approved the Reorganizations on June 10, 2019. Fund shareholders have been mailed a proxy statement and will be asked to provide voting instructions on shares held by the insurance company through its separate accounts under variable annuity contracts or variable life insurance policies at a special shareholder meeting on October 1, 2019.

Second, FFS and Foresters Advisory Services, LLC (“FAS”) entered into an Asset Purchase Agreement with Cetera Financial Group, Inc. (“Cetera”), a U.S.-based wealth management firm headquartered in Denver, Colorado. On June 20, 2019, Cetera completed the purchase of FFS’ retail brokerage business and FAS’ retail advisory business.

11. Subsequent Events—Subsequent events occurring after June 30, 2019 have been evaluated for potential impact to this report through the date the financial statements were issued. There were no subsequent events to report that would have a material impact on the Funds’ financial statements.

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Financial Highlights
FIRST INVESTORS LIFE SERIES FUNDS

The following table sets forth the per share operating performance data for a trust share outstanding,
total return, ratios to average net assets and other supplemental data for each year ended December 31
except as otherwise indicated.

                                             
          P E R  S H A R E  D A T A                   R A T I O S / S U P P L E M E N T A L  D A T A        
          Less Distributions             Ratio to Average Net  
    Investment Operations from         Ratio to Average Assets Before Expenses  
                      Net Assets** Waived or Assumed  
  Net Asset   Net Realized       Net Asset   Net Assets    
  Value, Net   and Unrealized   Total from Net Net   Value,   End of Expenses Net   Net   Portfolio
  Beginning of   Investment   Gain (Loss) on   Investment    Investment   Realized Total End of Total Period/Year Before Fee Investment   Investment Turnover
    Period/Year   Income   Investments   Operations    Income   Gains    Distributions   Period/Year   Return *  (in millions)   Credits ***  Income   Expenses ***    Income (Loss)   Rate  
 
COVERED CALL STRATEGY FUND                          
2016(d)  $10.00 $ .07 (a) $ .46 $ .53 $ — $ — $10.53 5.30 %†† $ 10 1.73 %† .97 %† N/A N/A 96 %††
2017 10.53 .14 (a) 1.02 ) 1.16 .04 .04 11.65 11.07 11 1.06 1.26 N/A N/A 143
2018 11.65 .16 (a) (1.31 ) (1.15 ) .13 .13 10.37 (9.99 ) 17 .98 1.44 N/A N/A 87
2019(h) 10.37   .08 (a) 1.35   1.43   .12     .12   11.68   13.86 †† 22   .93 1.41 N/A   N/A 30 ††
 
EQUITY INCOME FUND                            
2014 $20.89 $ .35 $ 1.28 $1.63 $.36 $ .87 $1.23 $21.29 8.26 % $110 .81 % 1.76 % N/A N/A 25 %
2015 21.29 .40 (a) (.58 ) (.18 ) .35 .75 1.10 20.01 (1.03 ) 107 .81 1.97 N/A N/A 24
2016 20.01 .42 (a) 2.03 2.45 .40 .70 1.10 21.36 13.28 117 .81 2.09 N/A N/A 20
2017 21.36 .40 (a) 2.81 3.21 .42 .51 .93 23.64 15.52 130 .80 1.81 N/A N/A 18
2018 23.64 .66 (a) (2.57 ) (1.91 ) .43 .69 1.12 20.61 (8.42 ) 114 .81 2.92 N/A N/A 50
2019(h) 20.61   .21 (a) 2.41   2.62   .68   1.91   2.59   20.64   13.22 †† 126   .81 2.03 N/A   N/A 26 ††
 
FUND FOR INCOME                            
2014 $ 6.84 $ .34 $ (.28 ) $ .06 $.37 $ .37 $ 6.53 .79 % $ 99 .85 % 4.88 % N/A N/A 41 %
2015 6.53 .30 (a) (.40 ) (.10 ) .36 .36 6.07 (1.85 ) 95 .86 4.86 N/A N/A 45
2016 6.07 .30 (a) .34 .64 .35 .35 6.36 11.12 101 .89 4.85 N/A N/A 56
2017 6.36 .30 (a) .12 .42 .33 .33 6.45 6.82 106 .89 4.70 N/A N/A 66
2018 6.45 .30 (a) (.46 ) (.16 ) .33 .33 5.96 (2.58 ) 100 .91 4.93 N/A N/A 73
2019(h) 5.96   .16 (a) .37   .53   .34     .34   6.15   9.05 †† 108   .82 5.21 N/A   N/A 36 ††
 
GOVERNMENT CASH MANAGEMENT FUND(e)                        
2014 $ 1.00 $ — $ — $ — $ — $ 1.00 .00 % $ 10 .08 %(b) .00 % .99 % (.91 )% N/A
2015 1.00 (a) 1.00 .00 14 .13 (b) .00 1.09 (.96 ) N/A
2016 1.00 (a) 1.00 .00 10 .38 (b) .00 1.15 (.78 ) N/A
2017 1.00 (a) .00 (c) .00 (c) 1.00 .26 9 .60 (b) .25 1.19 (.34 ) N/A
2018 1.00 .01 (a) .01 .01 .01 1.00 1.24 12 .60 (b) 1.26 1.06 .80 N/A
2019(h)  1.00   .01 (a)   .01   .01     .01   1.00   .83 †† 10   .77 (b)† 1.66 .88 1.55 N/A
 
GROWTH & INCOME FUND                            
2014 $44.89 $ .54 $ 2.82 $3.36 $.53 $ .29 $ .82 $47.43 7.65 % $493 .78 % 1.18 % N/A N/A 21 %
2015 47.43 .60 (a) (1.87 ) (1.27 ) .55 2.50 3.05 43.11 (3.12 ) 457 .78 1.33 N/A N/A 23
2016 43.11 .69 (a) 3.08 3.77 .61 2.09 2.70 44.18 9.88 475 .79 1.67 N/A N/A 21
2017 44.18 .66 (a) 7.09 7.75 .71 1.77 2.48 49.45 18.28 532 .78 1.45 N/A N/A 17
2018 49.45 .72 (a) (5.48 ) (4.76 ) .68 2.17 2.85 41.84 (10.17 ) 449 .77 1.54 N/A N/A 58
2019(h) 41.84   .34 (a) 5.68   6.02   .74   7.53   8.27   39.59   15.37 †† 503   .78 1.70 N/A   N/A   30 ††

 

116 117

 



Financial Highlights (continued)
FIRST INVESTORS LIFE SERIES FUNDS

                                             
            P E R  S H A R E  D A T A                          R A T I O S / S U P P L E M E N T A L D A T A          
          Less Distributions             Ratio to Average Net  
    Investment Operations from         Ratio to Average Assets Before Expenses  
                      Net Assets ** Waived or Assumed  
Net Asset Net Net Realized         Net Asset   Net Assets       Net  
  Value,   Investment   and Unrealized    Total from Net Net   Value,   End of Expenses Net Investment   Portfolio  
Beginning of Income    Gain (Loss) on   Investment   Investment   Realized Total End of Total Period/Year Before Fee Investment   Income   Turnover 
Period/Year   (Loss)   Investments    Operations   Income   Gains    Distributions   Period/Year   Return * (in millions)   Credits ***  Income (Loss)   Expenses *** (Loss)   Rate
 
INTERNATIONAL FUND                            
2014 $20.62 $ .23 $ .26 $ .49 $.23 $ — $ .23 $20.88 2.39 % $131 .92 % 1.10 % N/A N/A 28 %
2015 20.88 .26 (a) .47 .73 .23 .23 21.38 3.49 134 .87 1.22 N/A N/A 27
2016 21.38 .27 (a) (1.17 ) (.90 ) .26 .26 20.22 (4.20 ) 124 .87 1.28 N/A N/A 37
2017 20.22 .22 (a) 6.38 6.60 .25 .25 26.57 32.96 160 .84 .90 N/A N/A 29
2018 26.57 .21 (a) (3.29 ) (3.08 ) .21 1.20 1.41 22.08 (12.16 ) 142 .86 .84 N/A N/A 50
2019(h) 22.08   .16 (a) 3.79   3.95   .19   2.04   2.23   23.80   18.91 †† 166   .86 1.41 N/A   N/A   36 ††
 
INVESTMENT GRADE FUND                            
2014 $11.03 $ .42 $ .21 $ .63 $.46 $ .46 $11.20 5.86 % $ 63 .69 % 2.78 % .84 % 2.63 45 %
2015 11.20 .34 (a) (.37 ) (.03 ) .47 .47 10.70 (.35 ) 62 .68 3.12 .83 2.97 37
2016 10.70 .33 (a) .15 .48 .45 .45 10.73 4.65 64 .68 3.02 .83 2.87 40
2017 10.73 .31 (a) .18 .49 .42 .42 10.80 4.72 66 .68 2.93 .83 2.78 60
2018 10.80 .31 (a) (.53 ) (.22 ) .40 .40 10.18 (2.03 ) 62 .70 3.05 .85 2.90 53
2019(h)  10.18   .17 (a) .73   .90   .40     .40   10.68   9.15 †† 66   .70 3.21 .85 3.06 29 ††
 
LIMITED DURATION BOND FUND(g)                          
2014(f)  $10.00 $(.13 ) $ (.13 ) $ (.26 ) $ — $ — $ 9.74 (2.60 )%†† $ 3 5.82 %† (4.25 )%† 5.97 %† (4.40 )%† 11 %††
2015 9.74 .01 (a) (.06 ) (.05 ) 9.69 (.51 ) 6 1.44 .11 1.59 (.04 ) 94
2016 9.69 (.03 )(a) .09 .06 .09 .09 9.66 .64 8 1.06 (.34 ) 1.21 (.49 ) 78
2017 9.66 .10 (a) .02 .12 .17 .17 9.61 1.26 7 1.01 1.09 1.16 .94 82
2018 9.61 .05 (a) (.07 ) (.02 ) .25 .25 9.34 (.22 ) 34 1.15 .49 1.30 .34 268
2019(h) 9.34   .12 (a) .18   .30   .06     .06   9.58   3.23 †† 34   .75 2.46 .90 2.31 13 ††
 
OPPORTUNITY FUND                            
2014 $14.08 $ .03 $ .78 $ .81 $ — $ .01 $ .01 $14.88 5.73 % $ 27 1.01 % .31 % N/A N/A 31 %
2015 14.88 .08 (a) (.20 ) (.12 ) .03 .03 14.73 (.81 ) 40 .89 .53 N/A N/A 45
2016 14.73 .12 (a) 1.09 1.21 .07 .07 15.87 8.26 53 .87 .83 N/A N/A 31
2017 15.87 .10 (a) 2.90 3.00 .11 .11 18.76 19.00 70 .84 .59 N/A N/A 30
2018 18.76 .24 (a) (3.08 ) (2.84 ) .10 .24 .34 15.58 (15.38 ) 64 .83 1.34 N/A N/A 59
2019(h)  15.58   .06 (a) 2.94   3.00   .23   .45   .68   17.90   19.43 †† 78   .83 .68 N/A   N/A   21 ††
 
SELECT GROWTH FUND                            
2014 $12.69 $ .05 $ 1.66 $ 1.71 $.05 $ .01 $ .06 $14.34 13.53 % $ 44 .83 % .43 % N/A N/A 37 %
2015 14.34 .09 (a) .38 .47 .05 .78 .83 13.98 3.21 48 .83 .65 N/A N/A 43
2016 13.98 .08 (a) .36 .44 .09 .96 1.05 13.37 4.04 52 .83 .61 N/A N/A 64
2017 13.37 .06 (a) 3.97 4.03 .08 1.45 1.53 15.87 32.80 70 .81 .40 N/A N/A 52
2018 15.87 .05 (a) (.57 ) (.52 ) .06 1.15 1.21 14.14 (3.79 ) 74 .81 .34 N/A N/A 31
2019(h) 14.14   .05 (a) 1.91   1.96   .05   .91   .96   15.14   13.89 †† 87   .81 .63 N/A   N/A   23 ††

 

118 119

 



Financial Highlights (continued)
FIRST INVESTORS LIFE SERIES FUNDS

                                             
          P E R  S H A R E  D A T A                       R A T I O S / S U P P L E M E N T A L  D A T A        
          Less Distributions             Ratio to Average Net  
    Investment Operations from         Ratio to Average Assets Before Expenses  
                      Net Assets ** Waived or Assumed  
  Net Asset   Net Realized         Net Asset   Net Assets          
  Value, Net   and Unrealized   Total from Net Net   Value,   End of Expenses Net     Net Portfolio
  Beginning   Investment   Gain (Loss) on    Investment   Investment   Realized Total End of Total Period/Year Before Fee Investment   Investment   Turnover
     of Year   Income   Investments    Operations   Income   Gains    Distributions   Period/Year   Return *  (in millions)   Credits *** Income   Expenses *** Income   Rate
 
SPECIAL SITUATIONS FUND                            
2014 $38.97 $ .22 $ 1.82 $ 2.04 $.18 $6.61 $6.79 $34.22 6.30 % $209 .80 % .66 % N/A N/A 41 %
2015 34.22 .18 (a) (.27 ) (.09 ) .22 1.51 1.73 32.40 (.52 ) 202 .80 .52 N/A N/A 46
2016 32.40 .33 (a) 4.28 4.61 .18 2.19 2.37 34.64 16.10 224 .81 1.06 N/A N/A 31
2017 34.64 .15 (a) 6.06 6.21 .33 .44 .77 40.08 18.26 256 .80 .40 N/A N/A 38
2018 40.08 .23 (a) (6.17 ) (5.94 ) .18 5.10 5.28 28.86 (16.60 ) 210 .80 .65 N/A N/A 54
2019(h)    28.86   .14 (a) 3.41   3.55   .22   2.15   2.37   30.04   12.25 †† 234   .81 .94 N/A   N/A   27 ††
 
TOTAL RETURN FUND                            
2014 $11.62 $.09 $ .60 $ .69 $.01 $ — $.01 $12.30 5.97 % $29 .96 % .96 % N/A N/A 53 %
2015 12.30 .15 (a) (.34 ) (.19 ) .13 .13 11.98 (1.61 ) 37 .89 1.20 N/A N/A 39
2016 11.98 .18 (a) .59 .77 .17 .17 12.58 6.62 40 .89 1.45 N/A N/A 67
2017 12.58 .18 (a) 1.28 1.46 .21 .21 13.83 11.75 48 .86 1.39 N/A N/A 48
2018 13.83 .24 (a) (1.28 ) (1.04 ) .22 .07 .29 12.50 (7.65 ) 52 .90 1.80 N/A N/A 68
2019(h)   12.50   .11 (a) 1.47   1.58   .26   .25   .51   13.57   12.89 †† 58   .87 1.66 N/A   N/A   42 ††

 

* The effect of fees and charges incurred at the separate account level are not reflected in these
performance figures.
** Net of expenses waived or assumed by the investment adviser (Note 4).
*** The ratios do not include a reduction of expenses from cash balances maintained with the Bank of
New York Mellon or from brokerage service arrangements (Note 1G).
Annualized
†† Not annualized
(a) Based on average shares during the period.
(b) For each of the periods shown, FIMCO voluntarily waived advisory fees to limit the Fund’s overall
expense ratio to .60% and waived additional advisory fees and assumed other expenses to prevent a
negative yield on the Funds’ shares (Note 4). The expense limitation agreement expired May 1, 2019.
(c) Due to rounding, amount is less than .005 per share.
(d) For the period May 2, 2016 (commencement of operations) to December 31, 2016.
(e) Prior to October 3, 2016, known as Cash Management Fund.
(f) For the period July 1, 2014 (commencement of operations) to December 31, 2014.
(g) Prior to January 31, 2018, known as Limited Duration High Quality Bond Fund.
(h) For the period January 1, 2019 to June 30, 2019.

 

  See notes to financial statements  
120   121

 



Report of Independent Registered Public
Accounting Firm

To the Shareholders and Board of Trustees of
First Investors Life Series Funds

Opinion on the Financial Statements

We have audited the accompanying statement of assets and liabilities of Covered Call Strategy Fund, Equity Income Fund, Fund For Income, Government Cash Management Fund, Growth & Income Fund, International Fund, Investment Grade Fund, Limited Duration Bond Fund, Opportunity Fund, Select Growth Fund, Special Situations Fund and Total Return Fund (the “Funds”), each a series of First Investors Life Series Fund (the “Trust”), including the portfolio of investments, as of June 30, 2019, the related statement of operations, the statements of changes in net assets and financial highlights for each of the periods indicated thereon, and the related notes (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Funds as of June 30, 2019, the results of their operations, the changes in their net assets and their financial highlights for each of the periods indicated thereon, in conformity with accounting principles generally accepted in the United States of America.

Basis for Opinion

These financial statements are the responsibility of the Funds’ management. Our responsibility is to express an opinion on the Funds’ financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”) and are required to be independent with respect to the Funds in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB. We have served as the auditor of one or more of the funds in the First Investors Family of Funds since 1978.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Funds are not required to have, nor were we engaged to perform, an audit of the Funds’ internal control over financial reporting. As part of our audits we are required to obtain an understanding of internal control over finan-cial reporting, but not for the purpose of expressing an opinion on the effectiveness of the Funds’ internal control over financial reporting. Accordingly, we express no such opinion.

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Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. Our procedures included confirmation of securities owned as of June 30, 2019 by correspondence with the custodian and brokers; when replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

Tait, Weller & Baker LLP

 

Philadelphia, Pennsylvania
August 29, 2019

 

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Annual Consideration of the Investment Advisory Agreements and the Sub-Advisory Agreements with Muzinich & Co., Inc., Smith Group Asset Management, LP, Vontobel Asset Management, Inc. and Ziegler Capital Management, LLC

The First Investors Life Series Funds’ (the “Trust”) investment advisory agreements with the Trust’s investment adviser and, as applicable, sub-advisers, on behalf of each of the Trust’s funds, can remain in effect after an initial term of no greater than two years only if they are renewed at least annually thereafter (i) by the vote of the Trustees or by a vote of the shareholders of each fund and (ii) by the vote of a majority of the Trustees who are not parties to the advisory agreement (and sub-advisory agreements, as applicable) or “interested persons” of any party thereto (the “Independent Trustees”), cast in person at a meeting called specifically for the purpose of voting on such approval.

The Board of Trustees (the “Board”) has six regularly scheduled meetings each year and takes into account throughout the year matters bearing on the approval of the advisory agreement (and sub-advisory agreements, as applicable). In particular, the Board and its standing committees also consider at each meeting at least certain of the factors that are relevant to the annual renewal of each fund’s advisory agreement (and sub-advisory agreements, as applicable), including investment performance, sub-adviser updates and reviews, reports with respect to brokerage and portfolio transactions, use of soft dollars for research products and services, portfolio turnover rates, risk management (including as it relates to cybersecurity risk), compliance monitoring, and the services and support provided to each fund and its shareholders. In addition, the Board meets with representatives of each sub-adviser in person at least once per year.

On April 18, 2019 (the “April Meeting”), the Independent Trustees met telephonically with senior management personnel of Foresters Investment Management Company, Inc. (“FIMCO”), which is the Trust’s investment adviser, Trust counsel, independent legal counsel to the Independent Trustees (“Independent Legal Counsel”) and others to give preliminary consideration to information bearing on the continuation of the advisory agreement (and sub-advisory agreement, as applicable) with respect to each fund. The primary purpose of the April Meeting was to ensure that the Independent Trustees had ample opportunity to consider matters they deemed relevant in determining whether to continue the advisory agreement (or sub-advisory agreements, as applicable), and to request any additional information they considered reasonably necessary to their deliberations. The Independent Trustees also met telephonically in executive session with Independent Legal Counsel on April 15, 2019, prior to the April Meeting, to consider the continuation of the advisory agreement (or

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sub-advisory agreements, as applicable) outside the presence of management. As part of the April Meeting, the Independent Trustees asked FIMCO to respond to certain additional questions prior to the contract approval meeting of the Board to be held on May 16, 2019 (the “May Meeting”). In addition, Independent Legal Counsel, in conjunction with the Board, and personnel from FIMCO reviewed each sub-adviser’s response in connection with the request for information with respect to the applicable sub-advisory agreements and requested follow-up information or clarifications from each sub-adviser, as applicable, which was provided prior to the May Meeting.

At the May Meeting, the Board, including a majority of the Independent Trustees, approved the renewal of the investment advisory agreement (the “Advisory Agreement”) between FIMCO and each of the following funds (each a “Fund” and collectively the “Funds”): Covered Call Strategy Fund, Equity Income Fund, Fund For Income, Government Cash Management Fund, Growth & Income Fund, International Fund, Investment Grade Fund, Limited Duration Bond Fund, Opportunity Fund, Select Growth Fund, Special Situations Fund and Total Return Fund. In addition, at the May Meeting, the Board, including a majority of the Independent Trustees, approved the renewal of the sub-advisory agreements (each a “Sub-Advisory Agreement” and collectively the “Sub-Advisory Agreements”) with: (1) Muzinich & Co., Inc. (“Muzinich”) with respect to the Fund For Income, Investment Grade Fund, Limited Duration Bond Fund and Total Return Fund; (2) Smith Group Asset Management, LP (“Smith Group”) with respect to the Select Growth Fund; (3) Vontobel Asset Management, Inc. (“Vontobel”) with respect to the International Fund; and (4) Ziegler Capital Management, LLC (“Ziegler”) with respect to the Covered Call Strategy Fund. The Fund For Income, Investment Grade Fund, Limited Duration Bond Fund, Total Return Fund, Select Growth Fund, International Fund and Covered Call Strategy Fund are collectively referred to as the “Sub-Advised Funds.”

In reaching its decisions to approve the continuation of the Advisory Agreement for each Fund and the Sub-Advisory Agreements for the Sub-Advised Funds, the Board considered information furnished and discussed throughout the year at regularly scheduled Board and Committee meetings as well as a wide range of information provided specifically in relation to the renewal of the Advisory Agreement and Sub-Advisory Agreements for the April Meeting and May Meeting. Information furnished at Board and/or Committee meetings throughout the year included FIMCO’s analysis of each Fund’s investment performance and the performance of the sub-advisers to the respective Sub-Advised Funds, presentations given by representatives of FIMCO, Muzinich, Smith Group, Vontobel and Ziegler and various reports on compliance and other services provided by FIMCO.

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Board Considerations of Advisory Contracts and Fees (continued)
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In preparation for the April Meeting and/or May Meeting, the Independent Trustees requested and received information compiled by Broadridge Financial Solutions, Inc. (“Broadridge”), an independent provider of investment company data, that included, among other things, the investment performance over various time periods and the fees and expenses of each Fund as compared to a comparable group of funds as determined by Broadridge (“Peer Group”). The Board also considered that FIMCO charges different fee rates to various mutual funds that have similar investment mandates and FIMCO’s explanation for these differences.

Additionally, in response to specific requests from the Independent Trustees in connection with the April Meeting and/or May Meeting, FIMCO furnished, and the Board considered, information concerning various aspects of its operations, including: (1) the nature, extent and quality of services provided by FIMCO to the Funds, including investment advisory and administrative services to the Funds and, as applicable, services in connection with selecting, overseeing and evaluating the sub-advisers; (2) the actual management fees paid by each Fund to FIMCO; (3) the costs of providing services to each Fund and the profitability of FIMCO from the relationship with each Fund; and (4) any “fall out” or ancillary benefits accruing to FIMCO as a result of the relationship with each Fund. FIMCO also provided, and the Board considered, an analysis of the overall profitability of the First Investors mutual fund business that included various entities affiliated with FIMCO as well as comparative profitability information based on analysis performed by FIMCO of the financial statements of certain publicly-traded mutual fund asset managers. The Board also considered FIMCO’s and each sub-adviser’s personnel and methods, including the education, experience of key personnel, and the number of their advisory and analytical personnel; general information regarding the compensation of FIMCO’s and each sub-adviser’s advisory personnel; FIMCO’s and each sub-adviser’s investment management process; FIMCO’s and each sub-adviser’s compliance program; the time and attention of FIMCO’s and each sub-adviser’s personnel devoted to the management of the Funds; FIMCO’s and each sub-adviser’s cybersecurity practices and related controls and business continuity plans; and material pending, threatened or settled litigation involving FIMCO and each sub-adviser, and any ongoing or completed audits, investigations or examinations by the Securities and Exchange Commission. The Board also considered information provided by FIMCO related to the decision by The Independent Order of Foresters, the parent company of FIMCO, to sell its U.S. North American Asset Management businesses including FIMCO and that part of FIMCO’s business relating to the operation of the Funds to Macquarie Management Holdings, Inc., which would result in the reorganization of each of the Funds into corresponding series of the Delaware Funds by Macquarie (the “Reorganizations”), and that such Reorganizations were expected to be completed during the last quarter

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of the year, if approved by the Board at a meeting to be held on June 10, 2019, and by shareholders of the Funds. In addition to evaluating, among other considerations, the written information provided by FIMCO, the Board also evaluated the answers to questions posed by the Board to representatives of FIMCO.

In addition, in response to specific requests from the Independent Trustees in connection with the April Meeting and/or May Meeting, Muzinich, Smith Group, Vontobel and Ziegler furnished, and the Board reviewed, information concerning various aspects of their respective operations, including: (1) the nature, extent and quality of services provided by Muzinich, Smith Group, Vontobel and Ziegler to the applicable Sub-Advised Funds; (2) the sub-advisory fee rates charged by Muzinich, Smith Group, Vontobel and Ziegler and a comparison of those fee rates to the fee rates of Muzinich, Smith Group, Vontobel and Ziegler for providing advisory services to other investment companies or accounts or compared to their standard fee schedule, as applicable, with an investment mandate similar to the applicable Sub-Advised Funds; (3) profitability and/or financial information provided by Muzinich, Smith Group, Vontobel and Ziegler; and (4) any “fall out” or ancillary benefits accruing to Muzinich, Smith Group, Vontobel and Ziegler as a result of the relationship with each applicable Sub-Advised Fund. The Board also considered FIMCO’s representations that it found the sub-adviser responses to the information requests in connection with the renewal of the Sub-Advisory Agreements to be satisfactory and to raise no issues of general concern.

In considering the information and materials described above, the Independent Trustees took into account management style, investment strategies and prevailing market conditions. Moreover, the Independent Trustees received assistance from and met separately with Independent Legal Counsel prior to the April Meeting and prior to and during the May Meeting and were provided with a written description of their statutory responsibilities and the legal standards that are applicable to approvals of advisory agreements (and sub-advisory agreements, as applicable). Although the Advisory Agreement for all of the Funds and the Sub-Advisory Agreements for the Sub-Advised Funds were considered at the same Board meeting, the Independent Trustees addressed each Fund separately during the April Meeting and May Meeting.

Based on all of the information presented, the Board, including a majority of its Independent Trustees, determined on a Fund-by-Fund basis that the fees charged under the Advisory Agreement and each Sub-Advisory Agreement are reasonable in relation to the services that are provided under each Agreement. The Board did not identify any single factor as being of paramount importance in reaching its conclusions and determinations with respect to the continuance of the Advisory Agreement for each Fund and Sub-Advisory Agreements and different Trustees may have given

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Board Considerations of Advisory Contracts and Fees (continued)
FIRST INVESTORS LIFE SERIES FUNDS

different weight to different factors. Although not meant to be all-inclusive, the following describes some of the factors that were considered by the Board in deciding to approve the continuance of the Advisory Agreement for each Fund and Sub-Advisory Agreements with Muzinich, Smith Group, Vontobel and Ziegler.

Nature, Extent and Quality of Services

In examining the nature, extent and quality of the services provided by FIMCO, the Board recognized that FIMCO is dedicated to providing investment management services exclusively to the Funds and the other funds in the First Investors fund complex and that, unlike many other mutual fund managers, FIMCO is not in the business of providing management services to hedge funds, pension funds or private accounts. In this connection, the Board was advised that certain key FIMCO personnel provide separately managed account services to a FIMCO-affiliated investment adviser, but that these personnel spend most of their time serving their FIMCO clients. As a result, the Board considered that FIMCO’s personnel devote substantially all of their time to serving the funds in the First Investors fund complex.

The Board noted that FIMCO has undertaken extensive responsibilities as manager of the Funds, including: (1) the provision of investment advice to the Funds; (2) implementing policies and procedures designed to ensure compliance with each Fund’s investment objectives and policies as well as new laws and regulatory initiatives; (3) the review of brokerage arrangements; (4) oversight of general portfolio compliance with applicable laws; (5) the provision of certain administrative services to the Funds, including fund accounting; (6) the implementation of Board directives as they relate to the Funds; and (7) evaluating and monitoring any sub-advisers on an ongoing basis, including, but not limited to, monitoring each sub-adviser’s investment performance, evaluating each sub-adviser’s compliance program on an annual basis and monitoring investments for compliance purposes, including monitoring each sub-adviser’s soft dollar practices (as applicable), portfolio allocation and best execution. The Board also noted that FIMCO provided the same sorts of administrative and other services, except for direct management of the portfolio, for the Sub-Advised Funds as it does for the other funds that do not employ a sub-adviser. The Board noted that FIMCO provides not only advisory services, but historically also has provided certain administrative personnel and services that many other advisers do not provide without imposition of separate fees. The Board also noted the steps that FIMCO has taken to encourage strong performance, including the manner in which portfolio managers and analysts are provided significant incentive compensation for good performance. In addition, the Board considered information regarding the overall financial strength of FIMCO and its affiliates and the resources and staffing in place with respect to the services provided to the Funds.

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The Board also considered the nature, extent and quality of the investment management services provided by Muzinich, Smith Group, Vontobel and Ziegler to the applicable Sub-Advised Funds. The Board considered Muzinich’s, Smith Group’s, Vontobel’s and Ziegler’s investment management process in managing the applicable Sub-Advised Funds and the experience and capability of their respective personnel responsible for the portfolio management of the applicable Sub-Advised Funds. The Board also considered information regarding the resources and staffing in place with respect to the services provided by each sub-adviser. Additionally, with respect to the Sub-Advised Funds, the Board considered the differences in fees paid by each Sub-Advised Fund to FIMCO and the fees paid by FIMCO to each sub-adviser, as well as representations by FIMCO that these fee differentials are warranted by its ongoing services and assumption of risks.

Based on the information considered, the Board concluded that the nature, extent and quality of the services provided to each Fund by FIMCO and the applicable Sub-Advised Funds by Muzinich, Smith Group, Vontobel and Ziegler were appropriate and consistent with the terms of the Advisory Agreement and Sub-Advisory Agreements, as applicable, and supported approval of the Advisory Agreement and each Sub-Advisory Agreement.

Investment Performance

The Board placed significant emphasis on the investment performance of each of the Funds. While consideration was given to performance reports and discussions held at prior Board or Committee meetings, as applicable, particular attention was given to the performance information compiled by Broadridge. In particular, the Board reviewed the performance of each Fund, as applicable, over the most recent calendar year (“1-year period”) and the annualized performance over the most recent three calendar year period (“3-year period”) and five calendar year period (“5-year period”). In addition, the Board considered the performance information provided by FIMCO for each Fund through April 30, 2019. The Board also reviewed the annual yield of the Fund For Income, Government Cash Management Fund, Investment Grade Fund and Limited Duration Bond Fund over the past five years (or shorter period as applicable). With regard to the performance and yield information, the Board considered the performance and yield of each Fund on a percentile and quintile basis as compared to its Peer Group. For purposes of the performance data provided, the first quintile is defined as 20% of the funds in the applicable Peer Group with the highest performance or yield and the fifth quintile is defined as 20% of the funds in the applicable Peer Group with the lowest performance or yield. The Board also considered FIMCO’s representations that it monitors to ensure portfolio managers invest in a manner consistent with the mandate for the Fund or Funds they manage.

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Board Considerations of Advisory Contracts and Fees (continued)
FIRST INVESTORS LIFE SERIES FUNDS

The Board also considered a special performance report prepared by FIMCO analyzing the performance of the Limited Duration Bond Fund, Opportunity Fund and Total Return Fund.

On a Fund-by-Fund basis, the performance reports indicated, and the Board noted, that each Fund, except for the Covered Call Strategy Fund, Government Cash Management Fund, Growth & Income Fund, Limited Duration Bond Fund, Opportunity Fund and Total Return Fund fell within one of the top three quintiles for at least one of the performance periods provided by Broadridge. In particular, the Board noted that: (i) the Covered Call Strategy Fund fell within the fifth quintile for the 1-year period (the only period for which information was provided due to the short operating history of the Fund); (ii) the Equity Income Fund fell within second quintile for the 1-year period and third quintile for the 3-year period and 5-year period; (iii) the Fund For Income fell within second quintile, fifth quintile and fourth quintile for the 1-year period, 3-year period and 5-year period, respectively; (iv) the Government Cash Management Fund fell within the fifth quintile for the 1-year period and fourth quin-tile for the 3-year period and 5-year period; (v) Growth & Income Fund fell within fourth quintile for the 1-year period and fifth quintile for the 3-year period and 5-year period; (vi) the International Fund fell within second quintile, third quintile and first quintile for the 1-year period, 3-year period and 5-year period, respectively; (vii) the Investment Grade Fund fell within second quintile for the 1-year period and fourth quintile for the 3-year period and 5-year period; (viii) the Limited Duration Bond Fund fell within fifth quintile for the 1-year period and 3-year period (the only periods for which information was provided due to the relatively short operating history of the Fund); (ix) the Opportunity Fund fell within fifth quintile for the 1-year period, 3-year period and 5-year period; (x) the Select Growth Fund fell within fourth quintile for the 1-year period and third quintile for the 3-year period and 5-year period; (xi) the Special Situations Fund fell within third quintile, fourth quintile and second quintile for the 1-year period, 3-year period and 5-year period, respectively; and (xii) the Total Return Fund fell within fifth quintile for the 1-year period, 3-year period and 5-year period. With respect to the Limited Duration Bond Fund, Opportunity Fund and Total Return Fund, the Board considered FIMCO’s explanations regarding the Fund’s underperformance and strategy going forward.

The Board also reviewed the yields of the Fund For Income, Government Cash Management Fund, Investment Grade Fund and Limited Duration Bond Fund and noted that the yield for: (i) the Fund For Income fell within one of top three quin-tiles for one of the past five calendar years; (ii) the Government Cash Management Fund fell within one of the top three quintiles for two of the past five calendar years; (iii) the Investment Grade Fund fell within one of the top two quintiles for each of

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the past five calendar years; and (iv) Limited Duration Bond Fund fell within one of the top three quintiles for two out of the past four calendar years (which was the only information available due to the relatively short operating history of the Fund). Additionally, the Board considered FIMCO’s representation that it believes that the Funds generally use a more conservative investment style than many of their peers.

Based on the information considered, the Board concluded that the investment performance of each Fund was either (a) acceptable or better, or (b) subject to reasonable steps to monitor or address certain periods of underperformance.

Fund Expenses, Costs of Services, Economies of Scale and Related Benefits

Management Fees and Expenses. The Board also gave substantial consideration to the fees payable under each Fund’s Advisory Agreement as well as under the Sub-Advisory Agreements for the Sub-Advised Funds.

The Board reviewed the information compiled by Broadridge comparing each Fund’s contractual management fee rate (at common asset levels) and actual management fee rate (which included the effect of any fee waivers) as a percentage of average net assets to other funds in its Peer Group. In this regard, the Board considered the contractual and actual management fees of each Fund on a quintile basis as compared to its Peer Group and noted the relative position of each Fund within the Peer Group. The Board also considered that FIMCO provides not only advisory services but also certain administrative personnel to the Funds under each Fund’s Advisory Agreement and that many other advisers do not provide such administrative personnel under their advisory agreements and that FIMCO also provides certain administrative services without the imposition of a separate fee. The Board also considered that, with respect to the Government Cash Management Fund, FIMCO has historically waived a sig-nificant portion of its management fees and reimbursed a portion of other expenses to avoid a negative return for shareholders during periods of historically low interest rates during recent prior years.

In particular, the Board noted that: (i) the Covered Call Strategy Fund’s contractual and actual management fees were in the first quintile of its Peer Group; (ii) the Equity Income Fund’s contractual and actual management fees were in the third and fifth quintiles, respectively, of its Peer Group; (iii) the Fund For Income’s contractual and actual management fees were in the fifth quintile of its Peer Group; (iv) the Government Cash Management Fund’s contractual and actual management fees were in the fifth and second quintiles, respectively, of its Peer Group; (v) the Growth & Income Fund’s contractual and actual management fees were in the fourth and fifth quintiles, respectively, of its Peer Group; (vi) the International Fund’s contractual and actual management fees were in the second and third quintiles, respectively, of its

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Board Considerations of Advisory Contracts and Fees (continued)
FIRST INVESTORS LIFE SERIES FUNDS

Peer Group; (vii) the Investment Grade Fund’s contractual and actual management fees were in the fifth quintile of its Peer Group; (viii) the Limited Duration Bond Fund’s contractual and actual management fees were in the fifth quintile of its Peer Group; (ix) the Opportunity Fund’s contractual and actual management fees were in the second quintile of its Peer Group; (x) the Select Growth Fund’s contractual and actual management fees were in the fourth quintile of its Peer Group; (xi) the Special Situations Fund’s contractual and actual management fees were in the first and second quintiles, respectively, of its Peer Group; and (xii) the Total Return Fund’s contractual and actual management fees were in the third and fourth quintiles, respectively, of its Peer Group.

The Board also reviewed the information compiled by Broadridge comparing each Fund’s total expense ratio, taking into account FIMCO’s expense waivers (as applicable), and the ratio of the sum of actual management and other non-management fees (i.e., fees other than management fees) to other funds in its Peer Group, including on a quintile basis. In particular, the Board noted that: (i) the total expense ratio for each Fund except the Covered Call Strategy Fund, International Fund, Opportunity Fund, Select Growth Fund and Special Situations Fund was not in the top three quintiles of their respective Peer Groups; and (ii) the ratio of the sum of actual management and other non-management fees for each Fund except the Covered Call Strategy Fund, International Fund, Opportunity Fund, Select Growth Fund and Special Situations Fund was not in the top three quintiles of their respective Peer Groups. In considering the level of the total expense ratio and the ratio of the sum of actual management and other non-management fees, the Board took into account management’s explanation that Broadridge expense comparisons do not take into account the size of a fund complex, and as a result, in certain cases the First Investors funds are compared to funds in complexes that are much larger than First Investors. The Board also noted that Broadridge’s customized expense groups tend to be fairly small in number and the funds included in the Peer Group generally change from year to year, thereby introducing an element of randomness that affects comparative results each year. While recognizing the limitations inherent in Broadridge’s methodology, the Board believed that the data provided by Broadridge was a generally appropriate measure of comparative expenses.

In considering the sub-advisory fee rates charged by and costs and profitability of Muzinich, Smith Group, Vontobel and Ziegler with regard to the respective Sub-Advised Funds, the Board noted that FIMCO pays Muzinich, Smith Group, Vontobel or Ziegler, as the case may be, a sub-advisory fee from its own advisory fee rather than each Fund paying Muzinich, Smith Group, Vontobel or Ziegler a fee directly. The Board also considered arrangements pursuant to which Muzinich, Smith

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Group and Vontobel (but not the Sub-Advised Funds) each pays a portion of its sub-advisory fee to a solicitor that introduced each such subadviser to FIMCO. Muzinich, Smith Group, Vontobel and Ziegler provided, and the Board reviewed, information comparing the fees charged by Muzinich, Smith Group, Vontobel and Ziegler for services to the respective Sub-Advised Funds versus the fee rates of Muzinich, Smith Group, Vontobel and Ziegler for providing advisory services to other comparable investment companies or accounts or compared to their standard fee schedule, as applicable. Based on a review of this information, the Board noted that the fees charged by Muzinich, Smith Group, Vontobel and Ziegler for services to each applicable Sub-Advised Fund appeared competitive to the fees Muzinich, Smith Group, Vontobel and Ziegler charge to their other comparable investment companies or accounts or compared to their standard fee schedule, as applicable.

The foregoing comparisons assisted the Trustees by providing them with a basis for evaluating each Fund’s management fee and expense ratio on a relative basis and the Board concluded that each Fund’s management fees appeared reasonable in relation to the services and benefits provided to each Fund.

Profitability. The Board reviewed the materials it received from FIMCO regarding its revenues and costs in providing investment management and certain administrative services to the Funds. In particular, the Board considered the analysis of FIMCO’s profitability with respect to each Fund, calculated for the year ended December 31, 2018, as well as overall profitability information relating to the past five calendar years. The Board also considered the information provided by FIMCO comparing the profitability of certain publicly-traded mutual fund asset managers as analyzed by FIMCO based on publicly available financial statements and noted FIMCO’s analysis that its profit margin is substantially lower than the average of such publicly-traded managers. In reviewing the profitability information, the Board also considered the “fall-out” or ancillary benefits that may accrue to FIMCO as a result of its relationship with the Funds, which are discussed below. Based on the information provided, the Board also noted that FIMCO operates the Government Cash Management Fund and Limited Duration Bond Fund at a loss. The Board acknowledged that, as a business matter, FIMCO was entitled to earn reasonable profits for its services to the Funds and concluded that the level of profitability to FIMCO of its contractual arrangements with each Fund did not appear so high as to call into question the appropriateness of the fees paid to FIMCO by any Fund or otherwise to preclude the proposed continuation of the Advisory Agreement for any of the Funds. The Board also considered the profitability and/or financial information provided by Muzinich, Smith Group, Vontobel and Ziegler.

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Board Considerations of Advisory Contracts and Fees (continued)
FIRST INVESTORS LIFE SERIES FUNDS

Economies of Scale. With respect to whether economies of scale are realized by FIMCO and the extent to which any economies of scale are reflected in the level of management fee rates charged, the Board considered that the Advisory Agreement fee schedule for each Fund includes breakpoints to account for management economies of scale as each Fund’s assets increase.

“Fall Out” or Ancillary Benefits. The Board considered the “fall-out” or ancillary benefits that may accrue to FIMCO, Muzinich, Smith Group, Vontobel and Ziegler as a result of their relationship with the Funds. In that regard, the Board considered the fact that FIMCO and each sub-adviser (except Muzinich and Ziegler) may receive research from broker-dealers that execute brokerage transactions for the funds in the First Investors fund complex. However, the Board noted that FIMCO and the sub-advisers must select brokers based on each Fund’s requirements for seeking best execution.

* * *

 

In summary, based on all relevant information and factors, none of which was individually determinative of the outcome, the Board, including a majority of the Independent Trustees, approved the renewal of the Advisory Agreement and each Sub-Advisory Agreement.

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FIRST INVESTORS LIFE SERIES FUNDS
Trustees and Officers

Trustees
 
Susan E. Artmann
 
Mary J. Barneby
 
Charles R. Barton, III
 
Arthur M. Scutro, Jr.
 
Mark R. Ward
 
Officers
 
E. Blake Moore Jr.
President
 
Marc S. Milgram
Chief Compliance Officer
 
Joseph I. Benedek
Treasurer
 
Mark S. Spencer
Assistant Treasurer
 
Scott K. Richardson
Secretary

 

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FIRST INVESTORS LIFE SERIES FUNDS

Shareholder Information    
 
Investment Adviser Custodian
Foresters Investment Management The Bank of New York Mellon
Company, Inc. 240 Greenwich Street
40 Wall Street New York, NY 10286
New York, NY 10005  
 
Subadviser Transfer Agent
(Covered Call Strategy Fund) Foresters Investor Services, Inc.
Ziegler Capital Management, LLC Raritan Plaza I – 8th Floor
70 W. Madison Street Edison, NJ 08837-3620
Chicago, IL 60602  
 
Subadviser Independent Registered
(Fund For Income, Investment Grade Public Accounting Firm
Fund, Limited Duration Bond Fund and Tait, Weller & Baker LLP
Total Return Fund) Two Liberty Place
Muzinich & Co., Inc. 50 South 16th Street
450 Park Avenue Philadelphia, PA 19102
New York, NY 10022  
 
Subadviser Legal Counsel
(International Fund) K&L Gates LLP
Vontobel Asset Management, Inc. 1601 K Street, N.W.
1540 Broadway Washington, D.C. 20006
New York, NY 10036  
 
Subadviser  
(Select Growth Fund)  
Smith Asset Management Group, L.P.  
100 Crescent Court  
Dallas, TX 75201  

 

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A description of the policies and procedures that the Funds use to vote proxies relating to a portfolio’s securities is available, without charge, upon request by calling toll free 1-800-423-4026 or can be viewed online or downloaded from the EDGAR database on the U.S. Securities and Exchange Commission’s (“SEC”) internet web-site at http://www.sec. gov. In addition, information regarding how the Funds voted proxies relating to portfolio securities during the most recent 12-month period ended December 31, is available, without charge, upon request in writing or by calling 1-800-423-4026 and on the SEC’s internet website at http://www.sec.gov.

The Funds file their complete schedule of portfolio holdings with the SEC on Form N-PORT for the first and third quarters of each fiscal year. The Funds’ Form N-PORT is available on the SEC’s website at http://www.sec.gov; and may also be reviewed and copied at the SEC’s Public Reference Room in Washington D.C. Information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330. The schedule of portfolio holdings is available, without charge, upon request in writing or by calling 1-800-423-4026.

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NOTES

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

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NOTES

 

 

 

 

 

 

 

 

 

 

 

 

 

 

139

 



NOTES

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

140

 



NOTES

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

141

 



NOTES

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

142

 



NOTES

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

143

 






 

Item 2. Code of Ethics

 

Not applicable for semi-annual report 

 

Item 3. Audit Committee Financial Expert

 

Not applicable for semi-annual report 

 

Item 4. Principal Accountant Fees and Services

 

Not applicable for semi-annual report 

 

Item 5. Audit Committee of Listed Registrants

 

Not applicable 

 

Item 6. Schedule of Investments

 

(a) Schedule is included as part of the report to shareholders filed under Item 1 of 
this Form. 
 
(b) Not applicable 

 

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

 

Not applicable to open-end investment companies 

 

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

 

Not applicable to open-end investment companies 

 



Item 9. Purchases of Equity Securities by Closed-End Management Investment Companies and Affiliated Purchasers

Not applicable to open-end investment companies 

 

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

There were no material changes to the procedure by which shareholders may recommend nominees to the Registrant's Board of Trustees.

Item 11. Controls and Procedures

(a)      The Registrant's Principal Executive Officer and Principal Financial Officer have concluded that the Registrant's disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940, as amended) are effective, based on their evaluation of these disclosure controls and procedures as of a date within 90 days of the filing date of this report.

(b)      There were no changes in the Registrant's internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940 as amended) 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 to open-end investment companies 

 

Item 13. Exhibits

(a)(1) Code of Ethics - Not applicable for semi-annual report

(a)(2) Certifications pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 - Filed herewith

(a)(3) Not applicable

(a)(4) Not applicable

(b) Certifications pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 - Filed herewith



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.

 

First Investors Life Series Funds 
 
By  /s/  E. Blake Moore Jr. 
  E. Blake Moore Jr. 
  President and Principal Executive Officer 
 
Date:  August 29, 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/  E. Blake Moore Jr. 
  E. Blake Moore Jr. 
  President and Principal Executive Officer 
 
By  /s/  Joseph I. Benedek 
  Joseph I. Benedek 
  Treasurer and Principal Financial Officer 
 
Date:  August 29, 2019